As filed with the United States Securities and Exchange Commission on December 19, 2019
1933 Act File No. 033-19862
1940 Act File No. 811-05460
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form N-1A
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933 | ☒ | |||
Pre-Effective Amendment No. | ☐ |
Post-Effective Amendment No. 70 | ☒ |
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940 | ☒ | |||
Amendment No. 74 | ☒ |
AIM TREASURERS SERIES TRUST
(INVESCO TREASURERS SERIES TRUST)
(Exact Name of Registrant as Specified in Charter)
11 Greenway Plaza, Suite 1000, Houston, TX 77046
(Address of Principal Executive Offices)
Registrants Telephone Number, including Area Code: (713) 626-1919
Jeffrey H. Kupor, Esquire
11 Greenway Plaza, Suite 1000, Houston, TX 77046
(Name and Address of Agent for Service)
Copies to:
Joseph C. Benedetti, Esquire Invesco Advisers, Inc. 11 Greenway Plaza, Suite 1000 Houston, Texas 77046 |
Matthew R. DiClemente, Esquire Stradley Ronon Stevens & Young 2005 Market Street, Suite 2600 Philadelphia, Pennsylvania 19103-7018 |
Approximate Date of Proposed Public Offering: As soon as practicable after this post-effective amendment becomes effective.
It is proposed that this filing will become effective (check appropriate box)
☐ |
immediately upon filing pursuant to paragraph (b) |
☒ |
on December 20, 2019, pursuant to paragraph (b) |
☐ |
60 days after filing pursuant to paragraph (a)(1) |
☐ |
on (date), pursuant to paragraph (a)(1) |
☐ |
75 days after filing pursuant to paragraph (a)(2) |
☐ |
On (date), pursuant to paragraph (a)(2) of rule 485 |
If appropriate, check the following box:
☐ |
this post-effective amendment designates a new effective date for a previously filed post-effective amendment. |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Investor |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Investor |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.18 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Investor Class | $18 | $73 | $134 | $311 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Investor Class: Inception (4/26/1988) | 1.96% | 0.70% | 0.43% |
... |
Type of Account |
Initial
Investment
Per Fund |
Additional
Investments
Per Fund |
Asset or fee-based accounts managed by your financial adviser | None | None |
... | ||
Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs | None | None |
... | ||
IRAs and Coverdell ESAs if the new investor is purchasing shares through a systematic purchase plan | $25 | $25 |
... | ||
All other types of accounts if the investor is purchasing shares through a systematic purchase plan | 50 | 50 |
... | ||
IRAs and Coverdell ESAs | 250 | 25 |
... | ||
All other accounts | 1,000 | 50 |
... |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Investor |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Investor |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Other Expenses | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.05 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.20 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.05% of the average daily net assets of Invesco Premier Tax-Exempt Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Investor Class | $20 | $75 | $136 | $313 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Investor Class: Inception (4/27/1988) | 1.28% | 0.45% | 0.29% |
... |
Type of Account |
Initial
Investment
Per Fund |
Additional
Investments
Per Fund |
Asset or fee-based accounts managed by your financial adviser | None | None |
... | ||
Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs | None | None |
... | ||
IRAs and Coverdell ESAs if the new investor is purchasing shares through a systematic purchase plan | $25 | $25 |
... | ||
All other types of accounts if the investor is purchasing shares through a systematic purchase plan | 50 | 50 |
... | ||
IRAs and Coverdell ESAs | 250 | 25 |
... | ||
All other accounts | 1,000 | 50 |
... |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Investor |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Investor |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Other Expenses | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.18 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier U.S. Government Money Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Investor Class | $18 | $73 | $134 | $311 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Investor Class: Inception (4/26/1991) | 1.73% | 0.56% | 0.31% |
... |
Type of Account |
Initial
Investment
Per Fund |
Additional
Investments
Per Fund |
Asset or fee-based accounts managed by your financial adviser | None | None |
... | ||
Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs | None | None |
... | ||
IRAs and Coverdell ESAs if the new investor is purchasing shares through a systematic purchase plan | $25 | $25 |
... | ||
All other types of accounts if the investor is purchasing shares through a systematic purchase plan | 50 | 50 |
... | ||
IRAs and Coverdell ESAs | 250 | 25 |
... | ||
All other accounts | 1,000 | 50 |
... |
Net
asset
value, beginning of period |
Net
investment income(a) |
Net
gains
(losses) on securities (both realized and unrealized) |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $ 1.00 | $ 0.02 | $ 0.00 | $ 0.02 | $ (0.02) | $ 1.00 | 2.37% | $60,340 | 0.18% (c) | 0.25% (c) | 2.37% (c) |
Year ended 08/31/18 | 1.00 | 0.02 | 0.00 | 0.02 | (0.02) | 1.00 | 1.60 | 29,699 | 0.18 | 0.25 | 1.63 |
Year ended 08/31/17 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 0.84 | 30,054 | 0.18 | 0.25 | 0.63 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.30 | 39,464 | 0.18 | 0.25 | 0.30 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.04 | 50,778 | 0.18 | 0.25 | 0.04 |
... | |||||||||||
Invesco Premier U.S. Government Money Portfolio | |||||||||||
Year ended 08/31/19 | 1.00 | 0.02 | 0.00 | 0.02 | (0.02) | 1.00 | 2.21 | 32,557 | 0.18 (c) | 0.25 (c) | 2.21 (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 1.36 | 32,529 | 0.18 | 0.25 | 1.36 |
Year ended 08/31/17 | 1.00 | 0.01 | (0.00) | 0.01 | (0.01) | 1.00 | 0.53 | 38,809 | 0.18 | 0.25 | 0.54 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.17 | 30,088 | 0.17 | 0.25 | 0.18 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.02 | 22,409 | 0.09 | 0.25 | 0.02 |
... | |||||||||||
Invesco Premier Tax-Exempt Portfolio | |||||||||||
Year ended 08/31/19 | 1.0000 | 0.0146 | 0.0000 | 0.0146 | (0.0146) | 1.0000 | 1.47 | 9,176 | 0.20 (c) | 0.25 (c) | 1.46 (c) |
Year ended 08/31/18 | 1.0000 | 0.0106 | (0.0001) | 0.0105 | (0.0105) | 1.0000 | 1.05 | 14,355 | 0.20 | 0.25 | 1.06 |
Year ended 08/31/17 | 1.00 | 0.0058 | 0.0000 | 0.0058 | (0.0058) | 1.0000 | 0.59 | 10,815 | 0.20 | 0.25 | 0.56 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.10 | 7,779 | 0.15 | 0.25 | 0.10 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.01 | 8,093 | 0.06 | 0.25 | 0.03 |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $45,095, $32,432 and $13,485 for Invesco Premier Portfolio, Invesco Premier U.S. Government Money Portfolio and Invesco Premier Tax-Exempt Portfolio, respectively. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Funds’ current annual expense ratios include any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Investor Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.18% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.82% | 9.80% | 15.01% | 20.48% | 26.20% | 32.19% | 38.47% | 45.05% | 51.94% | 59.16% |
End of Year Balance | $10,482.00 | $10,979.90 | $11,501.44 | $12,047.76 | $12,620.03 | $13,219.48 | $13,847.40 | $14,505.16 | $15,194.15 | $15,915.87 |
Estimated Annual Expenses | $ 18.43 | $ 26.83 | $ 28.10 | $ 29.44 | $ 30.83 | $ 32.30 | $ 33.83 | $ 35.44 | $ 37.12 | $ 38.89 |
... |
Invesco Premier Tax-Exempt Portfolio — Investor Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.20% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.80% | 9.78% | 14.99% | 20.45% | 26.18% | 32.17% | 38.45% | 45.02% | 51.91% | 59.13% |
End of Year Balance | $10,480.00 | $10,977.80 | $11,499.25 | $12,045.46 | $12,617.62 | $13,216.96 | $13,844.76 | $14,502.39 | $15,191.25 | $15,912.84 |
Estimated Annual Expenses | $ 20.48 | $ 26.82 | $ 28.10 | $ 29.43 | $ 30.83 | $ 32.29 | $ 33.83 | $ 35.43 | $ 37.12 | $ 38.88 |
... |
Invesco Premier U.S. Government Money Portfolio — Investor Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.18% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.82% | 9.80% | 15.01% | 20.48% | 26.20% | 32.19% | 38.47% | 45.05% | 51.94% | 59.16% |
End of Year Balance | $10,482.00 | $10,979.90 | $11,501.44 | $12,047.76 | $12,620.03 | $13,219.48 | $13,847.40 | $14,505.16 | $15,194.15 | $15,915.87 |
Estimated Annual Expenses | $ 18.43 | $ 26.83 | $ 28.10 | $ 29.44 | $ 30.83 | $ 32.30 | $ 33.83 | $ 35.44 | $ 37.12 | $ 38.89 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
■ | Employer Sponsored Retirement and Benefit Plans include (i) employer sponsored pension or profit sharing plans that qualify under section 401(a) of the Internal Revenue Code of 1986, as amended (the Code), including 401(k), money purchase pension, profit sharing and defined benefit plans; (ii) 403(b) and non-qualified deferred compensation arrangements that operate similar to plans described under (i) above, such as 457 plans and executive deferred compensation arrangements; (iii) health savings accounts maintained pursuant to Section 223 of the Code; and (iv) voluntary employees’ beneficiary arrangements maintained pursuant to Section 501(c)(9) of the Code. |
■ | Individual Retirement Accounts (IRAs) include Traditional and Roth IRAs. |
■ | Employer Sponsored IRAs include Simplified Employee Pension (SEP), Salary Reduction Simplified Employee Pension (SAR-SEP), and Savings Incentive Match Plan for Employees of Small Employers (SIMPLE) IRAs. |
■ | Retirement and Benefit Plans include Employer Sponsored Retirement and Benefit Plans, IRAs and Employer Sponsored IRAs. |
Share Classes | ||||
Class A | Class C | Class R | Class Y | Class R5 and R6 |
■ Initial sales charge which may be waived or reduced1 | ■ No initial sales charge | ■ No initial sales charge | ■ No initial sales charge | ■ No initial sales charge |
■ CDSC on certain redemptions1 | ■ CDSC on redemptions within one year3 | ■ No CDSC | ■ No CDSC | ■ No CDSC |
■ 12b-1 fee of up to 0.25%2 | ■ 12b-1 fee of up to 1.00%4 | ■ 12b-1 fee of up to 0.50% | ■ No 12b-1 fee | ■ No 12b-1 fee |
■ Investors may only open an account to purchase Class C shares if they have appointed a financial intermediary. This restriction does not apply to Employer Sponsored Retirement and Benefit Plans. | ■ Does not convert to Class A shares | ■ Does not convert to Class A shares | ■ Does not convert to Class A shares | |
■ Purchase maximums apply | ■ Intended for Employer Sponsored Retirement and Benefit Plans | ■ Special eligibility requirements and investment minimums apply (see “Share Class Eligibility – Class R5 and R6 shares” below) |
1 | Invesco Conservative Income Fund, Invesco Oppenheimer Short Term Municipal Fund and Invesco Oppenheimer Ultra-Short Duration Fund do not have initial sales charges or CDSCs on redemptions. |
2 | Class A2 shares of Invesco Limited Term Municipal Income Fund and Investor Class shares of Invesco Government Money Market Fund, Invesco Premier Portfolio, Invesco Premier Tax-Exempt Portfolio and Invesco Premier U.S. Government Money Portfolio and Class A shares of Invesco Oppenheimer Ultra-Short Duration Fund do not have a 12b-1 fee; Invesco Short Term Bond Fund Class A shares and Invesco Short Duration Inflation Protected Fund Class A2 shares have a 12b-1 fee of 0.15%; and Invesco Conservative Income Fund Class A shares have a 12b-1 fee of 0.10%. |
3 | 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. |
4 | The 12b-1 fee for Class C shares of certain Funds is less than 1.00%. The “Fees and Expenses of the Fund—Annual Fund Operating Expenses” section of this prospectus reflects the actual 12b-1 fees paid by a Fund. |
■ | Investor Class shares: Invesco Diversified Dividend Fund, Invesco Dividend Income Fund, Invesco Energy Fund, Invesco European Growth Fund, Invesco Gold & Precious Metals Fund, Invesco Health Care Fund, Invesco High Yield Fund, Invesco Income Fund, Invesco International Core Equity Fund, Invesco Low Volatility Equity Yield Fund, Invesco Government Money Market Fund, Invesco Municipal Income Fund, Invesco Real Estate Fund, Invesco Small Cap Growth Fund, Invesco Technology Fund, Invesco Premier Portfolio, Invesco Premier Tax-Exempt Portfolio and Invesco Premier U.S. Government Money Portfolio. |
■ | Class A2 shares: Invesco Short Duration Inflation Protected Fund and Invesco Limited Term Municipal Income Fund; |
■ | Class AX shares: Invesco Balanced-Risk Retirement Funds and Invesco Government Money Market Fund; |
■ | Class CX shares: Invesco Balanced-Risk Retirement Funds and Invesco Government Money Market Fund; |
■ | Class RX shares: Invesco Balanced-Risk Retirement Funds; |
■ | Class P shares: Invesco Summit Fund; |
■ | Class S shares: Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund, Invesco Oppenheimer Portfolio Series: Moderate Investor Fund and Invesco Summit Fund; and |
■ | Invesco Cash Reserve Shares: Invesco Government Money Market Fund and Invesco Oppenheimer Government Money Market Fund. |
■ | generally charges an asset-based fee or commission in addition to those described in this prospectus; and |
■ | maintains Class R6 shares and makes them available to retail investors. |
■ | Investors who established accounts prior to April 1, 2002, in Investor Class shares with Invesco Distributors, Inc. (Invesco Distributors) 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) without a designated intermediary. These investors are referred to as “Investor Class grandfathered investors.” |
■ | Customers of a financial intermediary that has had an agreement with the Funds’ distributor or any Funds that offered Investor Class shares prior to April 1, 2002, that has continuously maintained such agreement. These intermediaries are referred to as “Investor Class grandfathered intermediaries.” |
■ | 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. |
■ | Invesco Limited Term Municipal Income Fund, Class A2 shares. |
■ | Invesco Money Market Fund, Investor Class shares. |
■ | Premier Portfolio, Investor Class shares. |
■ | Premier U.S. Government Money Portfolio, Investor Class shares. |
■ | Premier Tax-Exempt Portfolio, Investor Class shares. |
■ | All Funds, Class Y, Class R5 and Class R6 shares |
■ | Class A shares: 0.25% |
■ | Class C shares: 1.00% |
■ | Class P shares: 0.10% |
■ | Class R shares: 0.50% |
■ | Class S shares: 0.15% |
■ | Invesco Cash Reserve Shares: 0.15% |
■ | Investor Class shares: 0.25% |
Category I Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $ 50,000 | 5.50% | 5.82% |
... | |||
$50,000 but less than | $ 100,000 | 4.50 | 4.71 |
... | |||
$100,000 but less than | $ 250,000 | 3.50 | 3.63 |
... | |||
$250,000 but less than | $ 500,000 | 2.75 | 2.83 |
... | |||
$500,000 but less than | $1,000,000 | 2.00 | 2.04 |
... |
Category II Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $ 100,000 | 4.25% | 4.44% |
... | |||
$100,000 but less than | $ 250,000 | 3.50 | 3.63 |
... | |||
$250,000 but less than | $ 500,000 | 2.50 | 2.56 |
... | |||
$500,000 but less than | $1,000,000 | 2.00 | 2.04 |
... |
Category III Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $ 100,000 | 1.00% | 1.01% |
... | |||
$100,000 but less than | $ 250,000 | 0.75 | 0.76 |
... | |||
$250,000 but less than | $1,000,000 | 0.50 | 0.50 |
... |
Category IV Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $100,000 | 2.50% | 2.56% |
... | |||
$100,000 but less than | $250,000 | 1.75 | 1.78 |
... |
Category V Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $ 100,000 | 3.25% | 3.36% |
... | |||
$100,000 but less than | $ 250,000 | 2.75 | 2.83 |
... | |||
$250,000 but less than | $ 500,000 | 1.75 | 1.78 |
... | |||
$500,000 but less than | $1,000,000 | 1.50 | 1.52 |
... |
Category VI Initial Sales Charges | |||
Investor’s Sales Charge | |||
Amount invested |
As
a % of
Offering Price |
As
a % of
Investment |
|
Less than | $ 50,000 | 5.50% | 5.82% |
... | |||
$50,000 but less than | $100,000 | 4.50 | 4.71 |
... | |||
$100,000 but less than | $250,000 | 3.50 | 3.63 |
... |
■ | Investors who purchase shares through a fee-based advisory account with an approved financial intermediary. In a fee based advisory program, a financial intermediary typically charges each investor a fee based on the value of the investor’s account in exchange for servicing that account. |
■ | Employer Sponsored Retirement and Benefit Plans maintained on retirement platforms or by the Funds’ transfer agent or its affiliates: |
■ | with assets of at least $1 million; or |
■ | with at least 100 employees eligible to participate in the plan; or |
■ | that execute plan level or multiple-plan level transactions through a single omnibus account per Fund. |
■ | Any investor who purchases his or her shares with the proceeds of an in kind rollover, transfer or distribution from a Retirement and Benefit Plan where the account being funded by such rollover is to be maintained by the same financial intermediary, trustee, custodian or administrator that maintained the plan from which the rollover distribution funding such rollover originated, or an affiliate thereof. |
■ | Investors who own Investor Class shares of a Fund, who purchase Class A shares of a different Fund through the same account in which the Investor Class Shares were first purchased. |
■ | Funds of funds or other pooled investment vehicles. |
■ | Insurance company separate accounts. |
■ | Any current or retired trustee, director, officer or employee of any Invesco Fund or of Invesco Ltd. or any of its subsidiaries. |
■ | Any registered representative or employee of any financial intermediary who has an agreement with Invesco Distributors to sell shares of the Invesco Funds (this includes any members of his or her immediate family). |
■ | Any investor purchasing shares through a financial intermediary that has a written arrangement with the Funds’ distributor in which the Funds’ distributor has agreed to participate in a no transaction fee program in which the financial intermediary will make Class A shares available without the imposition of a sales charge. |
■ | Former shareholders of Atlas Strategic Income Fund who purchase shares of a Fund into which shareholders of Invesco Oppenheimer Global Strategic Income Fund may exchange if permitted by the intermediary’s policies. |
■ | Former shareholders of Oppenheimer Total Return Fund Periodic Investment Plan who purchase shares of a Fund into which shareholders of Invesco Oppenheimer Main Street Fund may exchange if permitted by the intermediary’s policies. |
■ | reinvesting dividends and distributions; |
■ | exchanging shares of one Fund that were previously assessed a sales charge for shares of another Fund; |
■ | purchasing shares in connection with the repayment of an Employer Sponsored Retirement and Benefit Plan loan administered by the Funds’ transfer agent; and |
■ | purchasing Class A shares with proceeds from the redemption of Class C, Class R, Class R5, Class R6 or Class Y shares where the redemption and purchase are effectuated on the same business day due to the distribution of a Retirement and Benefit Plan maintained by the Funds’ transfer agent or one of its affiliates. |
■ | Front-end Sales Load Waivers on Class A Shares available at Merrill Lynch |
■ | Employer-sponsored retirement, deferred compensation and employee benefit plans (including health savings accounts) and trusts used to fund those plans, provided that the shares are not held in a commission-based brokerage account and shares are held for the benefit of the plan; |
■ | Shares purchased by or through a 529 Plan; |
■ | Shares purchased through a Merrill Lynch affiliated investment advisory program; |
■ | Shares purchased by third party investment advisors on behalf of their advisory clients through Merrill Lynch’s platform; |
■ | Shares of funds purchased through the Merrill Edge Self-Directed platform (if applicable); |
■ | Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same fund (but not any other fund within the fund family); |
■ | Shares converted from Class C (i.e. level-load) shares of the same fund in the month of or following the 10-year anniversary of the purchase date; |
■ | Employees and registered representatives of Merrill Lynch or its affiliates and their family members; |
■ | Directors or Trustees of the Fund, and employees of the Fund’s investment adviser or any of its affiliates, as described in this prospectus; and |
■ | Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known as Rights of Reinstatement). |
■ | CDSC Waivers on A and C Shares available at Merrill Lynch |
■ | Death or disability of the shareholder; |
■ | Shares sold as part of a systematic withdrawal plan as described in the Fund’s prospectus; |
■ | Return of excess contributions from an IRA Account; |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70 1⁄2; |
■ | Shares sold to pay Merrill Lynch fees but only if the transaction is initiated by Merrill Lynch; |
■ | Shares acquired through a right of reinstatement; and |
■ | Shares held in retirement brokerage accounts, that are converted to a lower cost share class due to transfer to a fee based account or platform (applicable to A and C shares only). |
■ | Front-end load Discounts Available at Merrill Lynch: Breakpoints, Rights of Accumulation & Letters of Intent |
■ | Breakpoints as described in this prospectus; |
■ | Rights of Accumulation (ROA) which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s household at Merrill Lynch. Eligible fund family assets not held at Merrill Lynch may be included in the ROA calculation only if the shareholder notifies his or her financial advisor about such assets; and |
■ | Letters of Intent (LOI) which allow for breakpoint discounts based on anticipated purchases within a fund family, through Merrill Lynch, over a 13-month period of time (if applicable). |
■ | Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs or SAR-SEPs. |
■ | Shares purchased through an Ameriprise Financial investment advisory program (if an Advisory or similar share class for such investment advisory program is not available). |
■ | Shares purchased by third party investment advisors on behalf of their advisory clients through Ameriprise Financial’s platform (if an Advisory or similar share class for such investment advisory program is not available). |
■ | Shares purchased through reinvestment of capital gains distributions and dividend reinvestment when purchasing shares of the same Fund (but not any other fund within the same fund family). |
■ | Shares exchanged from Class C shares of the same fund in the month of or following the 10-year anniversary of the purchase date. To the extent that this prospectus elsewhere provides for a waiver with respect to such shares following a shorter holding period, that waiver will apply to exchanges following such shorter period. To the extent that this prospectus elsewhere provides for a waiver with respect to exchanges of Class C shares for load waived shares, that waiver will also apply to such exchanges. |
■ | Employees and registered representatives of Ameriprise Financial or its affiliates and their immediate family members. |
■ | Shares purchased by or through qualified accounts (including IRAs, Coverdell Education Savings Accounts, 401(k)s, 403(b) TSCAs subject to ERISA and defined benefit plans) that are held by a covered family member, defined as an Ameriprise financial advisor and/or the advisor’s spouse, advisor’s lineal ascendant (mother, father, grandmother, grandfather, great grandmother, great grandfather), advisor’s lineal descendant (son, step-son, daughter, step-daughter, grandson, granddaughter, great grandson, great granddaughter) or any spouse of a covered family member who is a lineal descendant. |
■ | Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (i.e. Rights of Reinstatement). |
■ | Automatic Exchange of Class C shares |
■ | Class C shares will automatically exchange to Class A shares in the month of the 10-year anniversary of the purchase date. |
■ | Front-end Sales Charge Waivers on Class A Shares available at Morgan Stanley Wealth Management |
■ | Employer-sponsored retirement plans (e.g., 401(k) plans, 457 plans, employer-sponsored 403(b) plans, profit sharing and money purchase pension plans and defined benefit plans). For purposes of this provision, employer-sponsored retirement plans do not include SEP IRAs, Simple IRAs, SAR-SEPs or Keogh plans; |
■ | Morgan Stanley employee and employee-related accounts according to Morgan Stanley’s account linking rules; |
■ | Shares purchased through reinvestment of dividends and capital gains distributions when purchasing shares of the same fund; |
■ | Shares purchased through a Morgan Stanley self-directed brokerage account; |
■ | Class C (i.e., level-load) shares that are no longer subject to a contingent deferred sales charge and are converted to Class A shares of the same fund pursuant to Morgan Stanley Wealth Management’s share class conversion program; and |
■ | Shares purchased from the proceeds of redemptions within the same fund family, provided (i) the repurchase occurs within 90 days following the redemption, (ii) the redemption and purchase occur in the same account, and (iii) redeemed shares were subject to a front-end or deferred sales charge. |
■ | Front-end sales load waivers on Class A shares available at Raymond James |
■ | Shares purchased in an investment advisory program. |
■ | Shares purchased within the same fund family through a systematic reinvestment of capital gains distributions and dividend distributions. |
■ | Employees and registered representatives of Raymond James or its affiliates and their family members as designated by Raymond James. |
■ | Shares purchased from the proceeds of redemptions within the same fund family, provided (1) the repurchase occurs within 90 days following the redemption, (2) the redemption and purchase occur in the same account, and (3) redeemed shares were subject to a front-end or deferred sales load (known as Rights of Reinstatement). |
■ | A shareholder in the Fund’s Class C shares will have their shares converted at net asset value to Class A shares (or the appropriate share class) of the Fund if the shares are no longer subject to a CDSC and the conversion is in line with the policies and procedures of Raymond James. |
■ | CDSC Waivers on Classes A and C shares available at Raymond James |
■ | Death or disability of the shareholder. |
■ | Shares sold as part of a systematic withdrawal plan as described in the fund’s prospectus. |
■ | Return of excess contributions from an IRA Account. |
■ | Shares sold as part of a required minimum distribution for IRA and retirement accounts due to the shareholder reaching age 70 1⁄2 as described in the fund’s prospectus. |
■ | Shares sold to pay Raymond James fees but only if the transaction is initiated by Raymond James. |
■ | Shares acquired through a right of reinstatement. |
■ | Front-end load discounts available at Raymond James: breakpoints, rights of accumulation, and/or letters of intent |
■ | Breakpoints as described in this prospectus. |
■ | Rights of accumulation which entitle shareholders to breakpoint discounts will be automatically calculated based on the aggregated holding of fund family assets held by accounts within the purchaser’s |
household at Raymond James. Eligible fund family assets not held at Raymond James may be included in the rights of accumulation calculation only if the shareholder notifies his or her financial advisor about such assets. | |
■ | Letters of intent which allow for breakpoint discounts based on anticipated purchases within a fund family, over a 13-month time period. Eligible fund family assets not held at Raymond James may be included in the calculation of letters of intent only if the shareholder notifies his or her financial advisor about such assets. |
1. | an individual account owner; |
2. | immediate family of the individual account owner (which includes the individual’s spouse or domestic partner; the individual’s children, step-children or grandchildren; the spouse or domestic partner of the individual’s children, step-children or grandchildren; the individual’s parents and step-parents; the parents or step-parents of the individual’s spouse or domestic partner; the individual’s grandparents; and the individual’s siblings); |
3. | a Retirement and Benefit Plan so long as the plan is established exclusively for the benefit of an individual account owner; and |
4. | a Coverdell Education Savings Account (Coverdell ESA), maintained pursuant to Section 530 of the Code (in either case, the account must be established by an individual account owner or have an individual account owner named as the beneficiary thereof). |
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 or its designee 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. |
■ | 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. |
■ | If you redeem shares to pay account fees. |
■ | 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. |
■ | Class C shares of Invesco Short Term Bond Fund |
■ | Class A2 shares of Invesco Short Duration Inflation Protected Fund and Invesco Limited Term Municipal Income Fund |
■ | Invesco Cash Reserve Shares of Invesco Government Money Market Fund and Invesco Oppenheimer Government Money Market Fund |
■ | Investor Class shares of any Fund |
■ | Class P shares of Invesco Summit Fund |
■ | Class R5 and R6 shares of any Fund |
■ | Class S shares of Invesco Charter Fund, Invesco Conservative Allocation Fund, Invesco Growth Allocation Fund, Invesco Moderate Allocation Fund, Invesco Oppenheimer Portfolio Series: Moderate Investor Fund and Invesco Summit Fund |
■ | Class Y shares of any Fund |
Type of Account |
Initial
Investment
Per Fund |
Additional
Investments Per Fund |
Asset or fee-based accounts managed by your financial adviser | None | None |
... | ||
Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs | None | None |
... | ||
IRAs and Coverdell ESAs if the new investor is purchasing shares through a systematic purchase plan | $25 | $25 |
... | ||
All other accounts if the investor is purchasing shares through a systematic purchase plan | 50 | 50 |
... | ||
IRAs and Coverdell ESAs | 250 | 25 |
... | ||
All other accounts | 1,000 | 50 |
... |
Opening An Account | Adding To An Account | |
Through a Financial Adviser or Financial Intermediary* | Contact your financial adviser or financial intermediary. The financial adviser or financial intermediary should mail your completed account application to the Funds’ transfer agent (see below “By Mail” and “By Wire”). | Contact your financial adviser or financial intermediary. |
By Mail |
Mail
completed account application and check to the Funds’ transfer agent,
Invesco Investment Services, Inc. P.O. Box 219078, Kansas City, MO 64121-9078. The Funds’ transfer agent does NOT accept the following types of payments: Credit Card Checks, Temporary/Starter Checks, Third Party Checks, and Cash. |
Mail your check and the remittance slip from your confirmation statement to the Funds’ transfer agent. The Funds’ transfer agent does NOT accept the following types of payments: Credit Card Checks, Temporary/Starter Checks, Third Party Checks, and Cash. |
Opening An Account | Adding To An Account | |
By Wire* | Mail completed account application to the Funds’ transfer agent. Call the Funds’ transfer agent at (800) 959-4246 to receive a reference number. Then, use the wire instructions provided below. | Call the Funds’ 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 available methods described above. | For all Classes, except Class R5 and Class R6 shares, 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 Funds’ transfer agent. Once the Funds’ transfer agent has received the form, call the Funds’ transfer agent at the number below to place your purchase order. For Class R5 and R6 shares, call the Funds’ transfer agent at (800) 959-4246 and wire payment for your purchase order in accordance with the wire instructions listed above. |
Automated Investor Line | Open your account using one of the methods described above. | Call the Funds’ transfer agent’s 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 and Benefit Plans on the internet. |
*Class R5 and R6 shares are only available for purchase through these methods. |
■ | Your account balance in the Fund paying the dividend or distribution must be at least $5,000; and |
■ | 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.For Class R5 and R6 shares, redemption proceeds will be sent in accordance with the wire instructions specified in the account application provided to the Funds’ transfer agent. The Funds’ transfer agent must receive your financial adviser’s or financial intermediary’s call before the close of the customary trading session of the New York Stock Exchange (NYSE) on days the NYSE is open for business in order to effect the redemption at that day’s closing price. Please contact your financial adviser or financial intermediary with respect to reporting of cost basis and available elections for your account. |
By Mail | Send a written request to the Funds’ transfer agent which includes: |
How to Redeem Shares | |
■
Original signatures of all registered owners/trustees;
■ The dollar value or number of shares that you wish to redeem; ■ The name of the Fund(s) and your account number; ■ The cost basis method or specific shares you wish to redeem for tax reporting purposes, if different than the method already on record; and |
|
■
Signature guarantees, if necessary (see below).
The Funds’ 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 a Retirement and Benefit Plan, you must complete the appropriate distribution form. |
|
By Telephone* |
Call
the Funds’ transfer agent at 1-800-959-4246. You will be allowed to redeem by telephone if:
■ Your redemption proceeds are to be mailed to your address on record (and there has been no change in your address of record within the last 15 days) or transferred electronically to a pre-authorized checking account; ■ You can provide proper identification information; ■ Your redemption proceeds do not exceed $250,000 per Fund; and ■ You have not previously declined the telephone redemption privilege. |
You may, in limited circumstances, initiate a redemption from an Invesco IRA by telephone. Redemptions from Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization. A person who has been authorized in the account application to effect transactions may make redemptions by telephone. You must call the Funds’ transfer agent before the close of the customary trading session of the NYSE on days the NYSE is open for business in order to effect the redemption at that day’s closing price. | |
Automated Investor Line | Call the Funds’ transfer agent’s 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:
■ You can provide proper identification information; ■ Your redemption proceeds do not exceed $250,000 per Fund; and ■ You have already provided proper bank information. Redemptions from Employer Sponsored Retirement and Benefit Plans and Employer Sponsored IRAs may be initiated only in writing and require the completion of the appropriate distribution form, as well as employer authorization. |
*Class R5 and R6 shares are only available to be redeemed through these methods. |
■ | Invesco Government Money Market Fund, Invesco Cash Reserve Shares, Class AX shares, Class Y shares and Investor Class shares |
■ | Invesco Oppenheimer Government Cash Reserves Fund, Class A shares and Class Y shares |
■ | Invesco Oppenheimer Government Money Market Fund, Invesco Cash Reserve Shares and Class Y shares |
■ | Invesco Premier Portfolio, Investor Class shares |
■ | Invesco Premier Tax-Exempt Portfolio, Investor Class shares |
■ | Invesco Premier U.S. Government Money Portfolio, Investor Class shares |
■ | When your redemption proceeds exceed $250,000 per Fund. |
■ | When you request that redemption proceeds be paid to someone other than the registered owner of the account. |
■ | When you request that redemption proceeds be sent somewhere other than the address of record or bank of record on the account. |
■ | When you request that redemption proceeds be sent to a new address or an address that changed in the last 15 days. |
■ | Investor Class shares cannot be exchanged for Class A shares of any Fund which offers Investor Class shares. |
■ | Class A2 shares of Invesco Short Duration Inflation Protected Fund and Invesco Limited Term Municipal Income Fund cannot be exchanged for Class A shares of those Funds. |
■ | 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. |
■ | All existing systematic exchanges and reallocations will cease and these options will no longer be available on all 403(b) prototype plans. |
■ | Class A shares of a Fund acquired by exchange of Class Y shares of Invesco Oppenheimer Government Money Market Fund cannot be exchanged for Class Y shares of any Fund, except Class Y shares of Invesco Oppenheimer Government Money Market Fund. |
■ | Conversions into Class A from Class A2 of the same Fund. |
■ | Conversions into Class A2, Class AX, Class CX, Class P, Class RX or Class S of the same Fund. |
■ | Reject or cancel all or any part of any purchase or exchange order. |
■ | Modify any terms or conditions related to the purchase, redemption or exchange of shares of any Fund. |
■ | Reject or cancel any request to establish a Systematic Purchase Plan or Systematic Redemption Plan. |
■ | Modify or terminate any sales charge waivers or exceptions. |
■ | Suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | Trade activity monitoring. |
■ | Discretion to reject orders. |
■ | Purchase blocking. |
■ | The use of fair value pricing consistent with procedures approved by the Board. |
■ | The money market funds are offered to investors as cash management vehicles; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | 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. |
■ | With respect to the money market funds maintaining a constant net asset value, 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, the money market funds are not subject to price arbitrage opportunities. |
■ | With respect to the money market funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. |
■ | The Fund is offered to investors as a cash management vehicle; investors perceive an investment in the Fund as an alternative to cash and must be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of the Fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of the Fund will be detrimental to the continuing operations of the Fund. |
■ | 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 Fund’s 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. |
■ | 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. |
■ | 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. |
■ | A portion of income dividends paid by a Fund to you may be reported as qualified dividend income eligible for taxation by individual shareholders at long-term capital gain rates, provided certain holding period requirements are met. These reduced rates generally are available for dividends derived from a Fund’s 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. |
■ | The use of derivatives by a Fund 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. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any long-term or short-term capital gains realized on the 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. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 Fund’s 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 Client Accounts menu of our website at www.Invesco.com/us. |
■ | The conversion of shares of one class of a Fund into shares of another class of the same Fund is not taxable for federal income tax purposes and no gain or loss will be reported on the transaction. This is true whether the conversion occurs automatically pursuant to the terms of the class or is initiated by the shareholder. |
■ | At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income or undistributed capital gains. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. Buying shares in a Fund just before it declares an income dividend or capital gains distribution is |
sometimes known as “buying a dividend.” In addition, a Fund’s net asset value may, at any time, reflect net unrealized appreciation, which may result in future taxable distributions to you. | |
■ | 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 24% of any distributions or proceeds paid. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. 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. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on income dividends made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts. After December 31, 2018, FATCA withholding also would have applied to certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares; however, based on proposed regulations issued by the IRS, which can be relied upon currently, such withholding is no longer required unless final regulations provide otherwise (which is not expected). A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | If a Fund invests in an underlying fund taxed as a RIC, please see any relevant section below for more information regarding the Fund’s investment in such underlying fund. |
■ | You will not be required to include the “exempt-interest” portion of dividends paid by the Fund in either your gross income for federal income tax purposes or your net investment income subject to the additional 3.8% Medicare tax. 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. |
■ | 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 noncorporate shareholders, unless such municipal securities were issued in 2009 or 2010. |
■ | Exempt-interest dividends from interest earned on municipal securities of a state, or its political subdivisions, generally are exempt from that state’s personal income tax. Most states, however, do not grant tax-free treatment to interest from municipal securities of other states. |
■ | 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. |
■ | 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. |
■ | 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. |
■ | 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 Fund’s shares, to decline. |
■ | A Fund does not anticipate realizing any long-term capital gains. |
■ | If a Fund, other than Invesco Premier Tax-Exempt Portfolio, 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 (unless the investor incurs a liquidity fee on such sale or exchange). See “Liquidity Fees and Redemption Gates.” |
■ | Invesco Premier Tax-Exempt Portfolio rounds its current net asset value per share to a minimum of the fourth decimal place, therefore, investors will have gain or loss on sale or exchange of shares of the Fund calculated by subtracting your cost basis from the gross proceeds received from the sale or exchange. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
■ | Because the Invesco Premier Tax-Exempt Portfolio is not expected to maintain a stable share price, a sale or exchange of Fund shares may result in a capital gain or loss for you. Unless you choose to adopt a simplified “NAV method” of accounting (described below), any capital gain or loss on the sale or exchange of Fund shares (as noted above) generally will be treated either as short-term if you held your Fund shares for one year or less, or long-term if you held your Fund shares longer. If you elect |
to adopt the NAV method of accounting, rather than computing gain or loss on every taxable disposition of Fund shares as described above, you would determine your gain or loss based on the change in the aggregate value of your Fund shares during a computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss would be treated as short-term capital gain or loss. |
■ | 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. |
■ | 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. |
■ | 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. |
■ | Under the Tax Cuts and Jobs Act, “qualified REIT dividends” (i.e., ordinary REIT dividends other than capital gain dividends and portions of REIT dividends designated as qualified dividend income) are treated as eligible for a 20% deduction by noncorporate taxpayers. Proposed regulations issued by the IRS, which can be relied upon currently, enable the Fund to pass through the special character of “qualified REIT dividends” to a shareholder, provided both the Fund and a shareholder meet certain holding period requirements with respect to their shares. |
■ | The Fund’s 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. |
■ | Taxes, penalties, and interest associated with an audit of a partnership are generally required to be assessed and collected at the partnership level. Therefore, an adverse federal income tax audit of a partnership that a Fund invests in (including MLPs taxed as partnerships) could result in the Fund being required to pay federal income tax. A Fund may have little input in any audit asserted against a partnership and may be contractually or legally obligated to make payments in regard to deficiencies asserted without the ability to put forward an independent defense. Accordingly, even if a partnership in which the Fund invests were to remain classified as a partnership (instead of as a corporation), it could be required to pay additional taxes, interest and penalties as a result of an audit adjustment, and the Fund, as a direct or indirect partner of such partnership, could be required to bear the economic burden of those taxes, interest and penalties, which would reduce the value of Fund shares. |
■ | Under the Tax Cuts and Jobs Act “qualified publicly traded partnership income” is treated as eligible for a 20% deduction by noncorporate taxpayers. The legislation does not contain a provision permitting a RIC, such as a Fund, to pass the special character of this income through to its shareholders. It is uncertain whether a future technical corrections bill or regulations issued by the IRS will address this issue to enable a Fund to pass through the special character of “qualified publicly traded partnership income” to its shareholders. |
■ | Some amounts received by a Fund from the MLPs in which it invests likely will be treated as returns of capital to such Fund because of accelerated deductions available to the MLPs. The receipt of returns of capital from the MLPs in which a Fund invests could cause some or all of the Fund’s distributions to be classified as a return of capital. Return of capital distributions generally are not taxable to you. Your cost basis in your Fund |
shares will be decreased by the amount of any return of capital. Any return of capital distributions in excess of your cost basis will be treated as capital gains. |
■ | The Funds’ strategies of investing through their respective Subsidiary in derivatives and other financially linked instruments whose performance is expected to correspond to the 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 commodities. |
■ | The Funds must meet certain requirements under the Code for favorable tax treatment as a RIC, including asset diversification and income requirements. The Funds intend to treat the income each derives from commodity-linked notes as qualifying income based on an opinion from counsel confirming that income from such investments should be qualifying income because such commodity-linked notes constitute securities under section 2(a)(36) of the 1940 Act. Each Subsidiary will be classified for federal income tax purposes as a controlled foreign corporation (CFC) with respect to the Fund. As such, the Fund will be required to include in its gross income each year amounts earned by the Subsidiary during that year (“Subpart F” income), whether or not such earnings are distributed by the Subsidiary to the Fund (deemed inclusions). Recently released Treasury Regulations also permit the Fund to treat such deemed inclusions of “Subpart F” income from the Subsidiary as qualifying income to the Fund, even if the Subsidiary does not make a distribution of such income. Consequently, the Fund and the Subsidiary reserve the right to rely on deemed inclusions being treated as qualifying income to the Fund consistent with recently released Treasury Regulations. If, contrary to the opinion of counsel or other guidance issued by the IRS, the IRS were to determine that income from direct investment in commodity-linked notes 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. The Funds intend to limit their investments in their respective Subsidiary to no more than 25% of the value of each Fund’s total assets in order to satisfy the asset diversification requirement. |
■ | The Invesco Balanced-Risk Commodity Strategy Fund received a PLR from the IRS holding that income from a form of commodity-linked note is qualifying income. However, the IRS has revoked the ruling on a prospective basis, thus allowing the Fund to continue to rely on its private letter ruling to treat income from commodity-linked notes purchased on or before June 30, 2017 as qualifying income. After that time the Invesco Balanced-Risk Commodity Strategy Fund expects to rely on the opinion of counsel described above. |
■ | The Funds may realize gains from the sale or other disposition of foreign currencies (including but not limited to gains from options, futures or forward contracts) derived from investing in securities or foreign currencies. The U.S. Treasury Department is authorized to issue regulations on whether the realization of such foreign currency gains is qualified income for the Funds. If such regulations are issued, each Fund may not qualify as a RIC 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 each Fund resulting in the Fund’s failure to qualify as a RIC. In lieu of disqualification, each 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. |
■ | The Funds’ transactions in foreign currencies may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. This treatment could increase or decrease the Funds' ordinary income distributions to you, and may cause some or all of the Funds' previously distributed income to be classified as a return of capital. 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. |
■ | The Fund intends to invest a significant portion of its assets in MLPs, which are generally treated as partnerships for U.S. federal income tax purposes. To the extent that the Fund invests in equity securities of an MLP, the Fund will be a partner in such MLP. Accordingly, the Fund will be required to take into account the Fund’s allocable share of the income, gains, losses, deductions, and credits recognized by each such MLP, regardless of whether the MLP distributes cash to the Fund. MLP distributions to partners, such as the Fund, are not taxable unless the cash amount (or in certain cases, the fair market value of marketable securities) distributed exceeds the Fund’s basis in its MLP interest. The Fund expects that the cash distributions it will receive with respect to its investments in equity securities of MLPs will exceed the net taxable income allocated to the Fund from such MLPs because of tax deductions such as depreciation, amortization and depletion that will be allocated to the Fund from the MLPs. No assurance, however, can be given in this regard. If this expectation is not realized, the Fund will have a larger corporate income tax expense than expected, which will result in less cash available for distribution to shareholders. |
■ | The Fund will recognize gain or loss on the sale, exchange or other taxable disposition of its portfolio assets, including equity securities of MLPs, equal to the difference between the amount realized by the Fund on the sale, exchange or other taxable disposition and the Fund’s adjusted tax basis in such assets. Any such gain will be subject to U.S. federal income tax at the corporate income tax rate, regardless of how long the Fund has held such assets since preferential capital gain rates do not apply to regular corporations such as the Fund. The amount realized by the Fund in any case generally will be the amount paid by the purchaser of the assets plus, in the case of MLP equity securities, the Fund’s allocable share, if any, of the MLP’s debt that will be allocated to the purchaser as a result of the sale, exchange or other taxable disposition. The Fund’s tax basis in its equity securities in an MLP generally is equal |
to the amount the Fund paid for the equity securities, (i) increased by the Fund’s allocable share of the MLP’s net taxable income and certain MLP debt, if any, and (ii) decreased by the Fund’s allocable share of the MLP’s net losses and any distributions received by the Fund from the MLP. Although any distribution by an MLP to the Fund in excess of the Fund’s allocable share of such MLP’s net taxable income may create a temporary economic benefit to the Fund, net of a deferred tax liability, such distribution will decrease the Fund’s tax basis in its MLP investment and will therefore increase the amount of gain (or decrease the amount of loss) that will be recognized on the sale of an equity security in the MLP by the Fund. To the extent that the Fund has a net capital loss in any year, the net capital loss can be carried back three taxable years and forward five taxable years to reduce the Fund’s capital gains in such years. In the event a capital loss carryover cannot be utilized in the carryover periods, the Fund’s federal income tax liability may be higher than expected, which will result in less cash available to distribute to shareholders. | |
■ | Distributions by the Fund of cash or property in respect of the shares (other than certain distributions in redemption of shares) will be treated as dividends for U.S. federal income tax purposes to the extent paid from the Fund’s current or accumulated earnings and profits (as determined under U.S. federal income tax principles). Generally, the Fund’s earnings and profits are computed based upon the Fund’s taxable income (loss), with certain specified adjustments. Any such dividend likely will be eligible for the dividends-received deduction if received by an otherwise qualifying corporate U.S. shareholder that meets certain holding period and other requirements for the dividends-received deduction. Dividends paid by the Fund to certain non-corporate U.S. shareholders (including individuals), generally are eligible for U.S. federal income taxation at the rates generally applicable to long-term capital gains for individuals provided that the U.S. shareholder receiving the dividend satisfies applicable holding period and other requirements. Otherwise, dividends paid by the Fund to non-corporate U.S. Shareholders (including individuals) will be taxable at ordinary income rates. |
■ | If the amount of a Fund distribution exceeds the Fund’s current and accumulated earnings and profits, such excess will be treated first as a tax- deferred return of capital to the extent of, and in reduction of, a shareholder’s tax basis in the shares, and thereafter as capital gain to the extent the shareholder held the shares as a capital asset. Any such capital gain will be long-term capital gain if such shareholder has held the applicable shares for more than one year. The portion of the distribution received by a shareholder from the Fund that is treated as a return of capital will decrease the shareholder’s tax basis in his or her Fund shares (but not below zero), which will result in an increase in the amount of gain (or decrease in the amount of loss) that will be recognized by the shareholder for tax purposes on the later sale of such Fund shares. |
■ | The Fund anticipates that the cash distributions it will receive with respect to its investments in equity securities of MLPs and which it will distribute to its shareholders will exceed the Fund’s current and accumulated earnings and profits. Accordingly, the Fund expects that only a part of its distributions to shareholders with respect to the shares will be treated as dividends for U.S. federal income tax purposes. No assurance, however, can be given in this regard. |
■ | Special rules may apply to the calculation of the Fund’s earnings and profits. For example, the Fund’s earnings and profits will be calculated using the straight-line depreciation method rather than the accelerated depreciation method. This difference in treatment may, for example, result in the Fund’s earnings and profits being higher than the Fund’s taxable income or loss in a particular year if the MLPs in which the Fund invests calculate their income using accelerated depreciation. Because of these special earnings profits rules, the Fund may make distributions in a particular year out of earnings and profits (treated as dividends) in excess of the amount of the Fund’s taxable income or loss for such year, which means that a larger percentage of the Fund ’s distributions could be taxable to shareholders as ordinary income instead of tax-deferred return of capital or capital gain. |
■ | Shareholders that receive distributions in shares rather than in cash will be treated for U.S. federal income tax purposes as having (i) received a cash distribution equal to the fair market value of the shares received and (ii) reinvested such amount in shares. |
■ | A redemption of shares will be treated as a sale or exchange of such shares, provided the redemption is not essentially equivalent to a dividend, is a substantially disproportionate redemption, is a complete redemption of a shareholder’s entire interest in the Fund, or is in partial liquidation of such Fund. Redemptions that do not qualify for sale or exchange treatment will be treated as distributions as described above. Upon a redemption treated as a sale or exchange under these rules, a shareholder generally will recognize capital gain or loss equal to the difference between the adjusted tax basis of his or her shares and the amount received when they are sold. |
■ | If the Fund is required to sell portfolio securities to meet redemption requests, the Fund may recognize income and gains for U.S. federal, state and local income and other tax purposes, which may result in the imposition of corporate income or other taxes on the Fund and may increase the Fund’s current and accumulated earnings and profits, which will result in a greater portion of distributions to Fund shareholders being treated as dividends. 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. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 IRS. Cost basis will be calculated using the Fund’s default method of first-in, first-out (FIFO), unless you instruct the Fund to use a different calculation 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. |
■ | The conversion of shares of one class of a Fund into shares of another class of the same Fund is not taxable for federal income tax purposes and no gain or loss will be reported on the transaction. This is true whether the conversion occurs automatically pursuant to the terms of the class or is initiated by the shareholder. |
■ | At the time you purchase your Fund shares, the Fund’s net asset value may reflect undistributed income. A subsequent distribution to you of such amounts, although constituting a return of your investment, would be taxable. Buying shares in a Fund just before it declares an income dividend is sometimes known as “buying a dividend.” In addition, a Fund’s net asset value may, at any time, reflect net unrealized appreciation, which may result in future taxable distributions to you. |
■ | 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 24% of any distributions or proceeds paid. |
■ | A 3.8% Medicare tax is imposed on certain net investment income (including ordinary dividends 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on income dividends made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts. After December 31, 2018, FATCA withholding also would have applied to certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares; however, based on proposed regulations issued by the IRS, which can be relied upon currently, such withholding is no longer required unless final regulations provide otherwise (which is not expected). A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | Taxes, penalties, and interest associated with an audit of a partnership are generally required to be assessed and collected at the partnership level. Therefore, an adverse federal income tax audit of an MLP taxed as a partnership that the Fund invests in could result in the Fund being required to pay federal income tax. The Fund may have little input in any audit asserted against an MLP and may be contractually or legally obligated to make payments in regard to deficiencies asserted without the ability to put forward an independent defense. Accordingly, even if an MLP in which the Fund invests were to remain classified as a partnership, it could be required to pay additional taxes, interest and penalties as a result of an audit adjustment, and the Fund, as a direct or indirect partner of such MLP, could be required to bear the economic burden of those taxes, interest and penalties, which would reduce the value of Fund shares. |
■ | Under the Tax Cuts and Jobs Act certain “qualified publicly traded partnership income” (e.g., certain income from certain of the MLPs in which the Fund invests) is treated as eligible for a 20% deduction by noncorporate taxpayers. The Tax Cuts and Jobs Act does not contain a provision permitting an entity, such as the Fund, to benefit from this deduction (since the Fund is taxed as a “C” corporation) or pass the special character of this income through to its shareholders. Qualified publicly traded partnership income allocated to a noncorporate investor investing directly in an MLP might, however, be eligible for the deduction. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219286 Kansas City, MO 64121-9286 |
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 website: www.invesco.com/us |
Invesco Premier Portfolio | Invesco Premier U.S. Government Money Portfolio |
Invesco
Premier Tax-Exempt Portfolio and
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-1 |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Institutional |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Institutional |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.18 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Institutional Class | $18 | $73 | $134 | $311 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Institutional Class: Inception (2/25/2005) | 1.96% | 0.70% | 0.43% |
... |
Initial Investments Per Fund Account* | $ 1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Institutional |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Institutional |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Other Expenses | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.05 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.20 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.05% of the average daily net assets of Invesco Premier Tax-Exempt Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Institutional Class | $20 | $75 | $136 | $313 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Institutional Class: Inception (2/25/2005) | 1.28% | 0.45% | 0.29% |
... |
Initial Investments Per Fund Account* | $1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Institutional |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Institutional |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | None |
... | |
Other Expenses | None |
... | |
Total Annual Fund Operating Expenses | 0.25 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.18 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier U.S. Government Money Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Institutional Class | $18 | $73 | $134 | $311 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | |||
1
Year |
5
Years |
10
Years |
|
Institutional Class: Inception (6/28/2006) | 1.73% | 0.56% | 0.31% |
... |
Initial Investments Per Fund Account* | $1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Net
asset
value, beginning of period |
Net
investment income(a) |
Net
gains
(losses) on securities (both realized and unrealized) |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $ 1.00 | $ 0.02 | $ 0.00 | $ 0.02 | $ (0.02) | $ 1.00 | 2.37% | $1,667,185 | 0.18% (c) | 0.25% (c) | 2.37% (c) |
Year ended 08/31/18 | 1.00 | 0.02 | 0.00 | 0.02 | (0.02) | 1.00 | 1.60 | 957,754 | 0.18 | 0.25 | 1.63 |
Year ended 08/31/17 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 0.84 | 683,734 | 0.18 | 0.25 | 0.63 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.30 | 6,342,444 | 0.18 | 0.25 | 0.30 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.04 | 6,704,767 | 0.18 | 0.25 | 0.04 |
... | |||||||||||
Invesco Premier U.S. Government Money Portfolio | |||||||||||
Year ended 08/31/19 | 1.00 | 0.02 | 0.00 | 0.02 | (0.02) | 1.00 | 2.21 | 8,305,644 | 0.18 (c) | 0.25 (c) | 2.21 (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 1.36 | 6,919,466 | 0.18 | 0.25 | 1.36 |
Year ended 08/31/17 | 1.00 | 0.01 | (0.00) | 0.01 | (0.01) | 1.00 | 0.53 | 5,730,975 | 0.18 | 0.25 | 0.54 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.17 | 2,551,750 | 0.17 | 0.25 | 0.18 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.02 | 1,397,561 | 0.09 | 0.25 | 0.02 |
... | |||||||||||
Invesco Premier Tax-Exempt Portfolio | |||||||||||
Year ended 08/31/19 | 1.0000 | 0.0146 | 0.0000 | 0.0146 | (0.0146) | 1.0000 | 1.47 | 97,605 | 0.20 (c) | 0.25 (c) | 1.46 (c) |
Year ended 08/31/18 | 1.0000 | 0.0106 | (0.0001) | 0.0105 | (0.0105) | 1.0000 | 1.05 | 77,520 | 0.20 | 0.25 | 1.06 |
Year ended 08/31/17 | 1.00 | 0.0058 | 0.0000 | 0.0058 | (0.0058) | 1.0000 | 0.59 | 57,297 | 0.20 | 0.25 | 0.56 |
Year ended 08/31/16 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.10 | 129,818 | 0.15 | 0.25 | 0.10 |
Year ended 08/31/15 | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.01 | 115,021 | 0.06 | 0.25 | 0.03 |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $1,497,621, $7,618,250 and $120,355 for Invesco Premier Portfolio, Invesco Premier U.S. Government Money Portfolio and Invesco Premier Tax-Exempt Portfolio, respectively. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Funds’ current annual expense ratios include any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Institutional Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.18% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.82% | 9.80% | 15.01% | 20.48% | 26.20% | 32.19% | 38.47% | 45.05% | 51.94% | 59.16% |
End of Year Balance | $10,482.00 | $10,979.90 | $11,501.44 | $12,047.76 | $12,620.03 | $13,219.48 | $13,847.40 | $14,505.16 | $15,194.15 | $15,915.87 |
Estimated Annual Expenses | $ 18.43 | $ 26.83 | $ 28.10 | $ 29.44 | $ 30.83 | $ 32.30 | $ 33.83 | $ 35.44 | $ 37.12 | $ 38.89 |
... |
Invesco Premier Tax-Exempt Portfolio — Institutional Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.20% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.80% | 9.78% | 14.99% | 20.45% | 26.18% | 32.17% | 38.45% | 45.02% | 51.91% | 59.13% |
End of Year Balance | $10,480.00 | $10,977.80 | $11,499.25 | $12,045.46 | $12,617.62 | $13,216.96 | $13,844.76 | $14,502.39 | $15,191.25 | $15,912.84 |
Estimated Annual Expenses | $ 20.48 | $ 26.82 | $ 28.10 | $ 29.43 | $ 30.83 | $ 32.29 | $ 33.83 | $ 35.43 | $ 37.12 | $ 38.88 |
... |
Invesco Premier U.S. Government Money Portfolio — Institutional Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.18% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% | 0.25% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.82% | 9.80% | 15.01% | 20.48% | 26.20% | 32.19% | 38.47% | 45.05% | 51.94% | 59.16% |
End of Year Balance | $10,482.00 | $10,979.90 | $11,501.44 | $12,047.76 | $12,620.03 | $13,219.48 | $13,847.40 | $14,505.16 | $15,194.15 | $15,915.87 |
Estimated Annual Expenses | $ 18.43 | $ 26.83 | $ 28.10 | $ 29.44 | $ 30.83 | $ 32.30 | $ 33.83 | $ 35.44 | $ 37.12 | $ 38.89 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
Fund |
Initial
Investments* |
Additional
Investments |
Invesco Premier Portfolio | $1,000 | No minimum |
... | ||
Invesco Premier Tax-Exempt Portfolio | $1,000 | No minimum |
... | ||
Invesco Premier U.S. Government Money Portfolio | $1,000 | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Purchase Options | |||
Opening An Account | Adding To An Account | ||
By Liquidity Link | Open your account as described above. | Complete a Liquidity Link Agreement. Mail the application and agreement to the Funds’ transfer agent. Once your request for this option has been processed, you may place your order via Liquidity Link. | |
... |
Invesco Premier Tax-Exempt Portfolio | |
Through a Financial Intermediary | If placing a redemption request through your financial intermediary, redemption proceeds will be transmitted electronically to your pre- authorized bank account. The Funds’ transfer agent must receive your financial intermediary’s instructions before 3:00 p.m. Eastern Time on a business day in order to effect the redemption on that day. |
By Telephone | If placing a redemption request by telephone, you or any person authorized to make account transactions, must call the Funds’ transfer agent before 3:00 p.m. Eastern Time on a business day to effect the redemption transaction on that day. |
By Liquidity Link | If placing a redemption request through Liquidity Link, the Funds’ transfer agent must receive your redemption request before 3:00 p.m. Eastern Time on a business day to effect the transaction on that day. |
■ | reject or cancel all or any part of any purchase order; |
■ | modify any terms or conditions related to the purchase or redemption of shares of any Fund; or |
■ | suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | Each Fund is offered to investors as a cash management vehicle; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of a Fund will be detrimental to the continuing operations of the Fund. |
■ | With respect to Funds maintaining a constant net asset value, each Fund’s portfolio securities are valued on the basis of amortized cost, and the Funds seek to maintain a constant net asset value. As a result, the Funds are not subject to price arbitrage opportunities. |
■ | With respect to Funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are |
more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. Imposition of redemption fees would run contrary to investor expectations. |
■ | A Fund earns income generally in the form of interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s 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. |
■ | Distributions of net short-term capital gains are taxable to you as ordinary income. Because a Fund is a money market fund, it does not anticipate realizing any long-term capital gains. |
■ | None of the dividends paid by a Fund will qualify as qualified dividend income subject to reduced rates of taxation in the case of non-corporate shareholders. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. Because the Funds, other than Invesco Premier Tax-Exempt Portfolio, expect 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 (unless the investor incurs a liquidity fee on such sale or exchange). See, “Liquidity Fees and Redemption Gates.” |
■ | Invesco Premier Tax-Exempt Portfolio rounds its current net asset value per share to a minimum of the fourth decimal place, therefore, investors will have gain or loss on the sale or exchange of shares of the Fund calculated by subtracting your cost basis from the gross proceeds received from the sale or exchange. |
■ | Regarding Invesco Premier Tax-Exempt Portfolio, because the Fund is not expected to maintain a stable share price, a sale or exchange of Fund shares may result in a capital gain or loss for you. Unless you choose to adopt a simplified “NAV method” of accounting (described below), any capital gain or loss on the sale or exchange of Fund shares (as noted above) generally will be treated either as short-term if you held your Fund shares for one year or less, or long-term if you held your Fund shares longer. If you elect to adopt the NAV method of accounting, rather than computing gain or loss on every taxable disposition of Fund shares as described above, you would determine your gain or loss based on the change in the aggregate value of your Fund shares during a |
computation period (such as your taxable year), reduced by your net investment (purchases minus sales) in those shares during that period. Under the NAV method, any resulting net capital gain or loss would be treated as short-term capital gain or loss. | |
■ | 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 Internal Revenue Service (IRS) instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes, except for Invesco Premier Tax-Exempt Portfolio. Information on Invesco Tax-Exempt Portfolio is located below, under the heading “Invesco Premier Tax-Exempt Portfolio.” |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on the following payments or distributions made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts: (a) income dividends and (b) after December 31, 2018, certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares. A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
■ | You will not be required to include the “exempt-interest” portion of dividends paid by the Fund in either your gross income for federal income tax purposes or your net investment income subject to the additional 3.8% Medicare tax. 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. | |
■ | 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. (Under 2017 legislation commonly known as the Tax Cuts and Jobs Act, corporations are no longer subject to the alternative minimum tax for taxable years of the corporation beginning after December 31, 2017.) |
■ | Exempt-interest dividends from interest earned on municipal securities of a state, or its political subdivisions, generally are exempt from that state’s personal income tax. Most states, however, do not grant tax-free treatment to interest from municipal securities of other states. |
■ | 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. |
■ | 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. |
■ | 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. |
■ | 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 Fund’s shares, to decline. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219286 Kansas City, MO 64121-9286 |
By Telephone: | (800) 659-1005 |
On the Internet: |
You
can send us a request by e-mail or
download prospectuses, SAIs, annual or semi-annual reports via our website: www.invesco.com/us |
Invesco Premier Portfolio | Invesco Premier U.S. Government Money Portfolio |
Invesco
Premier Tax-Exempt Portfolio
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-2 |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Personal Investment |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Personal Investment |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | 0.55 |
... | |
Total Annual Fund Operating Expenses | 0.80 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.73 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Personal Investment Class | $75 | $248 | $437 | $983 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | ||
1
Year |
Since
Inception |
|
Personal Investment Class: Inception (9/1/2016) | 1.42% | 0.82% |
... |
Initial Investments Per Fund Account* | $ 1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Net
asset
value, beginning of period |
Net
investment income(a) |
Net
gains
on securities |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $1.00 | $0.02 | $0.00 | $0.02 | $(0.02) | $1.00 | 1.81% | $13,771 | 0.73% (c) | 0.80% (c) | 1.82% (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 1.05 | 10 | 0.73 | 0.80 | 1.08 |
Year ended 08/31/17(d) | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.35 | 10 | 0.68 | 0.80 | 0.13 |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $2,504. |
(d) | Commencement date of September 1, 2016. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Personal Investment Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.73% | 0.80% | 0.80% | 0.80% | 0.80% | 0.80% | 0.80% | 0.80% | 0.80% | 0.80% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.27% | 8.65% | 13.21% | 17.97% | 22.92% | 28.08% | 33.46% | 39.07% | 44.91% | 51.00% |
End of Year Balance | $10,427.00 | $10,864.93 | $11,321.26 | $11,796.75 | $12,292.22 | $12,808.49 | $13,346.45 | $13,907.00 | $14,491.09 | $15,099.72 |
Estimated Annual Expenses | $ 74.56 | $ 85.17 | $ 88.74 | $ 92.47 | $ 96.36 | $ 100.40 | $ 104.62 | $ 109.01 | $ 113.59 | $ 118.36 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
Class |
Initial
Investments* |
Additional
Investments |
Personal Investment | $1,000 | No minimum |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Invesco Premier Portfolio | |
Through a Financial Intermediary | If placing a redemption request through your financial intermediary, redemption proceeds will be transmitted electronically to your pre-authorized bank account. The Fund’s transfer agent must receive your financial intermediary’s instructions before 5:30 p.m. Eastern Time on a business day in order to effect the redemption on that day. If the financial intermediary wishes to place a redemption order between 5:00 p.m. Eastern Time and 5:30 p.m. Eastern Time on a business day it must do so by telephone. |
By Telephone | If placing a redemption request by telephone, you or any person authorized to make account transactions, must call the Fund’s transfer agent before 5:30 p.m. Eastern Time on a business day to effect the redemption transaction on that day. |
By Liquidity Link | If placing a redemption request through Liquidity Link, the Fund’s transfer agent must receive your redemption request before 5:00 p.m. Eastern Time on a business day to effect the transaction on that day. |
... |
■ | reject or cancel all or any part of any purchase order; |
■ | modify any terms or conditions related to the purchase or redemption of shares of any Fund; or |
■ | suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | The Fund is offered to investors as a cash management vehicle; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of a Fund will be detrimental to the continuing operations of the Fund. |
■ | With respect to Funds maintaining a constant net asset value, each Fund’s portfolio securities are valued on the basis of amortized cost, and the Funds seek to maintain a constant net asset value. As a result, the Funds are not subject to price arbitrage opportunities. |
■ | With respect to Funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. Imposition of redemption fees would run contrary to investor expectations. |
■ | A Fund earns income generally in the form of interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s 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. |
■ | Distributions of net short-term capital gains are taxable to you as ordinary income. Because a Fund is a money market fund, it does not anticipate realizing any long-term capital gains. |
■ | None of the dividends paid by a Fund will qualify as qualified dividend income subject to reduced rates of taxation in the case of non-corporate shareholders. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 (unless the investor incurs a liquidity fee on such sale or exchange). See “Liquidity Fees and Redemption Gates.” |
■ | 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 Internal Revenue Service (IRS) instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on the following payments or distributions made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts: (a) income dividends and (b) after December 31, 2018, certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares. A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219078 Kansas City, Missouri 64121-9078 |
By Telephone: | (800) 659-1005 |
On the Internet: |
You
can send us a request by e-mail or
download prospectuses, SAIs, annual or semi-annual reports via our website: www.invesco.com/us |
Invesco Premier Portfolio | |
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-6 |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Private Investment |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Private Investment |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | 0.30 |
... | |
Total Annual Fund Operating Expenses | 0.55 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.48 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Private Investment Class | $49 | $169 | $300 | $683 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | ||
1
Year |
Since
Inception |
|
Private Investment Class: Inception (9/1/2016) | 1.66% | 1.06% |
... |
Initial Investments Per Fund Account* | $ 1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Net
asset
value, beginning of period |
Net
investment income(a) |
Net
gains
on securities |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $1.00 | $0.02 | $0.00 | $0.02 | $(0.02) | $1.00 | 2.06% | $1,000 | 0.48% (c) | 0.55% (c) | 2.07% (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 1.30 | 5,699 | 0.48 | 0.55 | 1.33 |
Year ended 08/31/17(d) | 1.00 | 0.00 | 0.00 | 0.00 | (0.00) | 1.00 | 0.55 | 10 | 0.48 | 0.55 | 0.33 |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $4,045. |
(d) | Commencement date of September 1, 2016. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Private Investment Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.48% | 0.55% | 0.55% | 0.55% | 0.55% | 0.55% | 0.55% | 0.55% | 0.55% | 0.55% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.52% | 9.17% | 14.03% | 19.10% | 24.40% | 29.94% | 35.72% | 41.76% | 48.07% | 54.66% |
End of Year Balance | $10,452.00 | $10,917.11 | $11,402.93 | $11,910.36 | $12,440.37 | $12,993.96 | $13,572.19 | $14,176.16 | $14,807.00 | $15,465.91 |
Estimated Annual Expenses | $ 49.08 | $ 58.77 | $ 61.38 | $ 64.11 | $ 66.96 | $ 69.94 | $ 73.06 | $ 76.31 | $ 79.70 | $ 83.25 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
Class |
Initial
Investments* |
Additional
Investments |
Personal Investment | $1,000 | No minimum |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Invesco Premier Portfolio | |
Through a Financial Intermediary | If placing a redemption request through your financial intermediary, redemption proceeds will be transmitted electronically to your pre-authorized bank account. The Fund’s transfer agent must receive your financial intermediary’s instructions before 5:30 p.m. Eastern Time on a business day in order to effect the redemption on that day. If the financial intermediary wishes to place a redemption order between 5:00 p.m. Eastern Time and 5:30 p.m. Eastern Time on a business day it must do so by telephone. |
By Telephone | If placing a redemption request by telephone, you or any person authorized to make account transactions, must call the Fund’s transfer agent before 5:30 p.m. Eastern Time on a business day to effect the redemption transaction on that day. |
By Liquidity Link | If placing a redemption request through Liquidity Link, the Fund’s transfer agent must receive your redemption request before 5:00 p.m. Eastern Time on a business day to effect the transaction on that day. |
... |
■ | reject or cancel all or any part of any purchase order; |
■ | modify any terms or conditions related to the purchase or redemption of shares of any Fund; or |
■ | suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | The Fund is offered to investors as a cash management vehicle; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of a Fund will be detrimental to the continuing operations of the Fund. |
■ | With respect to Funds maintaining a constant net asset value, each Fund’s portfolio securities are valued on the basis of amortized cost, and the Funds seek to maintain a constant net asset value. As a result, the Funds are not subject to price arbitrage opportunities. |
■ | With respect to Funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. Imposition of redemption fees would run contrary to investor expectations. |
■ | A Fund earns income generally in the form of interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s 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. |
■ | Distributions of net short-term capital gains are taxable to you as ordinary income. Because a Fund is a money market fund, it does not anticipate realizing any long-term capital gains. |
■ | None of the dividends paid by a Fund will qualify as qualified dividend income subject to reduced rates of taxation in the case of non-corporate shareholders. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 (unless the investor incurs a liquidity fee on such sale or exchange). See “Liquidity Fees and Redemption Gates.” |
■ | 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 Internal Revenue Service (IRS) instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on the following payments or distributions made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts: (a) income dividends and (b) after December 31, 2018, certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares. A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219078 Kansas City, Missouri 64121-9078 |
By Telephone: | (800) 659-1005 |
On the Internet: |
You
can send us a request by e-mail or
download prospectuses, SAIs, annual or semi-annual reports via our website: www.invesco.com/us |
Invesco Premier Portfolio | |
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-5 |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Reserve |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Reserve |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | 0.87 |
... | |
Total Annual Fund Operating Expenses | 1.12 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 1.05 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Reserve Class | $107 | $349 | $610 | $1,357 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | ||
1
Year |
Since
Inception |
|
Reserve Class: Inception (9/1/2016) | 1.08% | 0.55% |
... |
Initial Investments Per Fund Account* | $ 1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Net
asset
value, beginning of period |
Net
investment income (loss)(a) |
Net
gains
on securities |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income (loss) to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $1.00 | $ 0.02 | $0.00 | $0.02 | $(0.02) | $1.00 | 1.56% | $10 | 1.05% (c) | 1.12% (c) | 1.50% (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 0.73 | 10 | 1.05 | 1.12 | 0.76 |
Year ended 08/31/17(d) | 1.00 | (0.00) | 0.00 | 0.00 | (0.00) | 1.00 | 0.15 | 10 | 0.88 | 1.12 | (0.07) |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $10. |
(d) | Commencement date of September 1, 2016. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Reserve Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 1.05% | 1.12% | 1.12% | 1.12% | 1.12% | 1.12% | 1.12% | 1.12% | 1.12% | 1.12% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 3.95% | 7.98% | 12.17% | 16.53% | 21.05% | 25.74% | 30.62% | 35.69% | 40.95% | 46.42% |
End of Year Balance | $10,395.00 | $10,798.33 | $11,217.30 | $11,652.53 | $12,104.65 | $12,574.31 | $13,062.19 | $13,569.01 | $14,095.48 | $14,642.39 |
Estimated Annual Expenses | $ 107.07 | $ 118.68 | $ 123.29 | $ 128.07 | $ 133.04 | $ 138.20 | $ 143.56 | $ 149.13 | $ 154.92 | $ 160.93 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
Class |
Initial
Investments* |
Additional
Investments |
Personal Investment | $1,000 | No minimum |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Invesco Premier Portfolio | |
Through a Financial Intermediary | If placing a redemption request through your financial intermediary, redemption proceeds will be transmitted electronically to your pre-authorized bank account. The Fund’s transfer agent must receive your financial intermediary’s instructions before 5:30 p.m. Eastern Time on a business day in order to effect the redemption on that day. If the financial intermediary wishes to place a redemption order between 5:00 p.m. Eastern Time and 5:30 p.m. Eastern Time on a business day it must do so by telephone. |
By Telephone | If placing a redemption request by telephone, you or any person authorized to make account transactions, must call the Fund’s transfer agent before 5:30 p.m. Eastern Time on a business day to effect the redemption transaction on that day. |
By Liquidity Link | If placing a redemption request through Liquidity Link, the Fund’s transfer agent must receive your redemption request before 5:00 p.m. Eastern Time on a business day to effect the transaction on that day. |
... |
■ | reject or cancel all or any part of any purchase order; |
■ | modify any terms or conditions related to the purchase or redemption of shares of any Fund; or |
■ | suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | The Fund is offered to investors as a cash management vehicle; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of a Fund will be detrimental to the continuing operations of the Fund. |
■ | With respect to Funds maintaining a constant net asset value, each Fund’s portfolio securities are valued on the basis of amortized cost, and the Funds seek to maintain a constant net asset value. As a result, the Funds are not subject to price arbitrage opportunities. |
■ | With respect to Funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. Imposition of redemption fees would run contrary to investor expectations. |
■ | A Fund earns income generally in the form of interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s 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. |
■ | Distributions of net short-term capital gains are taxable to you as ordinary income. Because a Fund is a money market fund, it does not anticipate realizing any long-term capital gains. |
■ | None of the dividends paid by a Fund will qualify as qualified dividend income subject to reduced rates of taxation in the case of non-corporate shareholders. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 (unless the investor incurs a liquidity fee on such sale or exchange). See “Liquidity Fees and Redemption Gates.” |
■ | 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 Internal Revenue Service (IRS) instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on the following payments or distributions made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts: (a) income dividends and (b) after December 31, 2018, certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares. A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219078 Kansas City, Missouri 64121-9078 |
By Telephone: | (800) 659-1005 |
On the Internet: |
You
can send us a request by e-mail or
download prospectuses, SAIs, annual or semi-annual reports via our website: www.invesco.com/us |
Invesco Premier Portfolio | |
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-7 |
Prospectus | December 20, 2019 |
Shareholder Fees (fees paid directly from your investment) | |
Class: | Resource |
Maximum Sales Charge (Load) Imposed on Purchases (as a percentage of offering price) | None |
... | |
Maximum Deferred Sales Charge (Load) (as a percentage of original purchase price or redemption proceeds, whichever is less) | None |
... |
Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment) | |
Class: | Resource |
Management Fees | 0.25% |
... | |
Distribution and/or Service (12b-1) Fees | 0.16 |
... | |
Total Annual Fund Operating Expenses | 0.41 |
... | |
Fee Waiver and/or Expense Reimbursement1 | 0.07 |
... | |
Total Annual Fund Operating Expenses After Fee Waiver and/or Expense Reimbursement | 0.34 |
... |
1 | Invesco Advisers, Inc. (Invesco or the Adviser) has contractually agreed to waive advisory fees equal to 0.07% of the average daily net assets of Invesco Premier Portfolio. Unless Invesco continues the fee waiver agreement, it will terminate on December 31, 2020. During its term, the fee waiver agreement cannot be terminated or amended to reduce the advisory fee waiver without approval of the Board of Trustees. |
1 Year | 3 Years | 5 Years | 10 Years | |
Resource Class | $35 | $125 | $223 | $511 |
... |
Average Annual Total Returns (for the periods ended December 31, 2018) | ||
1
Year |
Since
Inception |
|
Resource Class: Inception (9/1/2016) | 1.81% | 1.20% |
... |
Initial Investments Per Fund Account* | $ 1,000 |
... | |
Additional Investments Per Fund Account | No minimum |
... |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Net
asset
value, beginning of period |
Net
investment income(a) |
Net
gains
on securities |
Total
from
investment operations |
Dividends
from net investment income |
Net
asset
value, end of period |
Total
return(b) |
Net
assets,
end of period (000's omitted) |
Ratio
of
expenses to average net assets with fee waivers and/or expense reimbursements |
Ratio
of
expenses to average net assets without fee waivers and/or expense reimbursements |
Ratio
of net
investment income to average net assets |
|
Invesco Premier Portfolio | |||||||||||
Year ended 08/31/19 | $1.00 | $0.02 | $0.00 | $0.02 | $(0.02) | $1.00 | 2.20% | $3,297 | 0.34% (c) | 0.41% (c) | 2.21% (c) |
Year ended 08/31/18 | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 1.45 | 6,699 | 0.34 | 0.41 | 1.47 |
Year ended 08/31/17(d) | 1.00 | 0.01 | 0.00 | 0.01 | (0.01) | 1.00 | 0.70 | 10 | 0.34 | 0.41 | 0.47 |
... |
(a) | Calculated using average shares outstanding. |
(b) | Includes adjustments in accordance with accounting principles generally accepted in the United States of America. |
(c) | Ratios are based on average daily net assets (000’s omitted) of $3,930. |
(d) | Commencement date of September 1, 2016. |
■ | You invest $10,000 in the Fund and hold it for the entire 10-year period; |
■ | Your investment has a 5% return before expenses each year; and |
■ | The Fund’s current annual expense ratio includes any applicable contractual fee waiver or expense reimbursement for the period committed. |
Invesco Premier Portfolio — Resource Class | Year 1 | Year 2 | Year 3 | Year 4 | Year 5 | Year 6 | Year 7 | Year 8 | Year 9 | Year 10 |
Annual Expense Ratio1 | 0.34% | 0.41% | 0.41% | 0.41% | 0.41% | 0.41% | 0.41% | 0.41% | 0.41% | 0.41% |
Cumulative Return Before Expenses | 5.00% | 10.25% | 15.76% | 21.55% | 27.63% | 34.01% | 40.71% | 47.75% | 55.13% | 62.89% |
Cumulative Return After Expenses | 4.66% | 9.46% | 14.49% | 19.74% | 25.24% | 30.99% | 37.00% | 43.29% | 49.87% | 56.74% |
End of Year Balance | $10,466.00 | $10,946.39 | $11,448.83 | $11,974.33 | $12,523.95 | $13,098.80 | $13,700.04 | $14,328.87 | $14,986.56 | $15,674.45 |
Estimated Annual Expenses | $ 34.79 | $ 43.90 | $ 45.91 | $ 48.02 | $ 50.22 | $ 52.53 | $ 54.94 | $ 57.46 | $ 60.10 | $ 62.86 |
... |
1 | Your actual expenses may be higher or lower than those shown. |
Class |
Initial
Investments* |
Additional
Investments |
Personal Investment | $1,000 | No minimum |
* | An intermediary may aggregate its master accounts and subaccounts to satisfy the minimum investment requirement. |
Invesco Premier Portfolio | |
Through a Financial Intermediary | If placing a redemption request through your financial intermediary, redemption proceeds will be transmitted electronically to your pre-authorized bank account. The Fund’s transfer agent must receive your financial intermediary’s instructions before 5:30 p.m. Eastern Time on a business day in order to effect the redemption on that day. If the financial intermediary wishes to place a redemption order between 5:00 p.m. Eastern Time and 5:30 p.m. Eastern Time on a business day it must do so by telephone. |
By Telephone | If placing a redemption request by telephone, you or any person authorized to make account transactions, must call the Fund’s transfer agent before 5:30 p.m. Eastern Time on a business day to effect the redemption transaction on that day. |
By Liquidity Link | If placing a redemption request through Liquidity Link, the Fund’s transfer agent must receive your redemption request before 5:00 p.m. Eastern Time on a business day to effect the transaction on that day. |
... |
■ | reject or cancel all or any part of any purchase order; |
■ | modify any terms or conditions related to the purchase or redemption of shares of any Fund; or |
■ | suspend, change or withdraw all or any part of the offering made by this prospectus. |
■ | The Fund is offered to investors as a cash management vehicle; therefore, investors should be able to purchase and redeem shares regularly and frequently. |
■ | One of the advantages of a money market fund as compared to other investment options is liquidity. Any policy that diminishes the liquidity of a Fund will be detrimental to the continuing operations of the Fund. |
■ | With respect to Funds maintaining a constant net asset value, each Fund’s portfolio securities are valued on the basis of amortized cost, and the Funds seek to maintain a constant net asset value. As a result, the Funds are not subject to price arbitrage opportunities. |
■ | With respect to Funds maintaining a constant net asset value, because such Funds seek to maintain a constant net asset value, investors are more likely to expect to receive the amount they originally invested in the Funds upon redemption than other mutual funds. Imposition of redemption fees would run contrary to investor expectations. |
■ | A Fund earns income generally in the form of interest on its investments. This income, less expenses incurred in the operation of a Fund, constitutes the Fund’s 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. |
■ | Distributions of net short-term capital gains are taxable to you as ordinary income. Because a Fund is a money market fund, it does not anticipate realizing any long-term capital gains. |
■ | None of the dividends paid by a Fund will qualify as qualified dividend income subject to reduced rates of taxation in the case of non-corporate shareholders. |
■ | Distributions declared to shareholders with a record date in December—if paid to you by the end of January—are taxable for federal income tax purposes as if received in December. |
■ | Any capital gains realized from redemptions of Fund shares will be subject to federal income tax. For tax purposes, an exchange of your shares for shares of another Fund is the same as a sale. An exchange occurs when the purchase of shares of a Fund is made using the proceeds from a redemption of shares of another Fund and is effectuated on the same day as the redemption. 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 (unless the investor incurs a liquidity fee on such sale or exchange). See “Liquidity Fees and Redemption Gates.” |
■ | 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 Internal Revenue Service (IRS) instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. |
■ | You will not be required to include the portion of dividends paid by a 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. |
■ | An additional 3.8% Medicare tax is 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 person’s “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. This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. |
■ | Fund distributions and gains from sale or exchange of your Fund shares generally are subject to state and local income taxes. |
■ | 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. |
■ | Under the Foreign Account Tax Compliance Act (FATCA), a Fund will be required to withhold a 30% tax on the following payments or distributions made by the Fund to certain foreign entities, referred to as foreign financial institutions or non-financial foreign entities, that fail to comply (or be deemed compliant) with extensive reporting and withholding requirements designed to inform the U.S. Department of the Treasury of U.S.-owned foreign investment accounts: (a) income dividends and (b) after December 31, 2018, certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares. A Fund may disclose the information that it receives from its shareholders to the IRS, non-U.S. taxing authorities or other parties as necessary to comply with FATCA or similar laws. Withholding also may be required if a foreign entity that is a shareholder of a Fund fails to provide the Fund with appropriate certifications or other documentation concerning its status under FATCA. |
■ | There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time. |
By Mail: |
Invesco Investment Services,
Inc.
P.O. Box 219078 Kansas City, Missouri 64121-9078 |
By Telephone: | (800) 659-1005 |
On the Internet: |
You
can send us a request by e-mail or
download prospectuses, SAIs, annual or semi-annual reports via our website: www.invesco.com/us |
Invesco Premier Portfolio | |
SEC 1940 Act file number: 811-05460 |
invesco.com/us | CM-I-TST-PRO-4 |
|
Statement of Additional Information | December 20, 2019 | ||
AIM Treasurers Series Trust (Invesco Treasurers Series Trust) | ||||
This Statement of Additional Information (the SAI) relates to each portfolio (each a Fund, collectively the Funds) of AIM Treasurers Series Trust (Invesco Treasurers Series Trust) (the Trust). Each Fund offers separate classes of shares as follows:
Fund |
Investor Class |
Institutional
|
Personal
|
Private
|
Reserve
|
Resource
|
||||||
Invesco Premier Portfolio | IMRXX | IPPXX | IPVXX | IPTXX | IRVXX | IRCXX | ||||||
Invesco Premier Tax-Exempt Portfolio | ITTXX | PEIXX | N/A | N/A | N/A | N/A | ||||||
Invesco Premier U.S. Government Money Portfolio | FUGXX | IUGXX | N/A | N/A | N/A | N/A |
|
Statement of Additional Information | December 20, 2019 | ||
AIM Treasurers Series Trust (Invesco Treasurers Series Trust) | ||||
The SAI is not a Prospectus, and it should be read in conjunction with the Prospectuses for the Funds listed below. Portions of each Funds financial statements are incorporated into this SAI by reference to such Funds most recent Annual Report to shareholders. You may obtain, without charge, a copy of any Prospectus and/or Annual Report for any Fund listed below from an authorized dealer or by writing to:
Invesco Investment Services, Inc.
P.O. Box 219078
Kansas City, MO 64121-9078
or by calling (800) 959-4246 (Investor Class) or (800) 659-1005 (all other classes)
or on the internet: http://www.invesco.com/us
This SAI, dated December 20, 2019, relates to the Investor Class, Institutional Class, Personal Investment Class, Private Investment Class, Reserve Class and Resource Class of the following Prospectuses:
Fund |
Prospectuses | |
Invesco Premier Portfolio | December 20, 2019 | |
Invesco Premier Tax-Exempt Portfolio | December 20, 2019 | |
Invesco Premier U.S. Government Money Portfolio | December 20, 2019 |
STATEMENT OF ADDITIONAL INFORMATION
1 | ||||
1 | ||||
1 | ||||
3 | ||||
3 | ||||
3 | ||||
3 | ||||
4 | ||||
5 | ||||
6 | ||||
10 | ||||
11 | ||||
14 | ||||
14 | ||||
Fund Policies for Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio |
15 | |||
Fund Policies for Invesco Premier U.S. Government Money Portfolio |
17 | |||
19 | ||||
22 | ||||
22 | ||||
30 | ||||
31 | ||||
33 | ||||
33 | ||||
33 | ||||
33 | ||||
Amendment of Retirement Plan and Conversion to Defined Contribution Plan |
34 | |||
35 | ||||
35 | ||||
35 | ||||
36 | ||||
36 | ||||
36 | ||||
37 | ||||
38 | ||||
38 | ||||
38 | ||||
39 | ||||
39 | ||||
41 | ||||
41 | ||||
44 | ||||
44 | ||||
44 | ||||
44 | ||||
44 | ||||
46 | ||||
46 |
i
ii
GENERAL INFORMATION ABOUT THE TRUST
AIM Treasurers Series Trust (Invesco Treasurers Series Trust) (the Trust) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end series management investment company. The Trust was originally organized as a Massachusetts business trust on January 27, 1988. Under the Trusts Agreement and Declaration of Trust, as amended, (the Trust Agreement), the Board of Trustees of the Trust (the Board) is authorized to create new series of shares without the necessity of a vote of shareholders of the Trust. Prior to December 15, 2017, Invesco Premier Portfolio was known as Premier Portfolio, Invesco Premier Tax-Exempt Portfolio was known as Premier Tax-Exempt Portfolio and Invesco Premier U.S. Government Money Portfolio was known as Premier U.S. Government Money Portfolio.
Shares of beneficial interest of the Trust are redeemable at their net asset value at the option of the shareholder or at the option of the Trust, in accordance with any applicable provisions of the Trust Agreement and applicable law, subject in certain circumstances to a contingent deferred sales charge.
The Trust allocates cash and property it receives from the issue or sale of shares of each of its series of shares, together with all assets in which such consideration is invested or reinvested, all income, earnings, profits and proceeds thereof, to the appropriate Fund, subject only to the rights of creditors of that Fund. These assets constitute the assets belonging to each Fund, are segregated on the Trusts books, and are charged with the liabilities and expenses of such Fund and its respective classes. The Trust allocates any general liabilities and expenses of the Trust not readily identifiable as belonging to a particular Fund primarily on the basis of relative net assets or other relevant factors, subject to oversight by the Board.
Each share of each Fund represents an equal pro rata interest in that Fund with each other share and is entitled to dividends and other distributions with respect to the Fund, which may be from income, capital gains or capital, as declared by the Board.
Each class of shares of a Fund represents a proportionate undivided interest in the net assets belonging to that Fund. Differing sales charges and expenses will result in differing net asset values and dividends and distributions. Upon any liquidation of the Trust, shareholders of each class are entitled to share pro rata in the net assets belonging to the applicable Fund allocable to such class available for distribution after satisfaction of, or reasonable provision for, the outstanding liabilities of the Fund allocable to such class.
The Trust Agreement provides that each shareholder, by virtue of having become a shareholder of the Trust, is bound by terms of the Trust Agreement and the Trusts Bylaws. Ownership of shares does not make shareholders third party beneficiaries of any contract entered into by the Trust.
The Trust is not required to hold annual or regular meetings of shareholders. Meetings of shareholders of a Fund or class will be held for any purpose determined by the Board, including from time to time to consider matters requiring a vote of such shareholders in accordance with the requirements of the 1940 Act, state law or the provisions of the Trust Agreement. It is not expected that shareholder meetings will be held annually.
The Trust Agreement provides that the Board may authorize (i) a merger, consolidation or sale of assets (including, but not limited to, mergers, consolidations or sales of assets between two Funds, or between a Fund and a series of any other registered investment company), and (ii) the combination of two or more classes of shares of a Fund into a single class, each without shareholder approval but subject to applicable requirements under the 1940 Act and state law.
1
Each share of a Fund generally has the same voting, dividend, liquidation and other rights; however, each class of shares of a Fund is subject to different sales loads, conversion features, exchange privileges and class-specific expenses. Only shareholders of a specific class may vote on matters relating to that classs distribution plan.
Except as specifically noted above, shareholders of each Fund are entitled to one vote per share (with proportionate voting for fractional shares), irrespective of the relative net asset value of the shares of a Fund. However, on matters affecting an individual Fund or class of shares, a separate vote of shareholders of that Fund or class is required. Shareholders of a Fund or class are not entitled to vote on any matter which does not affect that Fund or class but that requires a separate vote of another Fund or class. An example of a matter that would be voted on separately by shareholders of each Fund is the approval of the advisory agreement with Invesco Advisers, Inc. (the Adviser or Invesco).
When issued, shares of each Fund are fully paid and non-assessable, have no preemptive or subscription rights, and are freely transferable. Shares do not have cumulative voting rights in connection with the election of Trustees or on any other matter.
Under Delaware law, shareholders of a Delaware statutory trust shall be entitled to the same limitation of personal liability extended to shareholders of private for-profit corporations organized under Delaware law. There is a remote possibility, however, that shareholders could, under certain circumstances, be held liable for the obligations of the Trust to the extent the courts of another state, which does not recognize such limited liability, were to apply the laws of such state to a controversy involving such obligations. The Trust Agreement disclaims shareholder personal liability for the debts, liabilities, obligations and expenses of the Trust and requires that every undertaking of the Trust or the Board relating to the Trust or any Fund include a recitation limiting such obligation to the Trust and its assets or to one or more Funds and the assets belonging thereto. The Trust Agreement provides for indemnification out of the property of a Fund (or Class, as applicable) for all losses and expenses of any shareholder of such Fund held personally liable solely on account of being or having been a shareholder.
The trustees and officers of the Trust will not be liable for any act, omission or obligation of the Trust or any trustee or officer; however, a trustee or officer is not protected against any liability to the Trust or to the shareholders to which a trustee or officer would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his or her office with the Trust or applicable Fund (Disabling Conduct). The Trusts Bylaws generally provide for indemnification by the Trust of the trustees, officers and employees or agents of the Trust, provided that such persons have not engaged in Disabling Conduct. Indemnification does not extend to judgments or amounts paid in settlement in any actions by or in the right of the Trust. The Trust Agreement also authorizes the purchase of liability insurance on behalf of trustees and officers with Fund assets. The Trusts Bylaws provide for the advancement of payments of expenses to current and former trustees, officers and employees or agents of the Trust, or anyone serving at their request, in connection with the preparation and presentation of a defense to any claim, action, suit or proceeding, for which such person would be entitled to indemnification; provided that any advancement of expenses would be reimbursed unless it is ultimately determined that such person is entitled to indemnification for such expenses.
The Trust Agreement provides that any Trustee who serves as chair of the Board or of a committee of the Board, lead independent Trustee, or an expert on any topic or in any area (including an audit committee financial expert), or in any other special appointment will not be subject to any greater standard of care or liability because of such position.
The Trust Agreement provides a detailed process for the bringing of derivative actions by shareholders. A shareholder may only bring a derivative action on behalf of the Trust if certain conditions are met. Among other things, such conditions: (i) require shareholder(s) to make a pre-suit demand on the Trustees (unless such effort is not likely to succeed because a majority of the Board or the committee established to consider the merits of such action are not independent Trustees under Delaware law); (ii) require 10% of the beneficial owners to join in the pre-suit demand; and (iii) afford the Trustees a
2
reasonable amount of time to consider the request and investigate the basis of the claims (including designating a committee to consider the demand and hiring counsel or other advisers). These conditions generally are intended to provide the Trustees with the ability to pursue a claim if they believe doing so would be in the best interests of the Trust and its shareholders and to preclude the pursuit of claims that the Trustees determine to be without merit or otherwise not in the Trusts best interest to pursue.
The Trust Agreement also generally requires that actions by shareholders in connection with or against the Trust or a Fund be brought only in certain Delaware courts and that the right to jury trial be waived to the fullest extent permitted by law.
Shareholders of the Funds do not have the right to demand or require the Trust to issue share certificates and share certificates are not issued. Any certificates previously issued with respect to any shares are deemed to be cancelled without any requirement for surrender to the Trust.
DESCRIPTION OF THE FUNDS AND THEIR INVESTMENTS AND RISKS
The Trust is an open-end management investment company. Each of the Funds is diversified for purposes of the 1940 Act and managed in accordance with Rule 2a-7 under the 1940 Act.
Investment Strategies and Risks
Set forth below are detailed descriptions of the various types of securities and investment techniques that Invesco and/or the Sub-Advisers (as defined herein) may use in managing the Funds as well as the risks associated with those types of securities and investment techniques. The descriptions of the types of securities and investment techniques below supplement the discussion of principal investment strategies and risks contained in the Funds Prospectuses. If a particular type of security or investment technique is not discussed in the Funds Prospectuses it is not a principal investment strategy of that Fund.
Unless otherwise indicated, a Fund may invest in all of the following types of investments. The Funds may not invest in all of the security-types or use all of the techniques described below at any one time. Moreover, Invesco and/or the Sub-Advisers may invest in types of securities and may use investment techniques in managing the Funds, not specifically mentioned below. Any investment shall be subject to limitations imposed by a Funds investment objective, policies and restrictions described in the Funds Prospectuses and/or this SAI, as well as the federal securities laws.
Any percentage limitations relating to the composition of a Funds portfolio identified in the Funds Prospectus or this SAI apply at the time the Fund acquires an investment. Subsequent changes that result from market fluctuations generally will not require a Fund to sell any portfolio security. However, a Fund may sell its illiquid securities holdings, or reduce its borrowings, if any, in response to fluctuations in the value of such holdings.
Generally, Invesco Premier Tax-Exempt Portfolio will invest only in tax-free securities. Invesco Premier Tax-Exempt Portfolio may, however, invest in taxable short-term investments (Taxable Investments) consisting of obligations of the U.S. Government, its agencies or instrumentalities, banks and corporations, short-term fixed income securities; high-quality commercial paper; certificates of deposit of domestic banks and U.S. dollar-denominated foreign securities. The Fund may invest in Taxable Investments, for example, due to market conditions or pending the investment of proceeds from the sale of its shares or proceeds from the sale of portfolio securities or in anticipation of redemptions. Although interest earned from Taxable Investments will be taxable to shareholders as ordinary income, the Fund generally intends to minimize taxable income through investments, when possible, in short-term tax-
3
exempt securities, which may include shares of other investment companies whose dividends are tax-exempt. See also Dividends, Distributions and Tax Matters.
The Funds investment objectives, policies, strategies and practices described below are non-fundamental unless otherwise indicated.
As permitted by Rule 2a-7 under the 1940 Act, Invesco Premier Portfolio and Invesco Premier U.S. Government Money Portfolio seek to maintain a stable price of $1.00 per share by using the amortized cost method to value portfolio securities and rounding the share value to the nearest cent. Invesco Premier Tax-Exempt Portfolio floats the net asset value of the Funds shares by valuing assets at market value and rounding the Funds current net asset value per share to a minimum of the fourth decimal place. Rule 2a-7 imposes requirements as to the diversification and liquidity of each Fund, quality of portfolio securities, maturity of the Fund and of individual securities. The discussion of investments in this SAI is qualified by Rule 2a-7 limitations.
As a Government Money Market Fund under Rule 2a-7, Invesco Premier U.S. Government Money Portfolio (1) is permitted to use the amortized cost method of valuation to seek to maintain a $1.00 share price, (2) must invest at least 99.5% of its total assets in cash, government securities and/or repurchase agreements that are collateralized fully (i.e., backed by cash or government securities) and (3) is not subject to a liquidity fee and/or a redemption gate on fund redemptions which might apply to other types of funds in the future should certain triggering events specified in Rule 2a-7 occur. In conformance with Rule 2a-7, the Board has reserved its ability to change this policy with respect to liquidity fees and/or redemption gates, but such change would only become effective after shareholders were provided with specific advance notice of a change in the Funds policy and have the opportunity to redeem their shares in accordance with Rule 2a-7 before the policy change became effective. Invesco Premier Portfolio intends to qualify as a Retail Money Market Fund, as defined by Rule 2a-7. As a Retail Money Market Fund, Invesco Premier Portfolio (1) is permitted to use the amortized cost method of valuation to seek to maintain a $1.00 share price, (2) may be subject to a liquidity fee and/or a redemption gate on fund redemptions should certain triggering events specified in Rule 2a-7 occur; and (3) is limited to investments by natural persons. For more information on shareholder eligibility, please see the Funds prospectus. Institutional money market funds (that are not Government Money Market Funds) may also be subject to a liquidity fee and/or a redemption gate on fund redemptions should certain triggering events specified in Rule 2a-7 occur. For more information on liquidity fees and redemptions, see Purchase, Redemption, and Exchange of Shares below.
Diversification. In summary, Rule 2a-7 requires that a Fund may not invest in the securities of any issuer if, as a result, more than 5% of the Funds total assets would be invested in that issuer; provided that, each Fund may invest up to 25% of its total assets in the securities of a single issuer for up to three business days after acquisition. Certain securities are not subject to this diversification requirement: (a) Government Securities; (b) certain repurchase agreements; and (c) shares of certain money market funds. Rule 2a-7 imposes a separate diversification test upon the acquisition of a guarantee or demand feature. (A demand feature is, in summary, a right to sell a security at a price equal to its approximate amortized cost plus accrued interest). Government Security generally means any security issued or guaranteed as to principal or interest by the U.S. Government or certain of its agencies or instrumentalities; or any certificate of deposit for any of the foregoing.
For purposes of these diversification requirements with respect to issuers of Municipal Securities (defined under the caption Municipal Securities), each state (including the District of Columbia and Puerto Rico), territory and possession of the United States, each political subdivision, agency, instrumentality, and authority thereof, and each multi-state agency of which a state is a member is a separate issuer. When the assets and revenues of an agency, authority, instrumentality, or other political subdivision are separate from the government creating the subdivision and the security is backed only by assets and revenues of the subdivision, such subdivision would be deemed to be the sole issuer. Similarly, in the case of an industrial development bond or private activity bond, if such bond is backed only by the assets
4
and revenues of the non-governmental user, then such non-governmental user would be deemed to be the sole issuer.
Quality. The Funds may invest only in U.S. dollar denominated securities that are Eligible Securities as defined in Rule 2a-7. Rule 2a-7 defines an Eligible Security, in summary, as a security with a remaining maturity of 397 calendar days or less that the Funds investment adviser (subject to oversight and pursuant to guidelines established by the Board) determines present minimal credit risks to the Fund. The eligibility of a security with a guarantee may be determined based on whether the guarantee is an Eligible Security.
The Funds will limit investments to those which are Eligible Securities at the time of acquisition.
Liquidity. Under Rule 2a-7, a Fund must hold securities that are sufficiently liquid to meet reasonably foreseeable shareholder redemptions in light of the Funds obligations under section 22(e) of the 1940 Act (which forbids the suspension of the right of redemption, or postponement of the date of payment or satisfaction upon redemption for more than seven days after the tender of such security for redemption, subject to specified exemptions) and any commitments the Fund has made to shareholders. In addition, a Fund may not acquire an illiquid security if, immediately after the acquisition, the Fund would have invested more than 5% of its total assets in illiquid securities. A Fund, other than the Invesco Premier Tax-Exempt Portfolio, may not acquire any security other than a Daily Liquid Asset (cash, Government Securities, other securities that will mature or are subject to a demand feature that is exercisable and payable within one business day and amounts receivable and unconditionally due within one business day on pending sales of portfolio securities) if, immediately after the acquisition the Fund would have invested less than 10% of its total assets in Daily Liquid Assets. A Fund may not acquire any security other than a Weekly Liquid Asset (cash, direct obligations of the U.S. Government, Government Securities issued by a person controlled or supervised by and acting as an instrumentality of the U.S. Government pursuant to authority granted by the Congress, that are issued at a discount to the principal amount to be repaid at maturity and have a remaining maturity of 60 calendar days or less, securities that will mature or are subject to a demand feature that is exercisable and payable within 5 business days and amounts receivable and unconditionally due within 5 business days on pending sales of portfolio securities) if, immediately after the acquisition, the Fund would have invested less than 30% of its total assets in Weekly Liquid Assets.
Maturity. Under Rule 2a-7, each Fund invests only in U.S. dollar-denominated securities maturing within 397 calendar days of the date of purchase, with certain exceptions permitted by applicable regulations. Each Fund maintains a dollar-weighted average portfolio maturity of no more than 60 calendar days and a dollar-weighted average portfolio maturity as determined without exceptions regarding certain interest rate adjustments under Rule 2a-7 of no more than 120 calendar days. The maturity of a security is determined in compliance with Rule 2a-7, which for purposes of the dollar-weighted average portfolio maturity permits, among other things, certain securities bearing adjustable interest rates to be deemed to have a maturity shorter than their stated maturity.
Foreign Government Obligations. Generally only Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in debt securities of foreign governments. Debt securities issued by foreign governments are often, but not always, supported by the full faith and credit of the foreign governments, or their subdivisions, agencies or instrumentalities, that issue them. These securities involve the risks discussed below under Foreign Debt Securities. Additionally, the issuer of the debt or the governmental authorities that control repayment of the debt may be unwilling or unable to pay interest or repay principal when due. Political or economic changes or the balance of trade may affect a countrys willingness or ability to service its debt obligations. Periods of economic uncertainty may result in the volatility of market prices of sovereign debt obligations, especially debt obligations issued by the governments of developing countries. Foreign government obligations of developing countries and some structures of emerging market debt securities, both of which are generally below investment grade, are sometimes referred to as Brady Bonds. The failure of a sovereign debtor to
5
implement economic reforms, achieve specified levels of economic performance, or repay principal or interest when due may result in the cancellation of third party commitments to lend funds to the sovereign debtor, which may impair the debtors ability or willingness to service its debts.
Foreign Debt Securities. Generally only Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in foreign debt securities. Foreign debt securities are debt securities that are issued and/or settled outside the United States and may be backed by foreign guarantees. A Fund will limit its investments in foreign debt securities to debt obligations denominated in U.S. dollars. Debt securities issued by a corporation or other issuer domiciled outside the United States that are dollar denominated and traded in the United States are not considered foreign securities. Although denominated in U.S. dollars, Foreign Debt Securities may entail some or all of the risks set forth below.
Political and Economic Risk. The economies of many of the countries in which the Funds may invest may not be as developed as the United States economy and may be subject to significantly different forces. Political or social instability and development, expropriation or confiscatory taxation, and limitations on the removal of funds or other assets could also adversely affect the value of the Funds investments.
Regulatory Risk. Foreign companies may not be registered with the U.S. Securities and Exchange Commission (SEC) and are generally not subject to the regulatory controls and disclosure requirements imposed on United States issuers. Foreign companies may not be subject to uniform accounting, auditing and financial reporting standards, corporate governance practices and requirements comparable to those applicable to domestic companies. As a result, there is generally less publicly available information about foreign securities than is available about domestic securities. Income from foreign securities owned by the Funds may be reduced by a withholding tax at the source, which tax would reduce dividend income payable to the Funds shareholders.
There is generally less government supervision and regulation of securities exchanges, brokers, dealers, and listed companies in foreign countries than in the United States, thus increasing the risk of delayed settlements of portfolio transactions or loss of certificates for portfolio securities. Foreign markets may also have different clearance and settlement procedures. If a Fund experiences settlement problems it may result in temporary periods when a portion of the Funds assets are uninvested and could cause the Fund to miss attractive investment opportunities or a potential liability to the Fund arising out of the Funds inability to fulfill a contract to sell such securities.
Market Risk. The securities markets in many of the countries in which the Funds invest will have substantially lower trading volume than the United States markets. As a result, the securities of some foreign companies may be less liquid and experience more price volatility than comparable domestic securities. Obtaining and/or enforcing judgments in foreign countries may be more difficult, and there is generally less government regulation and supervision of foreign stock exchanges, brokers and issuers, each of which may make it more difficult to enforce contractual obligations. Increased custodian costs as well as administrative costs (such as the need to use foreign custodians) may be associated with the maintenance of assets in foreign jurisdictions. In addition, transaction costs in foreign securities markets are likely to be higher, since brokerage commission rates in foreign countries are likely to be higher than in the United States.
U.S. Government Obligations. Each Fund may invest in U.S. Government obligations, which include obligations issued or guaranteed by the U.S. Government, its agencies and instrumentalities, including bills, notes and bonds issued by the U.S. Treasury, as well as stripped or zero coupon U.S. Treasury obligations.
U.S. Government Obligations may be, (i) supported by the full faith and credit of the U.S. Treasury, (ii) supported by the right of the issuer to borrow from the U.S. Treasury, (iii) supported by the discretionary authority of the U.S. Government to purchase the agencys obligations, or (iv) supported
6
only by the credit of the instrumentality. There is a risk that the U.S. Government may choose not to provide financial support to U.S. Government-sponsored agencies or instrumentalities if it is not legally obligated to do so. In that case, if the issuer were to default, a Fund holding securities of such issuer might not be able to recover its investment from the U.S. Government. For example, while the U.S. Government has provided financial support to Federal National Mortgage Association (FNMA) and Federal Home Loan Mortgage Corporation (FHLMC), no assurance can be given that the U.S. Government will always do so, since the U.S. Government is not so obligated by law. There also is no guarantee that the government would support Federal Home Loan Banks. Accordingly, securities of FNMA, FHLMC and Federal Home Loan Banks, and other agencies, may involve a risk of non-payment of principal and interest. Any downgrade of the credit rating of the securities issued by the U.S. Government may result in a downgrade of securities issued by its agencies or instrumentalities, including government-sponsored entities.
Temporary Investments. Each Fund may experience situations where it is unable to invest money that it has received overnight such as when it receives cash inflows after the overnight repurchase markets have closed. The Funds are permitted to leave balances in their accounts with the Bank of New York Mellon (BNY Mellon), the custodian bank. To compensate the Funds for such activity, the Funds may receive compensation from BNY Mellon at an agreed upon rate.
Asset-Backed Securities. Generally only Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in asset-backed securities. Asset-backed securities are interests in pooled mortgages, loans, receivables, or other assets. Payments of interest and repayment of principal may be largely dependent upon the cash flows generated by the assets backing the securities and, in certain cases, supported by letters of credit, surety bonds, or other credit enhancements. Asset-backed security values may also be affected by other factors including changes in interest rates, the availability of information concerning the pool and its structure, the creditworthiness of the servicing agent for the pool, the originator of the loans or receivables, or the entities providing the credit enhancement.
Bank Instruments. Generally only Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in bank instruments and invest in certificates of deposit (Eurodollar CDs) and time deposits (Eurodollar time deposits) of foreign branches of domestic banks. Bank instruments are unsecured interest bearing bank deposits. Bank instruments include, but are not limited to, certificates of deposit, time deposits, and bankers acceptances from U.S. or foreign banks as well as Eurodollar CDs and Eurodollar time deposits of foreign branches of domestic banks. Some certificates of deposit are negotiable interest-bearing instruments with a specific maturity issued by banks and savings and loan institutions in exchange for the deposit of funds, and can typically be traded in the secondary market prior to maturity. Other certificates of deposit, like time deposits, are non-negotiable receipts issued by a bank in exchange for the deposit of funds which earn a specified rate of interest over a definite period of time; however, it cannot be traded in the secondary market. A bankers acceptance is a bill of exchange or time draft drawn on and accepted by a commercial bank.
An investment in Eurodollar CDs or Eurodollar time deposits may involve some of the same risks that are described for Foreign Debt Securities.
Synthetic Municipal Instruments. Generally, only Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in synthetic municipal instruments, the value of and return on which are derived from underlying securities. The types of synthetic municipal instruments in which the Fund may invest include tender option bonds, trust certificates, and variable rate trust certificates. These types of instruments involve the deposit into a trust or custodial account of one or more long-term tax-exempt bonds or notes (Underlying Bonds), and the sale of certificates evidencing interests in the trust or custodial account to investors such as the Fund. The trustee or custodian receives the long-term fixed rate interest payments on the Underlying Bonds, and pays certificate holders fixed rates or short-term floating or variable interest rates which are reset periodically. A tender option bond provides a certificate holder with the conditional right to sell its certificate to the sponsor or some designated third party at specified intervals and receive the par value of the certificate plus accrued interest (a demand feature). A trust certificate evidences an interest in a trust entitling a certificate holder to future interest
7
and/or principal payments on Underlying Bonds. A variable rate trust certificate evidences an interest in a trust entitling the certificate holder to receive variable rate interest based on prevailing short-term interest rates and also typically provides the certificate holder with the conditional demand feature (the right to tender its certificate at par value plus accrued interest under certain conditions).
Typically, a certificate holder cannot exercise the demand feature until the occurrence of certain conditions, such as where the issuer of the Underlying Bond defaults on interest payments. Moreover, because synthetic municipal instruments involve a trust or custodial account and a third party conditional demand feature, they involve complexities and potential risks that may not be present where a municipal security is owned directly.
All synthetic municipal instruments must meet the minimum quality standards for the Funds investments and must present minimal credit risks. In selecting synthetic municipal instruments for the Fund, Invesco considers the creditworthiness of the issuer of the Underlying Bond, the sponsor and the party providing certificate holders with a conditional right to sell their certificates at stated times and prices (a demand feature).
The tax-exempt character of the interest paid to certificate holders is based on the assumption that the holders have an ownership interest in the Underlying Bonds; however, the Internal Revenue Service (IRS) has not issued a ruling addressing this issue. In the event the IRS issues an adverse ruling or successfully litigates this issue, it is possible that the interest paid to the Fund on certain synthetic municipal instruments would be deemed to be taxable. The Fund relies on opinions of special tax counsel on this ownership question and opinions of bond counsel regarding the tax-exempt character of interest paid on the Underlying Bonds.
Municipal Securities. Generally, Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest in Municipal Securities. Municipal Securities include debt obligations of states, territories or possessions of the United States and the District of Columbia and their political subdivisions, agencies and instrumentalities, issued to obtain funds for various public purposes, including the construction of a wide range of public facilities such as airports, bridges, highways, housing, hospitals, mass transportation, schools, streets and water and sewer works. Other public purposes for which Municipal Securities may be issued include the refunding of outstanding obligations, obtaining funds for general operating expenses and lending such funds to other public institutions and facilities.
The principal and interest payments for industrial development bonds or pollution control bonds are often the sole responsibility of the industrial user and therefore may not be backed by the taxing power of the issuing municipality. The interest paid on such bonds may be exempt from federal income tax, although current federal tax laws place substantial limitations on the purposes and size of such issues. Such obligations are considered to be Municipal Securities provided that the interest paid thereon, in the opinion of bond counsel, qualifies as exempt from federal income tax. However, interest on Municipal Securities may give rise to a federal alternative minimum tax (AMT) liability and may have other collateral federal income tax consequences. There is a risk that some or all of the interest received by the Fund from tax-exempt Municipal Securities might become taxable as a result of tax law changes or determinations of the IRS.
The two major classifications of Municipal Securities are bonds and notes. Bonds may be further classified as general obligation or revenue issues. General obligation bonds are secured by the issuers pledge of its full faith, credit and taxing power for the payment of principal and interest. Revenue bonds are payable from the revenues derived from a particular facility or class of facilities, and in some cases, from the proceeds of a special excise or other specific revenue source, but not from the general taxing power. Tax-exempt industrial development bonds are in most cases revenue bonds and do not generally carry the pledge of the credit of the issuing municipality. Notes are short-term instruments which usually mature in less than two years. Most notes are general obligations of the issuing municipalities or agencies and are sold in anticipation of a bond sale, collection of taxes or receipt of other revenues.
8
Some bonds may be callable, allowing the issuer to redeem them before their maturity date. To protect bondholders, callable bonds may be issued with provisions that prevent them from being called for a period of time. Typically, that is 5 to 10 years from the issuance date. When interest rates decline, if the call protection on a bond has expired, it is more likely that the issuer may call the bond. If that occurs, the Fund might have to reinvest the proceeds of the called bond in investments that pay a lower rate of return, which could reduce the Funds yield.
Municipal Securities also include the following securities:
|
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. |
The Funds also may purchase participation interests or custodial receipts from financial institutions. These participation interests give the purchaser an undivided interest in one or more underlying Municipal Securities.
After purchase by a Fund, an issue of Municipal Securities may cease to be rated by Moodys Investors Service, Inc. (Moodys) or S&P Global Ratings (S&P), or another nationally recognized statistical rating organization (NRSRO), or the rating of such a security may be reduced below the minimum credit quality rating required for purchase by the Fund. Neither event would require the Fund to dispose of the security. If the security ceases to be an Eligible Security, however, the Fund will dispose of such security as soon as practicable consistent with achieving an orderly disposition of the security, absent a finding by the Board of Trustees that disposal of the security would not be in the best interests of the Fund.
The ratings of S&P and Moodys represent their opinions of the quality of the municipal securities they undertake to rate. It should be emphasized, however, that ratings are general and are not absolute standards of quality. Consequently, municipal securities with the same maturity, coupon and rating may have different yields while municipal securities of the same maturity and coupon with different ratings may have the same yield.
The Funds may invest in Municipal Securities that are insured by financial insurance companies. Since a limited number of entities provide such insurance, the Fund may invest up to 25% of its assets in securities insured by the same insurance company. Since the Funds invest in Municipal Securities backed by insurance companies and other financial institutions, changes in the financial condition of these institutions could cause losses to a Fund and affect its share price.
The Funds may also invest in taxable municipal securities. Taxable municipal securities are debt securities issued by or on behalf of states and their political subdivisions, the District of Columbia, and possessions of the United States, the interest on which is not exempt from federal income tax.
The yields on Municipal Securities are dependent on a variety of factors, including general economic and monetary conditions, money market factors, conditions of the Municipal Securities market, size of a particular offering, and maturity and rating of the obligation. Because many Municipal Securities are issued to finance similar projects, especially those related to education, health care, transportation and various utilities, conditions in those sectors and the financial condition of an individual municipal issuer can affect the overall municipal market. The market values of the Municipal Securities held by the
9
Fund will be affected by changes in the yields available on similar securities. If yields increase following the purchase of a Municipal Security, the market value of such Municipal Security will generally decrease. Conversely, if yields decrease, the market value of a Municipal Security will generally increase.
U.S. Corporate Debt Obligations. Generally, Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio may invest corporate debt obligations. Corporate debt obligations in which the Funds may invest are debt obligations issued or guaranteed by corporations that are denominated in U.S. dollars. Such investments may include, among others, commercial paper, bonds, notes, debentures, variable rate demand notes, master notes, funding agreements and other short-term corporate instruments. Commercial paper consists of short-term promissory notes issued by corporations. Commercial paper may be traded in the secondary market after its issuance. Variable rate demand notes are securities with a variable interest rate which is readjusted on pre-established dates. Variable rate demand notes are subject to payment of principal and accrued interest (usually within seven days) on a Funds demand. Master notes are negotiated notes that permit the investment of fluctuating amounts of money at varying rates of interest pursuant to arrangements with issuers who meet the credit quality criteria of the Fund. The interest rate on a master note may fluctuate based upon changes in specified interest rates or be reset periodically according to a prescribed formula or may be a set rate. Although there is no secondary market in master notes, if such notes have a demand feature, the payee may demand payment of the principal amount of the note upon relatively short notice. Funding agreements are agreements between an insurance company and a Fund covering underlying demand notes. Although there is no secondary market in funding agreements, if the underlying notes have a demand feature, the payee may demand payment of the principal amount of the note upon relatively short notice. Master notes and funding agreements are generally illiquid and therefore subject to the Funds percentage limitation for investments in illiquid securities.
Other Investment Companies. Unless otherwise indicated in this SAI or a Funds prospectus, each Fund may purchase shares of other investment companies. For each Fund, the 1940 Act imposes the following restrictions on investments in other investment companies: (i) a Fund may not purchase more than 3% of the total outstanding voting stock of another investment company; (ii) a Fund may not invest more than 5% of its total assets in securities issued by another investment company; and (iii) a Fund may not invest more than 10% of its total assets in securities issued by other investment companies. The 1940 Act and related rules provide certain exemptions from these restrictions. These restrictions do not apply to investments by the Funds in investment companies that are money market funds, including money market funds that have Invesco or an affiliate of Invesco as an investment adviser (the Affiliated Money Market Funds).
When a Fund purchases shares of another investment company, including an Affiliated Money Market Fund, the Fund will indirectly bear its proportionate share of the advisory fees and other operating expenses of such investment company and will be subject to the risks associated with the portfolio investments of the underlying investment company.
In December 2018, the SEC issued a proposed rulemaking package related to investments in other investment vehicles that, if adopted, could require certain Funds to adjust their investments accordingly. These adjustments may have an impact on the Funds investment performance, strategy and process as well as those of the underlying investment vehicles.
Variable or Floating Rate Instruments. Variable or floating rate instruments are securities that provide for a periodic adjustment in the interest rate paid on the obligation. The interest rates for securities with variable interest rates are readjusted on set dates (such as the last day of the month or calendar quarter) and the interest rates for securities with floating rates are reset whenever a specified interest rate change occurs. Variable or floating interest rates generally reduce changes in the market price of securities from their original purchase price because, upon readjustment, such rates approximate market rates. Accordingly, as market interest rates decrease or increase, the potential for capital appreciation or depreciation is less for variable or floating rate securities than for fixed rate obligations.
10
Many securities with variable or floating interest rates have a demand feature allowing the Fund to demand payment of principal and accrued interest prior to its maturity. The terms of such demand instruments require payment of principal and accrued interest by the issuer, a guarantor, and/or a liquidity provider. All variable or floating rate instruments will meet the applicable rating standards of the Funds. The Funds Adviser, or Sub-adviser, as applicable, may determine that an unrated floating rate or variable rate demand obligation meets the Funds rating standards by reason of being backed by a letter of credit or guarantee issued by a bank that meets those rating standards.
For Rule 2a-7 purposes, a variable rate security, the principal amount of which is scheduled to be paid in more than 397 calendar days, that is subject to a demand feature, shall be deemed to have a maturity equal to the longer of the period remaining until the next readjustment of the interest rate or the period remaining until the principal amount can be recovered through demand. A floating rate security, the principal amount of which, in accordance with the terms of the security, must unconditionally be paid in 397 calendar days or less shall be deemed to have a maturity of one day.
The secondary market for certain floating rate instruments may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods (in some cases, longer than seven days). Certain floating rate loans held by a Fund might not be considered securities for purposes of the 1933 Act or the Exchange Act of 1934 and therefore a risk exists that purchasers may not be entitled to rely on the anti-fraud provisions of those Acts.
Forward Commitments, When-Issued and Delayed Delivery Securities. Each Fund may purchase and sell securities on a forward commitment, when-issued and delayed delivery basis whereby the Fund buys or sells a security with payment and delivery taking place in the future.
Securities purchased or sold on a forward commitment, when-issued or delayed delivery basis means that delivery and payment take place in the future after the date of the commitment to purchase or sell the securities at a pre-determined price and/or yield. Settlement of such transactions normally occurs a month or more after the purchase or sale commitment is made. Typically, no interest accrues to the purchaser until the security is delivered. Although a Fund generally intends to acquire or dispose of securities on a forward commitment, when-issued or delayed delivery basis, a Fund may sell these securities or its commitment before the settlement date if deemed advisable. No specific limitation exists as to the percentage of a Funds assets which may be used to acquire securities on a when-issued and delayed delivery basis.
When purchasing a security on a forward commitment, when-issued or delayed delivery basis, a Fund assumes the rights and risks of ownership of the security, including the risk of price and yield fluctuation, and takes such fluctuations into account when determining its net asset value. Securities purchased on a forward commitment, when-issued or delayed delivery basis are subject to changes in value based upon the publics perception of the creditworthiness of the issuer and changes, real or anticipated, in the level of interest rates. Accordingly, securities acquired on such a basis may expose a Fund to risks because they may experience such fluctuations prior to actual delivery. Purchasing securities on a forward commitment, when-issued or delayed delivery basis may involve the additional risk that the yield available in the market when the delivery takes place actually may be higher than that obtained in the transaction itself.
Many forward commitments, when-issued and delayed delivery transactions, including to be announced (TBA), are also subject to the risk that a counterparty may become bankrupt or otherwise fail to perform its obligations due to financial difficulties, including making payments or fulfilling obligations to a Fund. A Fund may obtain no or only limited recovery in a bankruptcy or other organizational proceedings, and any recovery may be significantly delayed. With respect to forward settling TBA transactions involving U.S. Government agency mortgage-backed securities, the counterparty risk may be mitigated by the exchange of variation between the counterparties on a regular basis as the market value of the deliverable security fluctuates. Additionally, new regulatory rules anticipated to be effective in
11
March 2020 will require the exchange of initial and/or variation margin between counterparties of forward settling TBA transactions involving U.S. Government agency and GSE-sponsored mortgage-backed securities.
Investment in these types of securities may increase the possibility that the Fund will incur short-term gains subject to federal taxation or short-term losses if the Fund must engage in portfolio transactions in order to honor its commitment. Until the settlement date, a Fund will segregate liquid assets of a dollar value sufficient at all times to make payment for the forward commitment, when-issued or delayed delivery transactions. Such segregated liquid assets will be marked-to-market daily, and the amount segregated will be increased if necessary to maintain adequate coverage of the delayed delivery commitments. No additional forward, when-issued or delayed delivery commitments will be made by a Fund if, as a result, more than 25% of the Funds total assets would become so committed. The delayed delivery securities, which will not begin to accrue interest or dividends until the settlement date, will be recorded as an asset of a Fund and will be subject to the risk of market fluctuation. The purchase price of the delayed delivery securities is a liability of a Fund until settlement. TBA transactions and transactions in other forward-settling mortgage-backed securities are effected pursuant to a collateral agreement with the seller. A Fund provides to the seller collateral consisting of cash or liquid securities in an amount as specified by the agreement upon initiation of the transaction. A Fund will make payments throughout the term of the transaction as collateral values fluctuate to maintain full collateralization for the term of the transaction. Collateral will be marked-to-market every business day. If the seller defaults on the transaction or declares bankruptcy or insolvency, a Fund might incur expenses in enforcing its rights, or the Fund might experience delay and costs in recovering collateral or may suffer a loss of principal and interest if the value of the collateral declines. In these situations, a Fund will be subject to greater risk that the value of the collateral will decline before it is recovered or, in some circumstances, the Fund may not be able to recover the collateral, and the Fund will experience a loss.
Interfund Loans. The SEC has issued an exemptive order permitting the Invesco Funds to borrow money from and lend money to each other for temporary or emergency purposes. The Invesco Funds interfund lending program is subject to a number of conditions, including the requirements that: (i) an interfund loan will generally only occur if the interest rate on the loan is more favorable to the borrowing fund than the interest rate typically available from a bank for a comparable transaction and the rate is more favorable to the lending fund than the rate available on overnight repurchase transactions; (ii) an Invesco Fund may not lend more than 15% of its net assets through the program (measured at the time of the last loan); and (iii) an Invesco Fund may not lend more than 5% of its net assets to another Invesco Fund through the program (measured at the time of the loan). A Fund may participate in the program only if and to the extent that such participation is consistent with the Funds investment objective and investment policies. Interfund loans have a maximum duration of seven days. Loans may be called with one days notice and may be repaid on any day.
Borrowing. The Funds may borrow money to the extent permitted under the 1940 Act Laws, Interpretations and Exemptions (defined below). Such borrowings may be utilized (i) for temporary or emergency purposes; (ii) in anticipation of or in response to adverse market conditions; or, (iii) for cash management purposes. All borrowings are limited to an amount not exceeding 33 1/3% of a Funds total assets (including the amount borrowed) less liabilities (other than borrowings). Any borrowings that exceed this amount will be reduced within three business days to the extent necessary to comply with the 33 1/3% limitation even if it is not advantageous to sell securities at that time.
If there are unusually heavy redemptions, a Fund may have to sell a portion of its investment portfolio at a time when it may not be advantageous to do so. Selling Fund securities under these circumstances may result in a lower net asset value per share or decreased dividend income, or both. Invesco and the Sub-Advisers believe that, in the event of abnormally heavy redemption requests, a Funds borrowing ability would help to mitigate any such effects and could make the forced sale of their portfolio securities less likely.
The Funds may borrow from a bank, broker-dealer, or another Invesco Fund. Additionally, the Funds are permitted to temporarily carry a negative or overdrawn balance in their account with their
12
custodian bank. To compensate the custodian bank for such overdrafts, the Funds may either (i) leave Funds as a compensating balance in their account so the custodian bank can be compensated by earning interest on such Funds; or (ii) compensate the custodian bank by paying it an agreed upon rate. A Fund may not purchase additional securities when any borrowings from banks or broker-dealers exceed 5% of the Funds total assets or when any borrowings from an Invesco Fund are outstanding.
Repurchase Agreements. Each Fund may engage in repurchase agreement transactions involving the types of securities in which it is permitted to invest. Repurchase agreements are agreements under which a Fund acquires ownership of a security from a broker-dealer or bank that agrees to repurchase the security at a mutually agreed upon time and yield. A Fund may enter into a continuing contract or open repurchase agreement under which the seller is under a continuing obligation to repurchase the underlying securities from the Fund on demand and the effective interest rate is negotiated on a daily basis. Repurchase agreements may be viewed as loans made by a Fund which are collateralized by the securities subject to repurchase.
In any repurchase transaction, collateral for a repurchase agreement may include cash items or Government Securities. The Funds consider repurchase agreements with the Federal Reserve Bank of New York to be Government Securities for purposes of the Funds investment policies. Additionally, the Funds consider federal agency mortgage backed securities to be Government Securities. Invesco Premier Portfolio may also engage in repurchase agreements collateralized by fixed income securities that are rated investment grade and below investment grade by NRSROs or unrated securities of comparable quality, loan participations, and equities (collectively other collateral). For these types of repurchase agreement transactions, the Fund would look to the counterparty, and not the collateral, for determining diversification under Rule 2a-7. Thus, collateral for a repurchase agreement may include securities that a Fund could not hold directly. Repurchase agreements involving obligations of other collateral may be subject to special risks and may not have the benefit of certain protections in the event of counter partys insolvency.
Regardless of the collateral underlying the repurchase agreement, the Fund must determine that the repurchase agreement with the particular counterparty involves minimal credit risk and satisfies the credit quality standards in compliance with Rule 2a-7 under the 1940 Act. Collateral with lower credit quality or longer maturities may be subject to greater price fluctuations than collateral with higher credit quality or shorter maturities. If the repurchase agreement counterparty were to default, lower quality collateral may be more difficult to liquidate than higher quality collateral.
If the seller of a repurchase agreement fails to repurchase the security in accordance with the terms of the agreement, a Fund might incur expenses in enforcing its rights, and could experience a loss on the sale of the underlying security to the extent that the proceeds of the sale including accrued interest are less than the resale price provided in the agreement, including interest. In addition, although the Bankruptcy Code and other insolvency laws may provide certain protections for some types of repurchase agreements, if the seller of a repurchase agreement should be involved in bankruptcy or insolvency proceedings, a Fund may incur delay and costs in selling the underlying security or may suffer a loss of principal and interest if the value of the underlying security declines or the Fund may be deemed to be an unsecured creditor and be required to return the securities to the seller. Invesco Premier Portfolio may enter into repurchase agreements that involve securities that may be subject to a court-ordered or other stay in the event of the sellers bankruptcy or insolvency. A stay will prevent a Fund from selling the securities it holds under a repurchase agreement until permitted by a court or other authority. In these situations, a Fund may be subject to greater risk that the value of the securities may decline before they are sold, and that the Fund may experience a loss.
The securities underlying a repurchase agreement will be marked-to-market every business day so that the value of such securities is at least equal to the investment value of the repurchase agreement, including any accrued interest thereon. Custody of the securities will be maintained by the Funds custodian or sub-custodian for the duration of the agreement.
13
The Funds may invest their cash balances in joint accounts with other Invesco Funds for the purpose of investing in repurchase agreements with maturities not to exceed 60 days, and collateralized by cash or Government Securities, and in certain other money market instruments with remaining maturities not to exceed 90 days.
Restricted and Illiquid Securities. Each Fund may not acquire any illiquid security if, immediately after the acquisition, the Fund would have invested more than 5% of its total assets in illiquid securities.
For purposes of each Funds 5% limitation, an illiquid security means a security that cannot be sold or disposed of in the ordinary course of business within seven calendar days at approximately the value ascribed to it by the Fund, as determined pursuant to the 1940 Act and applicable rules and regulations thereunder.
Limitations on the resale of restricted securities may have an adverse effect on their marketability, which may prevent a Fund from disposing of them promptly at reasonable prices. The Fund may have to bear the expense of registering such securities for resale, and the risk of substantial delays in effecting such registrations. A Funds difficulty valuing and selling illiquid securities may result in a loss or be costly to the Fund. If a substantial market develops for a restricted security or other illiquid investment held by a Fund, it may be treated as a liquid security, in accordance with procedures and adopted by the Trust on behalf of the Funds.
Sale of Money Market Securities. The Funds do not seek profits through short-term trading and will generally hold portfolio securities to maturity. However, the Adviser and/or Sub-Adviser may seek to enhance the yield of the Fund by taking advantage of yield disparities that occur in the money markets. For example, market conditions frequently result in similar securities trading at different prices. Also, there frequently are differences in yields between various types of money market securities. The Adviser and/or Sub-Adviser may dispose of any portfolio security prior to its maturity if such disposition and reinvestment of proceeds are expected to enhance yield consistent with the Advisers and/or Sub-Advisers judgment as to desirable portfolio maturity structure. The Adviser and/or Sub-Adviser may also dispose of any portfolio security prior to maturity to meet redemption requests, and as a result of a revised credit evaluation of the issuer or other circumstances or considerations. This procedure may increase or decrease the Funds yield depending upon the Advisers and/or Sub-Advisers ability to correctly time and execute such transactions. The Funds policy of investing in securities with maturities of 397 calendar days or less will result in high portfolio turnover. Since brokerage commissions are not normally paid on investments of the type made by the Fund, the high turnover should not adversely affect the Funds net income.
Receipt of Issuers Nonpublic Information
The Adviser or Sub-Advisers (through their portfolio managers, analysts, or other representatives) may receive material nonpublic information about an issuer that may restrict the ability of the Adviser or Sub-Advisers to cause the Funds to buy or sell securities of the issuer on behalf of the Funds for substantial periods of time. This may impact the Funds ability to realize profit or avoid loss with respect to the issuer and may adversely affect the Funds flexibility with respect to buying or selling securities, potentially impacting Fund performance. For example, activist investors or certain issuers in which the Adviser or Sub-Advisers hold large positions may contact representatives of the Adviser or Sub-Advisers and may disclose material nonpublic information in such communication. The Adviser or Sub-Advisers would be restricted from trading on the basis of such material nonpublic information, limiting their flexibility in managing the Funds and possibly impacting Fund performance.
The Funds, like all companies, may be susceptible to operational and information security risks. Cybersecurity failures or breaches of the Funds or their service providers or the issuers of securities in which the Funds invest, have the ability to cause disruptions and impact business operations, potentially
14
resulting in financial losses, the inability of Fund shareholders to transact business, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs. The Funds and their shareholders could be negatively impacted as a result.
Fund Policies for Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio
Fundamental Restrictions. Except as otherwise noted below, each Fund is subject to the following investment restrictions, which may be changed only by a vote of such Funds outstanding shares. Fundamental restrictions may be changed only by a vote of the lesser of (i) 67% or more of the Funds shares present at a meeting if the holders of more than 50% of the outstanding shares are present in person or represented by proxy, or (ii) more than 50% of the Funds outstanding shares. Any investment restriction that involves a maximum or minimum percentage of securities or assets (other than with respect to borrowing) shall not be considered to be violated unless an excess over or a deficiency under the percentage occurs immediately after, and is caused by, an acquisition or disposition of securities or utilization of assets by the Fund.
(1) The Fund is a diversified company as defined in the 1940 Act. The Fund will not purchase the securities of any issuer if, as a result, the Fund would fail to be a diversified company within the meaning of the 1940 Act, and the rules and regulations promulgated thereunder, as such statute, rules and regulations are amended from time to time or are interpreted from time to time by the SEC staff (collectively, the 1940 Act Laws and Interpretations) or except to the extent that the Fund may be permitted to do so by exemptive order or similar relief (collectively, with the 1940 Act Laws and Interpretations, the 1940 Act Laws, Interpretations and Exemptions). In complying with this restriction, however, the Fund may purchase securities of other investment companies to the extent permitted by the 1940 Act Laws, Interpretations and Exemptions.
(2) The Fund may not borrow money or issue senior securities, except as permitted by the 1940 Act Laws, Interpretations and Exemptions.
(3) The Fund may not underwrite the securities of other issuers. This restriction does not prevent the Fund from engaging in transactions involving the acquisition, disposition or resale of its portfolio securities, regardless of whether the Fund may be considered to be an underwriter under the 1933 Act.
(4) The Fund will not make investments that will result in the concentration (as that term may be defined or interpreted by the 1940 Act Laws, Interpretations and Exemptions) of its investments in the securities of issuers primarily engaged in the same industry. This restriction does not limit the Funds investments in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, or (ii) tax-exempt obligations issued by governments or political subdivisions of governments, or (iii) bank instruments. In complying with this restriction, the Fund will not consider a bank-issued guaranty or financial guaranty insurance as a separate security.
(5) The Fund may not purchase real estate or sell real estate unless acquired as a result of ownership of securities or other instruments. This restriction does not prevent the Fund from investing in issuers that invest, deal, or otherwise engage in transactions in real estate or interests therein, or investing in securities that are secured by real estate or interests therein.
(6) The Fund may not purchase or sell physical commodities except to the extent permitted by the 1940 Act and any other governing statute, and by the rules thereunder, and by the SEC or other regulatory agency with authority over the Fund.
(7) The Fund may not make personal loans or loans of its assets to persons who control or are under common control with the Fund, except to the extent permitted by 1940 Act Laws, Interpretations and Exemptions. This restriction does not prevent the Fund from, among other things,
15
purchasing debt obligations, entering into repurchase agreements, loaning its assets to broker-dealers or institutional investors, or investing in loans, including assignments and participation interests.
(8) The Fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single open-end management investment company with substantially the same fundamental investment objectives, policies and restrictions as the Fund.
In addition, it is a fundamental policy of Invesco Premier Tax-Exempt Portfolio that, under normal market conditions, it will have at least 80% of its net assets invested in municipal obligations that, based on the opinion of counsel to the issuer, pay interest free from federal income tax.
The investment restrictions set forth above provide each of the Funds with the ability to operate under new interpretations of the 1940 Act or pursuant to exemptive relief from the SEC without receiving prior shareholder approval of the change. Even though each of the Funds has this flexibility, the Board has adopted non-fundamental restrictions for each of the Funds relating to certain of these restrictions which Invesco and, when applicable, the Sub-Advisers must follow in managing the Funds. Any changes to these non-fundamental restrictions, which are set forth below, require the approval of the Board.
Explanatory Note
For purposes of the Funds fundamental restriction related to industry concentration above, investments in tax-exempt municipal securities where the payment of principal and interest for such securities is derived solely from a specific project associated with an issuer that is not a governmental entity or a political subdivision of a government are subject to a Funds industry concentration policy.
For purposes of the Funds fundamental restriction related to physical commodities above, the Fund is currently permitted to invest in futures, swaps and other instruments on physical commodities to the extent disclosed in a Funds prospectus or this SAI.
Non-Fundamental Restrictions. The following non-fundamental investment restrictions apply to Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio. They may be changed for any Fund without approval of that Funds voting securities.
(1) In complying with the fundamental restriction regarding issuer diversification, the Fund will not, with respect to 75% of its total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities and securities issued by other investment companies), if, as a result, (i) more than 5% of the Funds total assets would be invested in the securities of that issuer, or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer. The Fund may purchase securities of other investment companies as permitted by the 1940 Act Laws, Interpretations and Exemptions.
(2) In complying with the fundamental restriction regarding borrowing money and issuing senior securities, the Fund may borrow money in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings). The Fund may borrow from banks, broker-dealers, or an Invesco Fund. The Fund may not borrow for leveraging, but may borrow for temporary or emergency purposes, in anticipation of or in response to adverse market conditions, or for cash management purposes. The Fund may not purchase additional securities when any borrowings from banks exceed 5% of the Funds total assets or when any borrowings from an Invesco Fund are outstanding.
(3) In complying with the fundamental restriction regarding industry concentration, the Fund may invest up to 25% of its total assets in the securities of issuers whose principal business activities are in the same industry and may invest over 25% of its assets in (i) obligations issued or guaranteed by the U.S. Government, its agencies or instrumentalities, (ii) tax-exempt obligations issued by governments or political subdivisions of governments, and (iii) bank instruments.
16
(4) In complying with the fundamental restriction with regard to making loans, the Fund may lend up to 33 1/3% of its total assets and may lend money to an Invesco Fund, on such terms and conditions as the SEC may require in an exemptive order.
(5) Notwithstanding the fundamental restriction with regard to investing all assets in an open-end fund, the Fund may not invest all of its assets in the securities of a single open-end management investment company with the same fundamental investment objective, policies, and restrictions as the Fund.
(6) The Fund may not acquire any securities of registered unit investment trusts in reliance on Sections 12(d)(1) or 12(d)(1)(G) of the 1940 Act.
Fund Policies for Invesco Premier U.S. Government Money Portfolio
Fundamental Restrictions. The investment restrictions set forth below have been adopted by the Fund and, unless identified as non-fundamental policies, may not be changed without the affirmative vote of a majority of the outstanding voting securities of the Fund. As provided in the 1940 Act, a vote of a majority of the outstanding voting securities of the Fund means the affirmative vote of the lesser of (1) more than 50% of the outstanding shares of the Fund or (2) 67% or more the shares present at a meeting, if more than 50% of the outstanding shares are represented at the meeting in person or by proxy. Except with respect to borrowing, changes in values of the Funds assets will not cause a violation of the following investment restrictions as long as percentage restrictions are observed by the Fund at the time it purchases any security. The Fund shall not:
(1) Purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities, municipal securities or securities issued or guaranteed by domestic banks, including U.S. branches for foreign banks and foreign branches of U.S. banks) if, as a result, more than 25% of the Funds total assets would be invested in the securities of companies whose principal business activities are in the same industry;
(2) Except to the extent permitted by Rule 2a-7 promulgated under the 1940 Act, or any successor rule thereto, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities, or securities of other investment companies) if, as a result, (i) more than 5% of the Funds total assets would be invested in the securities of that issuer, or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer;
(3) Underwrite securities of other issuers, except insofar as it may be deemed to be an underwriter under the 1933 Act, in connection with the disposition of the funds portfolio securities;
(4) Borrow money, except that the Fund may borrow money in an amount not exceeding 33 1/3% of its total assets (including the amount borrowed) less liabilities (other than borrowings);
(5) Issue senior securities, except as permitted under the 1940 Act;
(6) Lend any security or make any loan if, as a result, more than 33 1/3% of its total assets would be lent to other parties, but this limitation does not apply to the purchase of debt securities or to repurchase agreements;
(7) The Fund may not purchase or sell physical commodities except to the extent permitted by the 1940 Act and any other governing statute, and by the rules thereunder, and by the SEC or other regulatory agency with authority over the Fund;
(8) Purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this shall not prevent the Fund from investing in securities or other instruments backed by real estate or securities of companies engaged in the real estate business); or
17
(9) The Fund may, notwithstanding any other fundamental investment policy or limitation, invest all of its assets in the securities of a single, open-end management investment company managed by the Adviser or an affiliate or a successor thereof, with substantially the same fundamental investment objective, policies, and limitations as the Fund.
The Funds investment objective is to seek a high level of current income, consistent with the preservation of capital and the maintenance of liquidity. The Funds investment objective is fundamental and may not be changed without shareholder approval.
Non-Fundamental Restrictions. Non-fundamental restrictions may be changed for any Fund without shareholder approval. The non-fundamental investment restrictions listed below apply to Invesco Premier U.S. Government Money Portfolio.
(1) In complying with the fundamental restriction regarding issuer diversification, the Fund will not, with respect to 100% of its total assets, purchase the securities of any issuer (other than securities issued or guaranteed by the U.S. Government or any of its agencies or instrumentalities and securities issued by other investment companies), if, as a result, (i) more than 5% of the Funds total assets would be invested in the securities of that issuer, except as permitted by Rule 2a-7 under the 1940 Act, or (ii) the Fund would hold more than 10% of the outstanding voting securities of that issuer. The Fund may purchase securities of other investment companies as permitted by the 1940 Act Laws, Interpretations and Exemptions.
In complying with the fundamental restriction regarding issuer diversification, any Fund that invests in municipal securities will regard each state (including the District of Columbia and Puerto Rico), territory and possession of the United States, each political subdivision agency, instrumentality and authority thereof, and each multi-state agency of which a state is a member as a separate issuer. When the assets and revenues of an agency, authority, instrumentality or other political subdivision are separate from the government creating the subdivision and the security is backed only by assets and revenues of the subdivision, such subdivision would be deemed to be the sole issuer. Similarly, in the case of an Industrial Development Bond or Private Activity Bond, if that bond is backed only by the assets and revenues of the non-governmental user, then that non-governmental user would be deemed to be the sole issuer.
(2) In complying with the fundamental restriction regarding industry concentration, the Fund may invest up to 25% of its total assets in the securities of issuers whose principal business activities are in the same industry.
(3) Notwithstanding the fundamental restriction with regard to investing all assets in an open-end fund, the Fund may not invest all of its assets in the securities of a single open-end management investment company with the same fundamental investment objective, policies, and restrictions as the Fund.
(4) The Fund may not acquire any securities of registered unit investment trusts in reliance of Section 12(d)(1)(F) or 12(d)(1)(G) of the 1940 Act.
(5) The following applies:
Invesco Premier U.S. Government Money Portfolio invests, under normal circumstances, at least 80% of its assets in (i) direct obligations of the U.S. Treasury, (ii) other securities issued or guaranteed as to principal and interest by the U.S. Government or its agencies and instrumentalities (agency securities) and (iii) repurchase agreements secured by those obligations referenced in (i) and (ii) above.
18
For purposes of the foregoing, assets means net assets plus the amount of any borrowings for investment purposes. The Fund will provide written notice to its shareholders prior to any change to this policy, as required by the 1940 Act Laws, Interpretations and Exemptions.
If a percentage restriction on the investment or use of assets set forth in the Prospectus or this SAI is adhered to at the time a transaction is effected, later changes in percentage resulting from changing asset values will not be considered a violation. It is the intention of each Fund, unless otherwise indicated, that with respect to the Funds policies that are a result of application of law, the Fund will take advantage of the flexibility provided by rules or interpretations of the SEC currently in existence or promulgated in the future, or changes to such laws.
Policies and Procedures for Disclosure of Fund Holdings
The Board has adopted policies and procedures with respect to the disclosure of the Funds portfolio holdings (the Holdings Disclosure Policy). Invesco and the Board may amend the Holdings Disclosure Policy at any time without prior notice. Details of the Holdings Disclosure Policy and a description of the basis on which employees of Invesco and its affiliates may release information about portfolio securities are provided below. As used in the Holdings Disclosure Policy and throughout the SAI, the term portfolio holdings information includes information with respect to the portfolio holdings of a Fund, including holdings that are derivatives and holdings held as short positions. Information generally excluded from portfolio holdings information includes, without limitation, (i) descriptions of allocations among asset classes, regions, countries, industries or sectors; (ii) aggregated data such as average or median ratios, market capitalization, credit quality or duration; (iii) performance attributions by asset class, country, industry or sector; (iv) aggregated risk statistics, analysis and simulations, such as stress testing; (v) the characteristics of the stock and bond components of a Funds portfolio holdings and other investment positions; (vi) the volatility characteristics of a Fund; (vii) information on how various weightings and factors contributed to Fund performance; (viii) various financial characteristics of a Fund or its underlying portfolio investments; and (ix) other information where, in the reasonable belief of the Funds Chief Compliance Officer (or a designee), the release of such information would not present risks of dilution, arbitrage, market timing, insider trading or other inappropriate trading for the applicable Fund.
Public release of portfolio holdings. The Funds make available to institutions that maintain accounts with the Funds, beneficial owners of the Fund shares and prospective investors (collectively, Qualified Persons) information regarding or derived from the Funds portfolio holdings. The Funds disclose the following holdings information at http://www.invesco.com/us1:
Information |
Approximate Date of Website Posting |
Information Remains Available on Website |
||
Weighted average maturity information, thirty-day, seven-day and one-day yield information, daily dividend factor and total net assets | Next business day | Until posting of the following business days information | ||
With respect to the Fund and each class of redeemable shares thereof:
The dollar-weighted average portfolio maturity
The dollar-weighted average portfolio maturity determined without reference to interest rate readjustments
With respect to each security held by the Fund:
The name of the issuer
The category of investment (as such categories are provided in Rule 2a-7 and |
Fifth business day of the month (as of the last business day or subsequent calendar day of the preceding month). | Not less than six months |
1 |
To locate the Funds portfolio holdings, go to http://www.invesco.com/us. Choose Individual Investors, if applicable. Hover over the Products tab, then click on the Money Market and Liquidity Funds link. Under Quick Links, click on Complete Monthly Holdings link. |
19
under Invescos Procedures for Money Market Funds Operating Under Rule 2a-7)
CUSIP number (if any)
Principal amount
Maturity date by taking into account the maturity shortening provisions in Rule 2a-7
Maturity date determined without reference to the exceptions regarding interest rate readjustments
Coupon or yield
Value |
||||
The percentage of the Funds total assets (as such term is defined in Rule 2a-7) invested in daily liquid assets; the percentage of the Funds total assets invested in weekly liquid assets (as such term is defined in Rule 2a-7); and the Funds net inflows and outflows | Each business day as of the end of the preceding business day | Six months | ||
Complete portfolio holdings, and information derived there from, as of month-end or as of some other period determined by the Adviser in its sole discretion | 1 day after month-end or any other period, as may be determined by the Adviser in its sole discretion | Until posting of the fiscal quarter holdings for the months included in the fiscal quarter | ||
Complete portfolio holdings as of fiscal quarter-end | 60-70 days after fiscal quarter-end | For one year |
You may also obtain the publicly available portfolio holdings information described above by contacting us at 1-800-959-4246.
For Institutional Class, Personal Investment Class, Private Investment Class, Reserve Class and Resource Class, Qualified Persons may obtain access to the website, as well as the information noted above, by calling the distributor toll free at 1-800-659-1005, option 2. The Funds distributors vice president/sale and administration manager is authorized to determine whether any entity or individual is a Qualified Person or is acting on behalf of a Qualified Person, and to disclose portfolio information to such Qualified Person. If a beneficial owner, who is not a record owner requests portfolio information, such information will be sent to the record owner for distribution to the beneficial owner. Existing shareholders can also obtain portfolio information (other than portfolio holdings) by calling the transfer agent toll free at 1-800-659-1005, option 1. Generally, employees of Invesco and its affiliates may not disclose such portfolio holdings until one day after they have been posted on http://www.invesco.com/us.
The Funds will file monthly with the SEC portfolio holdings and other information about the Fund and its portfolio as of the last business day of the preceding month or any subsequent calendar day of such month within five business days of the end of each month.
Selective disclosure of portfolio holdings information pursuant to Non-Disclosure Agreement. Employees of Invesco and its affiliates may disclose non-public full portfolio holdings information on a selective basis only if Invesco approves the parties to whom disclosure of non-public full portfolio holdings information will be made. Invesco must determine that the proposed selective disclosure will be made for legitimate business purposes of the applicable Fund and is in the best interest of the applicable Funds shareholders. In making such determination, Invesco will address any perceived conflicts of interest between shareholders of such Fund and Invesco or its affiliates as part of granting its approval.
The Board exercises continuing oversight of the disclosure of Fund portfolio holdings information by (1) overseeing the implementation and enforcement of the Holdings Disclosure Policy and the Invesco
20
Funds Code of Ethics by the Chief Compliance Officer (or his designee) of Invesco and the Invesco Funds and (2) considering reports and recommendations by the Chief Compliance Officer concerning any material compliance matters (as defined in Rule 38a-1 under the 1940 Act and Rule 206(4)-7 under the Investment Advisers Act of 1940, as amended (Advisers Act)) that may arise in connection with the Holdings Disclosure Policy. Pursuant to the Holdings Disclosure Policy, the Board receives reports on the specific types of situations in which Invesco proposes to provide such selective disclosure, and the situations where providing selective disclosure raises perceived conflicts of interest between shareholders of the applicable Fund and Invesco or its affiliates. In any specific situation where Invesco addresses a perceived conflict, Invesco will report to the Board on the persons to whom such disclosures are to be made and the treatment of such conflict before agreeing to provide selective disclosure.
Invesco discloses non-public full portfolio holdings information to the following persons in connection with the day-to-day operations and management of the funds advised by Invesco (the Invesco Funds):
|
Attorneys and accountants; |
|
Securities lending agents; |
|
Lenders to the Invesco Funds; |
|
Rating and rankings agencies; |
|
Persons assisting in the voting of proxies; |
|
Invesco Funds custodians; |
|
The Invesco Funds transfer agent(s) (in the event of a redemption in kind); |
|
Pricing services, markets makers, or other fund accounting software providers (to determine the price of investments held by an Invesco Fund); |
|
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 for the Invesco Funds portfolio management team. |
In many cases, Invesco will disclose current portfolio holdings information on a daily basis to these persons. In these situations, Invesco has entered into non-disclosure agreements which provide that the recipient of the portfolio holdings information will maintain the confidentiality of such portfolio holdings information and will not trade on such information (Non-disclosure Agreements). Please refer to Appendix B for a list of examples of persons to whom Invesco provides non-public portfolio holdings information on an ongoing basis.
Invesco will also disclose non-public portfolio holdings information if such disclosure is required by applicable laws, rules or regulations, or by regulatory authorities having jurisdiction over Invesco and its affiliates or the Invesco Fund, and where there is no other way to transact the Funds business without disclosure of such portfolio holdings information.
The Holdings Disclosure Policy provides that the Funds, Invesco or any other party in connection with the disclosure of portfolio holdings information will not request, receive or accept any compensation (including compensation in the form of the maintenance of assets in any Fund or other mutual fund or account managed by Invesco or one of its affiliates) for the selective disclosure of portfolio holdings information.
Disclosure of certain portfolio holdings information without Non-Disclosure Agreement. Invesco and its affiliates that provide services to the Funds, the Sub-Advisers and each of their employees may receive or have access to portfolio holdings information as part of the day to day operations of the Funds.
From time to time, employees of Invesco and its affiliates may express their views orally or in writing on one or more of the Funds portfolio investments or may state that a Fund has recently purchased or sold one or more investments. The investments subject to these views and statements may
21
be ones that were purchased or sold since the date on which portfolio holdings information was made available on the Funds website and therefore may not be reflected on the portfolio holdings disclosed on the website. Such views and statements may be made to various persons, including members of the press, shareholders in the applicable Fund, persons considering investing in the applicable Fund or representatives of such shareholders or potential shareholders, such as fiduciaries of a 401(k) plan and their advisers. The nature and content of the views and statements provided to each of these persons may differ.
Disclosure of portfolio holdings information by traders. Additionally, employees of Invesco and its affiliates may disclose one or more of the investments held by a Fund when purchasing and selling investments through broker-dealers, futures commissions merchants, clearing agencies and other counterparties, requesting bids on investments, obtaining price quotations on securities, or in connection with litigation involving the Funds portfolio securities. Invesco does not enter into formal Non-disclosure Agreements in connection with these situations; however, the Funds would not continue to conduct business with a person who Invesco believed was misusing the disclosed information.
Disclosure of portfolio holdings of other Invesco-managed products. Invesco and its affiliates manage products sponsored by companies other than Invesco including investment companies, offshore funds, and separate accounts. In many cases, these other products are managed in a similar fashion to certain Invesco Funds and thus have similar portfolio holdings. The sponsors of these other products managed by Invesco and its affiliates may disclose the portfolio holdings of their products at different times than Invesco discloses portfolio holdings for the Invesco Funds.
The Trustees and officers of the Trust, their principal occupations during at least the last five years and certain other information concerning them are set forth in Appendix C.
Qualifications and Experience. In addition to the information set forth in Appendix C, the following sets forth additional information about the qualifications and experiences of each of the Trustees.
Interested Persons
Martin L. Flanagan, Trustee and Vice Chair
Martin L. Flanagan has been a member of the Board of Trustees and Vice Chair of the Invesco Funds since 2007. Mr. Flanagan is president and chief executive officer of Invesco Ltd., a position he has held since August 2005. He is also a member of the Board of Directors of Invesco Ltd.
Mr. Flanagan joined Invesco, Ltd. from Franklin Resources, Inc., where he was president and co-chief executive officer from January 2004 to July 2005. Previously he had been Franklins co-president from May 2003 to January 2004, chief operating officer and chief financial officer from November 1999 to May 2003, and senior vice president and chief financial officer from 1993 until November 1999.
Mr. Flanagan served as director, executive vice president and chief operating officer of Templeton, Galbraith & Hansberger, Ltd. before its acquisition by Franklin in 1992. Before joining Templeton in 1983, he worked with Arthur Andersen & Co.
Mr. Flanagan is a chartered financial analyst and a certified public accountant. He serves as vice chairman of the Investment Company Institute and a member of the executive board at the SMU Cox School of Business.
The Board believes that Mr. Flanagans long experience as an executive in the investment management area benefits the Funds.
22
Philip A. Taylor, Trustee
Philip A. Taylor has been a member of the Board of Trustees of the Invesco Funds since 2006. Mr. Taylor is Vice Chair of Invesco Ltd. He previously headed Invescos North American retail business as Senior Managing Director of Invesco Ltd. from April 2006 to March 2019. He also previously served as chief executive officer of Invesco Trimark Investments from January 2002 to January 2011.
Mr. Taylor joined Invesco in 1999 as senior vice president of operations and client services and later became executive vice president and chief operating officer.
Mr. Taylor was president of Canadian retail broker Investors Group Securities from 1994 to 1997 and managing partner of Meridian Securities, an execution and clearing broker, from 1989 to 1994. He held various management positions with Royal Trust, now part of Royal Bank of Canada, from 1982 to 1989. He began his career in consumer brand management in the U.S. and Canada with Richardson-Vicks, now part of Procter & Gamble.
The Board believes that Mr. Taylors long experience in the investment management business benefits the Funds.
Independent Trustees
Bruce L. Crockett, Trustee and Chair
Bruce L. Crockett has been a member of the Board of Trustees of the Invesco Funds since 1978, and has served as Independent Chair of the Board of Trustees and their predecessor funds since 2004.
Mr. Crockett has more than 30 years of experience in finance and general management in the banking, aerospace and telecommunications industries. From 1992 to 1996, he served as president, chief executive officer and a director of COMSAT Corporation, an international satellite and wireless telecommunications company.
Mr. Crockett has also served, since 1996, as chairman of Crockett Technologies Associates, a strategic consulting firm that provides services to the information technology and communications industries. Mr. Crockett also serves on the Board of ALPS (Attorneys Liability Protection Society) and Ferroglobe PLC (metallurgical company) and he is a life trustee of the University of Rochester Board of Trustees. He is a member of the Audit Committee of Ferroglobe PLC.
The Board of Trustees elected Mr. Crockett to serve as its Independent Chair because of his extensive experience in managing public companies and familiarity with investment companies.
David C. Arch, Trustee
David C. Arch has been a member of the Board of Trustees of the Invesco Funds and their predecessor funds since 2010. From 1984 to 2010, Mr. Arch served as Director or Trustee of investment companies in the Van Kampen Funds complex.
Mr. Arch is the Chairman of Blistex Inc., a consumer health care products manufacturer. Mr. Arch is a member of the Board of the Illinois Manufacturers Association and a member of the World Presidents Organization.
The Board believes that Mr. Archs experience as the CEO of a public company and his experience with investment companies benefits the Funds.
Beth Ann Brown, Trustee
23
Beth Ann Brown has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2016 to 2019, Ms. Brown served on the boards of certain investment companies in the Oppenheimer Funds complex.
Ms. Brown has served as Director of Caron Engineering, Inc. since 2018 and as an Independent Consultant since September 2012. Since 2013, she has also served as Vice President and Director of Grahamtastic Connection, a non-profit organization.
Previously, Ms. Brown served in various capacities at Columbia Management Investment Advisers LLC, including Head of Intermediary Distribution, Managing Director, Strategic Relations and Managing Director, Head of National Accounts. She also served as Senior Vice President, National Account Manager from 2002-2004 and Senior Vice President, Key Account Manager from 1999 to 2002 of Liberty Funds Distributor, Inc.
From 2014 and 2017, Ms. Brown served on the Board of Advisors of Caron Engineering Inc. and also served as President and Director of Acton Shapleigh Youth Conservation Corps, a nonprofit organization, from 2012 to 2015.
The Board believes that Ms. Browns experience in financial services and investment management and as a director of other investment companies benefits the Funds.
Jack M. Fields, Trustee
Jack M. Fields has been a member of the Board of Trustees of the Invesco Funds since 1997.
Mr. Fields served as a member of Congress, representing the 8th Congressional District of Texas from 1980 to 1997. As a member of Congress, Mr. Fields served as Chairman of the House Telecommunications and Finance Subcommittee, which has jurisdiction and oversight of the Federal Communications Commission and the SEC. Mr. Fields co-sponsored the National Securities Markets Improvements Act of 1996, and played a leadership role in enactment of the Securities Litigation Reform Act.
Mr. Fields currently serves as Chief Executive Officer of the Twenty-First Century Group, Inc. in Washington, D.C., a bipartisan Washington consulting firm specializing in Federal government affairs.
Mr. Fields also served as a Director of Insperity, Inc. (formerly known as Administaff), a premier professional employer organization with clients nationwide until 2015. In addition, Mr. Fields serves as Chairman and sits on the Board of Discovery Learning Alliance, a nonprofit organization dedicated to providing educational resources to people in need around the world through the use of technology.
The Board believes that Mr. Fields experience in the House of Representatives, especially concerning regulation of the securities markets, benefits the Funds.
Cynthia Hostetler, Trustee
Cynthia Hostetler has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Hostetler is currently a member of the board of directors of the Vulcan Materials Company, a public company engaged in the production and distribution of construction materials, Trilinc Global Impact Fund LLC, a publicly registered non-traded limited liability company that invests in a diversified portfolio of private debt instruments, and Genesee & Wyoming, Inc., a public company that owns and operates railroads worldwide. Ms. Hostetler also serves on the board of governors of the Investment Company Institute and is a member of the governing council of the Independent Directors Council, both of which are professional organizations in the investment management industry.
24
Previously, Ms. Hostetler served as a member of the board of directors/trustees of Aberdeen Investment Funds, a mutual fund complex, and Edgen Group Inc., a public company that provides products and services to energy and construction companies, from 2012 to 2013, prior to its sale to Sumitomo.
From 2001 to 2009 Ms. Hostetler served as Head of Investment Funds and Private Equity at Overseas Private Investment Corporation (OPIC), a government agency that supports US investment in the emerging markets. Ms. Hostetler oversaw a multi-billion dollar investment portfolio in private equity funds. Prior to joining OPIC, Ms. Hostetler served as President and member of the board of directors of First Manhattan Bancorporation, a bank holding company, and its largest subsidiary, First Savings Bank, from 1991 to 2001.
The Board believes that Ms. Hostetlers knowledge of financial services and investment management, her experience as a director of other companies, including a mutual fund complex, her legal background, and other professional experience gained through her prior employment benefit the Funds.
Dr. Eli Jones, Trustee
Dr. Eli Jones has been a member of the Board of Trustees of the Invesco Funds since 2016.
Dr. Jones is the dean of the Mays Business School at Texas A&M University and holder of the Peggy Pitman Mays Eminent Scholar Chair in Business. Dr. Jones has served as a director of Insperity, Inc. since April 2004 and is chair of the Compensation Committee and a member of the Nominating and Corporate Governance Committee. Prior to his current position, from 2012-2015, Dr. Jones was the dean of the Sam M. Walton College of Business at the University of Arkansas and holder of the Sam M. Walton Leadership Chair in Business. Prior to joining the faculty at the University of Arkansas, he was dean of the E. J. Ourso College of Business and Ourso Distinguished Professor of Business at Louisiana State University from 2008 to 2012; professor of marketing and associate dean at the C.T. Bauer College of Business at the University of Houston from 2007 to 2008; an associate professor of marketing from 2002 to 2007; and an assistant professor from 1997 until 2002. He taught at Texas A&M University for several years before joining the faculty of the University of Houston. Dr. Jones served as the executive director of the Program for Excellence in Selling and the Sales Excellence Institute at the University of Houston from 1997 to 2007. Before becoming a professor, he worked in sales and sales management for three Fortune 100 companies: Quaker Oats, Nabisco, and Frito-Lay. Dr. Jones is a past director of Arvest Bank. He received his Bachelor of Science degree in journalism in 1982, his MBA in 1986 and his Ph.D. in 1997, all from Texas A&M University.
The Board believes that Dr. Jones experience in academia and his experience in marketing benefits the Funds.
Elizabeth Krentzman, Trustee
Elizabeth Krentzman has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2014 to 2019, Ms. Krentzman served on the boards of certain investment companies in the Oppenheimer Funds complex.
Ms. Krentzman currently serves as a member of the Board of Trustees and Audit Committee of the University of Florida National Board Foundation. She is a member of the Cartica Funds Board of Directors (private investment funds). Ms. Krentzman is also a member of the Board of Trustees and Audit Committee of the University of Florida Law Center Association, Inc.
Previously, Ms. Krentzman served from 1997 to 2004 and from 2007 and 2014 in various capacities at Deloitte & Touche LLP, including Principal and Chief Regulatory Advisor for Asset Management Services, U.S. Mutual Fund Leader and National Director of the Investment Management
25
Regulatory Consulting Practice. She served as General Counsel of the Investment Company Institute from 2004 to 2007.
From 1996 to 1997, Ms. Krentzman served as an Assistant Director of the Division of Investment ManagementOffice of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission. She also served from 1987 to 1996 in various positions with the Division of Investment Management Office of Regulatory Policy of the U.S. Securities and Exchange Commission and as an Associate at Ropes & Gray LLP.
The Board believes that Ms. Krentzmans legal background, experience in financial services and accounting and as a director of other investment companies benefits the Funds.
Anthony J. LaCava, Jr., Trustee
Anthony J. LaCava, Jr. has been a member of the Board of Trustees of the Invesco Funds since 2019.
Previously, Mr. LaCava served as a member of the board of directors and as a member of the audit committee of Blue Hills Bank, a publicly traded financial institution.
Mr. LaCava retired after a 37-year career with KPMG LLP (KPMG) where he served as senior partner for a wide range of firm clients across the retail, financial services, consumer markets, real estate, manufacturing, health care and technology industries. From 2005 to 2013, Mr. LaCava served as a member of the board of directors of KPMG and chair of the boards audit and finance committee and nominating committee. He also previously served as Regional Managing Partner from 2009 through 2012 and Managing Partner of KPMGs New England practice.
Mr. LaCava currently serves as Chairman of the Business Advisory Council of Bentley University and as a member of American College of Corporate Directors and Board Leaders, Inc.
The Board believes that Mr. LaCavas experience in audit and financial services benefits the Funds.
Dr. Prema Mathai-Davis, Trustee
Dr. Prema Mathai-Davis has been a member of the Board of Trustees of the Invesco Funds since 1998.
Dr. Mathai-Davis is currently co-owner and partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform).
Prior to her retirement in 2000, Dr. Mathai-Davis served as Chief Executive Officer of the YWCA of the USA. Prior to joining the YWCA, Dr. Mathai-Davis served as the Commissioner of the New York City Department for the Aging. She was a Commissioner of the Metropolitan Transportation Authority of New York, the largest regional transportation network in the U.S. Dr. Mathai-Davis also serves as a Trustee of the YWCA Retirement Fund, the first and oldest pension fund for women, and on the advisory board of the Johns Hopkins Bioethics Institute. Dr. Mathai-Davis was the president and chief executive officer of the Community Agency for Senior Citizens, a non-profit social service agency that she established in 1981. She also directed the Mt. Sinai School of Medicine-Hunter College Long-Term Care Gerontology Center, one of the first of its kind.
The Board believes that Dr. Mathai-Davis extensive experience in running public and charitable institutions benefits the Funds.
Joel W. Motley, Trustee
26
Joel W. Motley has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2002 to 2019, Mr. Motley served on the boards of certain investment companies in the Oppenheimer Funds complex.
Since 2016, Mr. Motley has served as an independent director of the Office of Finance of the Federal Home Loan Bank System. He has been a member of the Vestry of Trinity Wall Street since 2011 and has served as Managing Director of Carmona Motley, Inc., a privately-held financial advisory firm, since January 2002.
Mr. Motley also serves as a member of the Finance and Budget Committee of the Council on Foreign Relations. He is a member of the Investment Committee and is Chairman Emeritus of the Board of Human Rights Watch and a member of the Investment Committee and the Board of Historic Hudson Valley.
Since 2011, he has served as a Board Member and Investment Committee Member of the Pulitzer Center for Crisis Reporting, a non-profit journalism organization. Mr. Motley also serves as Director and member of the Board and Investment Committee of The Greenwall Foundation and as a Director of Friends of the LRC, a Southern Africa legal services foundation.
Previously, Mr. Motley served as Managing Director of Public Capital Advisors, LLC, a privately held financial advisory firm, from 2006 to 2017. He also served as Managing Director of Carmona Motley Hoffman Inc. a privately-held financial advisor, and served as a Director of Columbia Equity Financial Corp., a privately-held financial advisor, from 2002 to 2007.
The Board believes that Mr. Motleys experience in financial services and as a director of other investment companies benefits the Funds.
Teresa M. Ressel, Trustee
Teresa M. Ressel has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Ressel has previously served across both the private sector and the U.S. government. Formerly, Ms. Ressel served from 2004 to 2012 in various capacities at UBS AG, including most recently as Chief Executive Officer of UBS Securities LLC, a broker-dealer division of UBS Investment Bank, and Group Chief Operating Officer of the Americas group at UBS AG. In these roles, Ms. Ressel managed a broad array of operational risk controls, supervisory control, regulatory, compliance, and logistics functions covering the United States and Canada, as well as banking activities covering the Americas.
Between 2001 and 2004, Ms. Ressel served at the U.S. Treasury first as Deputy Assistant Secretary for Management and Budget and then as Assistant Secretary for Management and Chief Financial Officer. Ms. Ressel was confirmed by the U.S. Senate and handles a broad array of management duties including finance & accounting, operational risk, audit and performance measurement along with information technology and infrastructure security.
Ms. Ressel currently serves as a member of the board of directors and as a member of the audit committee of ON Semiconductor Corporation, a publicly traded technology company. Ms. Ressel currently chairs their Corporate Governance and Nominating Committee. ON Semiconductor is a leading supplier of semiconductor-based solutions, many of which reduce global energy use. She has served on the ON Semiconductor board since 2012.
From 2014 to 2017, Ms. Ressel also served on the board of directors at Atlantic Power Corporation, a publicly traded company which owns and operates a diverse fleet of power generation across the United States and Canada.
The Board believes that Ms. Ressels risk management and financial experience in both the private and public sectors benefits the Funds.
27
Ann Barnett Stern, Trustee
Ann Barnett Stern has been a member of the Board of Trustees of the Invesco Funds since 2017.
Ms. Stern is currently the President and Chief Executive Officer of Houston Endowment Inc., a private philanthropic institution. She has served in this capacity since 2012. Formerly, Ms. Stern served in various capacities at Texas Childrens Hospital from 2003 to 2012, including General Counsel and Executive Vice President.
Ms. Stern is also currently a member of the Dallas Board of the Federal Reserve Bank of Dallas, a role she has held since 2013.
The Board believes that Ms. Sterns knowledge of financial services and investment management and her experience as a director, and other professional experience gained through her prior employment benefit the Funds.
Raymond Stickel, Jr., Trustee
Raymond Stickel, Jr. has been a member of the Board of Trustees of the Invesco Funds since 2005.
Mr. Stickel retired after a 35-year career with Deloitte & Touche. For the last five years of his career, he was the managing partner of the investment management practice for the New York, New Jersey and Connecticut region. In addition to his management role, he directed audit and tax services for several mutual fund clients.
Mr. Stickel began his career with Touche Ross & Co. (the Firm) in Dayton, Ohio, became a partner in 1976 and managing partner of the office in 1985. He also started and developed an investment management practice in the Dayton office that grew to become a significant source of investment management talent for the Firm. In Ohio, he served as the audit partner on numerous mutual funds and on public and privately held companies in other industries. Mr. Stickel has also served on the Firms Accounting and Auditing Executive Committee.
The Board believes that Mr. Stickels experience as a partner in a large accounting firm working with investment managers and investment companies benefits the Funds.
Robert C. Troccoli, Trustee
Robert C. Troccoli has been a member of the Board of Trustees of the Invesco Funds since 2016.
Mr. Troccoli retired in 2010 after a 39-year career with KPMG LLP. From 2013 to 2019, he was an adjunct professor at the University of Denvers Daniels College of Business.
Mr. Troccolis leadership roles during his career with KPMG included managing partner and partner in charge of the Denver offices Financial Services Practice. He served regulated investment companies, investment advisors, private partnerships, private equity funds, sovereign wealth funds, and financial services companies. Toward the end of his career, Mr. Troccoli was a founding member of KPMGs Private Equity Group in New York City, where he served private equity firms and sovereign wealth funds. Mr. Troccoli also served mutual fund clients along with several large private equity firms as Global Lead Partner of KPMGs Private Equity Group.
The Board believes that Mr. Troccolis experience as a partner in a large accounting firm and his knowledge of investment companies, investment advisors, and private equity firms benefits the Funds.
Daniel S. Vandivort, Trustee
28
Daniel S. Vandivort has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2014 to 2019, Mr. Vandivort served on the boards of certain investment companies in the Oppenheimer Funds complex.
Mr. Vandivort is currently Treasurer, Chairman of the Audit and Finance Committee and Trustee of the Board of Trustees at Huntington Disease Foundation of America. He also serves as President of Flyway Advisory Services LLC, a consulting and property management company.
Previously, Mr. Vandivort served as Chairman and Lead Independent Director, Chairman of the Audit Committee and Director of Value Line Funds from 2008 through 2014.
The Board believes that Mr. Vandivorts experience in financial services and investment management and as a director of other investment companies benefits the Funds.
James D. Vaughn, Trustee
James D. Vaughn has been a member of the Board of Trustees of the Invesco Funds since 2019. From 2012 to 2019, Mr. Vaughn served on the boards of certain investment companies in the Oppenheimer Funds complex.
Prior to his retirement, Mr. Vaughn served as managing partner of the Denver office of Deloitte & Touche LLP, and held various positions in the Denver and New York offices of Deloitte & Touche LLP during his 32 year career.
Mr. Vaughn has served as a Board member and Chairman of the Audit Committee of AMG National Trust Bank since 2005. He also serves as a Trustee and member of the Investment Committee of the University of South Dakota Foundation. In addition, Mr. Vaughn has served as a Board member, Audit Committee member and past Board Chair of Junior Achievement since 1993.
Previously, Mr. Vaughn served as Trustee and Chairman of the Audit Committee of Schroder Funds from 2003 to 2012. He also previously served as a Board Member of Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network.
The Board believes that Mr. Vaughns experience in financial services and accounting and as a director of other investment companies benefits the Funds.
Christopher L. Wilson, Trustee, Vice Chair and Chair Designate
Christopher L. Wilson has been a member of the Board of Trustees of the Invesco Funds since 2017. He has served as Chair Designate since March 27, 2019 and Vice Chair since June 10, 2019.
Mr. Wilson started a career in the investment management business in 1980. From 2004 to 2009, Mr. Wilson served as President and Chief Executive Officer of Columbia Funds, a mutual fund complex with over $350 billion in assets. From 2009 to 2017, Mr. Wilson served as a Managing Partner of CT2, LLC, an early stage investing and consulting firm for start-up companies.
From 2014 to 2016, Mr. Wilson served as a member of the Board of Directors of the mutual fund company managed by TDAM USA Inc., an affiliate of TD Bank, N.A.
Mr. Wilson also currently serves as a member of the Board of Directors of ISO New England, Inc., the company that establishes the wholesale electricity market and manages the electrical power grid in New England. Mr. Wilson is currently the chair of the Audit and Finance Committee, which also oversees cybersecurity, and a member of the systems planning committee of ISO-NE, Inc. He previously served as
29
chair of the Human Resources and Compensation Committee and was a member of the Markets Committee. He has served on the ISO New England, Inc. board since 2011.
The Board believes that Mr. Wilsons knowledge of financial services and investment management, his experience as a director and audit committee member of other companies, including a mutual fund company, and other professional experience gained through his prior employment benefit the Funds.
The Trustees have the authority to take all actions that they consider necessary or appropriate in connection with oversight of the Trust, including, among other things, approving the investment objectives, investment policies and fundamental investment restrictions for the Funds. The Trust has entered into agreements with various service providers, including the Funds investment advisers, administrator, transfer agent, distributor and custodians, to conduct the day-to-day operations of the Funds. The Trustees are responsible for selecting these service providers, approving the terms of their contracts with the Funds, and exercising general oversight of these arrangements on an ongoing basis.
Certain Trustees and officers of the Trust are affiliated with Invesco and Invesco Ltd., the parent corporation of Invesco. All of the Trusts executive officers hold similar offices with some or all of the other Trusts.
Leadership Structure and the Board of Trustees. The Board is currently composed of nineteen Trustees, including seventeen Trustees who are not interested persons of the Funds, as that term is defined in the 1940 Act (collectively, the Independent Trustees and each, an Independent Trustee). In addition to eight regularly scheduled meetings per year, the Board holds special meetings or informal conference calls to discuss specific matters that may require action prior to the next regular meeting. As discussed below, the Board has established five standing committees the Audit Committee, the Compliance Committee, the Governance Committee, the Investments Committee and the Valuation, Distribution and Proxy Oversight Committee (the Committees), to assist the Board in performing its oversight responsibilities.
The Board has appointed an Independent Trustee to serve in the role of Chairman. The Chairmans primary role is to preside at meetings of the Board and act as a liaison with the Adviser and other service providers, officers, including the Senior Officer of the Trust, attorneys, and other Trustees between meetings. The Chairman also participates in the preparation of the agenda for the meetings of the Board, is active with mutual fund industry organizations, and may perform such other functions as may be requested by the Board from time to time. Except for any duties specified pursuant to the Trusts Declaration of Trust or By-laws, the designation of Chairman does not impose on such Independent Trustee any duties, obligations or liability that is greater than the duties, obligations or liability imposed on such person as a member of the Board generally.
The Board believes that its leadership structure, including having an Independent Trustee as Chairman, allows for effective communication between the Trustees and management, among the Trustees and among the Independent Trustees. The existing Board structure, including its Committee structure, provides the Independent Trustees with effective control over Board governance while also allowing them to receive and benefit from insight from the two interested Trustees who are active officers of the Funds investment adviser. The Boards leadership structure promotes dialogue and debate, which the Board believes allows for the proper consideration of matters deemed important to the Funds and their shareholders and results in effective decision-making.
Risk Oversight. The Board considers risk management issues as part of its general oversight responsibilities throughout the year at its regular meetings and at regular meetings of its Committees. Invesco prepares regular reports that address certain investment, valuation and compliance matters, and the Board as a whole or the Committees also receive special written reports or presentations on a variety of risk issues at the request of the Board, a Committee or the Senior Officer.
30
The Audit Committee is apprised by, and discusses with, management its policies on risk assessment and risk management. Such discussion includes a discussion of the guidelines governing the process by which risks are assessed and managed and an identification of each Funds major financial risk exposures. In addition, the Audit Committee meets regularly with representatives of Invesco Ltd.s internal audit group to review reports on their examinations of functions and processes within Invesco that affect the Funds.
The Compliance Committee receives regular compliance reports prepared by Invescos compliance group and meets regularly with the Funds Chief Compliance Officer (CCO) to discuss compliance issues, including compliance risks. The Compliance Committee has recommended and the Board has adopted compliance policies and procedures for the Funds and for the Funds service providers. The compliance policies and procedures are designed to detect, prevent and correct violations of the federal securities laws.
The Governance Committee monitors the composition of the Board and each of its Committees and monitors the qualifications of the Trustees to ensure adherence to certain governance undertakings applicable to the Funds. In addition, the Governance Committee oversees an annual self-assessment of the Board and addresses governance risks, including insurance and fidelity bond matters, for the Trust.
The Investments Committee and its sub-committees receive regular written reports describing and analyzing the investment performance of the Invesco Funds. In addition, Invescos Chief Investment Officers and the portfolio managers of the Funds meet regularly with the Investments Committee or its sub-committees to discuss portfolio performance, including investment risk, such as the impact on the Funds of investments in particular types of securities or instruments, such as derivatives. To the extent that a Fund changes a particular investment strategy that could have a material impact on the Funds risk profile, the Board generally is consulted in advance with respect to such change.
The Valuation, Distribution and Proxy Oversight Committee monitors fair valuation of portfolio securities based on management reports that include explanations of the reasons for the fair valuation and the methodology used to arrive at the fair value.
The members of the Audit Committee are Messrs. Arch, Crockett, LaCava, Stickel (Chair), Troccoli (Vice Chair) and Vaughn, and Mss. Hostetler, Krentzman and Ressel. The Audit Committee performs a number of functions with respect to the oversight of the Funds accounting and financial reporting, including: (i) assisting the Board with its oversight of the qualifications, independence and performance of the independent registered public accountants; (ii) appointing independent registered public accountants for the Funds; (iii) to the extent required, pre-approving certain audit and permissible non-audit services; (iv) overseeing the financial reporting process for the Funds; (v) assisting the Board with its oversight of the integrity of the Funds financial statements and compliance with legal and regulatory requirements that relate to the Funds accounting and financial reporting, internal control over financial reporting and independent audits; and (vi) pre-approving engagements for non-audit services to be provided by the Funds independent auditors to the Funds investment adviser or to any of its affiliates. During the fiscal year ended August 31, 2019, the Audit Committee held seven meetings.
The members of the Compliance Committee are Messrs. Arch (Chair), Motley, Stickel, Troccoli and Vaughn, and Mss. Brown, Hostetler, Krentzman and Ressel (Vice Chair). The Compliance Committee performs a number of functions with respect to compliance matters, including: (i) reviewing and making recommendations concerning the qualifications, performance and compensation of the Funds Chief Compliance Officer; (ii) reviewing recommendations and reports made by the Chief Compliance Officer or Senior Officer of the Funds regarding compliance matters; (iii) overseeing compliance policies and procedures of the Funds and their service providers; (iv) overseeing potential conflicts of interest that are reported to the Compliance Committee by Invesco, the Chief Compliance Officer, or the Senior Officer; (v) reviewing reports prepared by a third partys compliance review of
31
Invesco; (vi) if requested by the Board, overseeing risk management with respect to the Funds, including receiving and overseeing risk management reports from Invesco that are applicable to the Funds and their service providers; and (vii) reviewing reports by Invesco on correspondence with regulators or governmental agencies with respect to the Funds and recommending to the Board what action, if any, should be taken by the Funds in light of such reports. During the fiscal year ended August 31, 2019, the Compliance Committee held six meetings.
The members of the Governance Committee are Messrs. Crockett, Fields (Chair), LaCava, Vandivort and Wilson, Ms. Stern and Drs. Jones and Mathai-Davis (Vice Chair). The Governance Committee performs a number of functions with respect to governance, including: (i) nominating persons to serve as Independent Trustees and as members of each Committee, and nominating the Chair of the Board and the Chair and Vice Chair of each Committee; (ii) reviewing and making recommendations to the full Board regarding the size and composition of the Board and the compensation payable to the Independent Trustees;(iii) overseeing the annual evaluation of the performance of the Board and its Committees; (iv) considering and overseeing the selection of independent legal counsel to the Independent Trustees; (v) reviewing and approving the compensation paid to the Senior Officer; (vi) reviewing administrative and/or logistical matters pertaining to the operations of the Board; and (vii) reviewing annually recommendations from Invesco regarding amounts and coverage of primary and excess directors and officers/errors and omissions liability insurance and allocation of premiums. During the fiscal year ended August 31, 2019, the Governance Committee held ten meetings.
The Governance Committee will consider nominees recommended by a shareholder to serve as trustees, provided: (i) that such submitting shareholder is a shareholder of record at the time he or she submits such names and is entitled to vote at the meeting of shareholders at which trustees will be elected; and (ii) that the Governance Committee or the Board, as applicable, shall make the final determination of persons to be nominated. Notice procedures set forth in the Trusts bylaws require that any shareholder of a Fund desiring to nominate a candidate for election at a shareholder meeting must provide certain information about itself and the candidate, and must submit to the Trusts Secretary the nomination in writing not later than the close of business on the later of the 90th day, nor earlier than the close of business on the 120th day, prior to the first anniversary of the preceding years annual meeting; provided, however, that in the event that the date of the annual meeting is advanced by more than 30 days or delayed by more than 60 days from such anniversary date or if the Trust has not previously held an annual meeting, notice by the Shareholder to be timely must be so delivered not earlier than the close of business on the 120th day prior to such annual meeting and not later than the close of business on the later of the 90th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made by the Trust.
The members of the Investments Committee are Messrs. Arch, Crockett (Chair), Fields, Flanagan, LaCava, Motley, Stickel, Taylor, Troccoli, Vandivort, Vaughn and Wilson (Vice Chair), Mss. Brown, Hostetler (Vice Chair), Krentzman, Ressel and Stern (Vice Chair) and Drs. Jones and Mathai-Davis. The Investments Committees primary purposes are to assist the Board in its oversight of the investment management services provided by Invesco and the Sub-Advisers and to periodically review Fund performance information, information regarding the Funds trading practices and such other reports pertaining to portfolio securities transactions and information regarding the investment personnel and other resources devoted to the management of the Funds and make recommendations to the Board, when applicable. During the fiscal year ended August 31, 2019, the Investments Committee held five meetings.
The Investments Committee has established three Sub-Committees and delegated to the Sub-Committees responsibility for, among other matters: (i) reviewing the performance of the Funds that have been assigned to a particular Sub-Committee (for each Sub-Committee, the Designated Funds), except to the extent the Investments Committee takes such action directly; (ii) reviewing with the applicable portfolio managers from time to time the investment objective(s), policies, strategies, performance and risks and other investment-related matters of the Designated Funds; and (iii) being familiar with the investment objectives and principal investment strategies of the Designated Funds as stated in such
32
Designated Funds prospectuses, and with the managements discussion of fund performance section of the Designated Funds periodic shareholder reports.
The members of the Valuation, Distribution and Proxy Oversight Committee are Messrs. Fields, Motley, Vandivort and Wilson, Mss. Brown and Stern and Drs. Jones (Vice Chair) and Mathai-Davis (Chair). The Valuation, Distribution and Proxy Oversight Committee performs a number of functions with respect to valuation, distribution and proxy voting, including: (i) reviewing reports and making recommendations to the full Board regarding the Funds valuation methods and determinations, and annually approving and making recommendations to the full Board regarding pricing procedures; (ii) reviewing Invescos annual report evaluating the pricing vendors, and approving and recommending that the full Board approve changes to pricing vendors and pricing methodologies; (iii) reviewing reports and making recommendations to the full Board regarding mutual fund distribution and marketing channels and expenditures; (iv) reviewing reports and making recommendations to the full Board regarding proxy voting guidelines, policies and procedures; and (v) receiving reports regarding actual or potential conflicts of interest by investment personnel or others that could affect their input or recommendations regarding pricing issues and, if appropriate, consulting with the Compliance Committee about such conflicts. During the fiscal year ended August 31, 2019, the Valuation, Distribution and Proxy Oversight Committee held five meetings.
Trustee Ownership of Fund Shares
The dollar range of equity securities beneficially owned by each trustee (i) in the Funds and (ii) on an aggregate basis, in all registered investment companies overseen by the trustee within the Invesco Funds complex, is set forth in Appendix C.
Each Trustee who is not affiliated with Invesco is compensated for his or her services according to a fee schedule that recognizes the fact that such Trustee also serves as a Trustee of other Invesco Funds. Each such Trustee receives a fee, allocated among the Invesco Funds for which he or she serves as a Trustee that consists of an annual retainer component and a meeting fee component. The Chair of the Board and of each Committee and Sub-Committee receive additional compensation for their services.
Information regarding compensation paid or accrued for each Trustee of the Trust who was not affiliated with Invesco during the year ended December 31, 2018 is found in Appendix D.
The Trustees have adopted a retirement policy that permits each Trustee to serve until December 31 of the year in which the Trustee turns 75.
Pre-Amendment Retirement Plan For Trustees
The Trustees have adopted a Retirement Plan for the Trustees who are not affiliated with the Adviser. A description of the pre-amendment Retirement Plan follows. Annual retirement benefits are available from the Funds and/or the other Invesco Funds for which a Trustee serves (each, a Covered Fund), for each Trustee who is not an employee or officer of the Adviser, who either (a) became a Trustee prior to December 1, 2008, and who has at least five years of credited service as a Trustee (including service to a predecessor fund) of a Covered Fund, or (b) was a member of the Board of Trustees of a Van Kampen Fund immediately prior to June 1, 2010 (Former Van Kampen Trustee), and has at least one year of credited service as a Trustee of a Covered Fund after June 1, 2010.
For Trustees other than Former Van Kampen Trustees, effective January 1, 2006, for retirements after December 31, 2005, the retirement benefits will equal 75% of the Trustees annual retainer paid to or accrued by any Covered Fund with respect to such Trustee during the twelve-month period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation
33
agreement between the Covered Fund and the Trustee. The amount of the annual retirement benefit does not include additional compensation paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the Trustee or deferred. The annual retirement benefit is payable in quarterly installments for a number of years equal to the lesser of (i) sixteen years or (ii) the number of such Trustees credited years of service. If a Trustee dies prior to receiving the full amount of retirement benefits, the remaining payments will be made to the deceased Trustees designated beneficiary for the same length of time that the Trustee would have received the payments based on his or her service or, if the Trustee has elected, in a discounted lump sum payment. A Trustee must have attained the age of 65 (60 in the event of disability) to receive any retirement benefit. A Trustee may make an irrevocable election to commence payment of retirement benefits upon retirement from the Board before age 72; in such a case, the annual retirement benefit is subject to a reduction for early payment.
If the Former Van Kampen Trustee completes at least 10 years of credited service after June 1, 2010, the retirement benefit will equal 75% of the Former Van Kampen Trustees annual retainer paid to or accrued by any Covered Fund with respect to such Trustee during the twelve-month period prior to retirement, including the amount of any retainer deferred under a separate deferred compensation agreement between the Covered Fund and such Trustee. The amount of the annual retirement benefit does not include additional compensation paid for Board meeting fees or compensation paid to the Chair of the Board and the Chairs and Vice Chairs of certain Board committees, whether such amounts are paid directly to the Trustee or deferred. The annual retirement benefit is payable in quarterly installments for 10 years beginning after the later of the Former Van Kampen Trustees termination of service or attainment of age 72 (or age 60 in the event of disability or immediately in the event of death). If a Former Van Kampen Trustee dies prior to receiving the full amount of retirement benefits, the remaining payments will be made to the deceased Trustees designated beneficiary or, if the Trustee has elected, in a discounted lump sum payment.
If the Former Van Kampen Trustee completes less than 10 years of credited service after June 1, 2010, the retirement benefit will be payable at the applicable time described in the preceding paragraph, but will be paid in two components successively. For the period of time equal to the Former Van Kampen Trustees years of credited service after June 1, 2010, the first component of the annual retirement benefit will equal 75% of the compensation amount described in the preceding paragraph. Thereafter, for the period of time equal to the Former Van Kampen Trustees years of credited service after June 1, 2010, the second component of the annual retirement benefit will equal the excess of (x) 75% of the compensation amount described in the preceding paragraph, over (y) $68,041 plus an interest factor of 4% per year compounded annually measured from June 1, 2010 through the first day of each year for which payments under this second component are to be made. In no event, however, will the retirement benefits under the two components be made for a period of time greater than 10 years. For example, if the Former Van Kampen Trustee completes 7 years of credited service after June 1, 2010, he or she will receive 7 years of payments under the first component and thereafter 3 years of payments under the second component, and if the Former Van Kampen Trustee completes 4 years of credited service after June 1, 2010, he or she will receive 4 years of payments under the first component and thereafter 4 years of payments under the second component.
Amendment of Retirement Plan and Conversion to Defined Contribution Plan
The Trustees approved an amendment to the Retirement Plan to convert it to a defined contribution plan for active Trustees (the Amended Plan). Under the Amended Plan, the benefit amount was amended for each active Trustee to the present value of the Trustees existing retirement plan benefit as of December 31, 2013 (the Existing Plan Benefit) plus the present value of retirement benefits expected to be earned under the Retirement Plan through the end of the calendar year in which the Trustee attained age 75 (the Expected Future Benefit and, together with the Existing Plan Benefit, the Accrued Benefit). On the conversion date, the Covered Funds established bookkeeping accounts in the amount of their pro rata share of the Accrued Benefit, which is deemed to be invested in one or more Invesco Funds selected by the participating Trustees. Such accounts will be adjusted from time to time to reflect deemed investment earnings and losses. Each Trustees Accrued Benefit is not funded and, with
34
respect to the payments of amounts held in the accounts, the participating Trustees have the status of unsecured creditors of the Covered Funds. Trustees will be paid the adjusted account balance under the Amended Plan in quarterly installments for the same period as described above.
Deferred Compensation Agreements
Three retired Trustees, as well as Messrs. Crockett, LaCava, Motley, Troccoli, Vandivort, Vaughn and Wilson, Mss. Hostetler and Stern and Drs. Jones and Mathai-Davis (for purposes of this paragraph only, the Deferring Trustees) have each executed a Deferred Compensation Agreement (collectively, the Compensation Agreements). Pursuant to the Compensation Agreements, the Deferring Trustees have the option to elect to defer receipt of up to 100% of their compensation payable by the Funds, and such amounts are placed into a deferral account and deemed to be invested in one or more Invesco Funds selected by the Deferring Trustees.
Distributions from these deferral accounts will be paid in cash, generally in equal quarterly installments over a period of up to ten (10) years (depending on the Compensation Agreement) beginning on the date selected under the Compensation Agreement. If a Deferring Trustee dies prior to the distribution of amounts in his or her deferral account, the balance of the deferral account will be distributed to his or her designated beneficiary. The Compensation Agreements are not funded and, with respect to the payments of amounts held in the deferral accounts, the Deferring Trustees have the status of unsecured creditors of the Funds and of each other Invesco Fund from which they are deferring compensation.
Invesco, the Trust, Invesco Distributors and certain Sub-Advisers each have adopted a Code of Ethics that applies to all Invesco Fund trustees and officers, and employees of Invesco, the Sub-Advisers and their affiliates, and governs, among other things, the personal trading activities of all such persons. Certain Sub-Advisers have adopted their own Code of Ethics. Each Code of Ethics is designed to detect and prevent improper personal trading by portfolio managers and certain other employees that could compete with or take advantage of the Funds portfolio transactions. Unless specifically noted, to the extent a Sub-Adviser has adopted its own Code of Ethics, each Sub-Advisers Code of Ethics does not materially differ from Invescos Code of Ethics discussed below. The Code of Ethics is intended to address conflicts of interest with the Trust that may arise from personal trading, including personal trading in most of the Invesco Funds. Personal trading, including personal trading involving securities that may be purchased or held by an Invesco Fund, is permitted under the Code of Ethics subject to certain restrictions; however, employees are required to pre-clear security transactions with the Compliance Officer or a designee and to report transactions on a regular basis.
Invesco has adopted its own specific Proxy Voting Policies. The Board has delegated responsibility for decisions regarding proxy voting for securities held by each Fund to the following Adviser/Sub-Adviser(s):
Fund |
Adviser/Sub-Adviser |
|
Invesco Premier Portfolio | Invesco Advisers, Inc. | |
Invesco Premier Tax-Exempt Portfolio | Invesco Advisers, Inc. | |
Invesco Premier U.S. Government Money Portfolio | Invesco Advisers, Inc. |
Invesco (the Proxy Voting Entity) will vote such proxies in accordance with its proxy policies and procedures, which have been reviewed and approved by the Board, and which are found in Appendix E. Any material changes to the proxy voting policies and procedures will be submitted to the Board for approval. The Board will be supplied with a summary quarterly report of each Funds proxy voting record. Information regarding how the Funds voted proxies related to their portfolio securities during the 12
35
months ended June 30, 2019, is available without charge at our website http://www.invesco.com/us. This information is also available at the SEC website, http://www.sec.gov.
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
Information about the ownership of each class of each Funds shares by beneficial or record owners of such Fund and ownership of Fund shares by trustees and officers as a group is found in Appendix F. A shareholder who owns beneficially 25% or more of the outstanding shares of a Fund is presumed to control that Fund.
Invesco serves as the Funds investment adviser. The Adviser manages the investment operations of the Funds as well as other investment portfolios that encompass a broad range of investment objectives, and has agreed to perform or arrange for the performance of the Funds day-to-day management. The Adviser, as successor in interest to multiple investment advisers, has been an investment adviser since 1976. Invesco Advisers, Inc. is an indirect, wholly-owned subsidiary of Invesco Ltd. Invesco Ltd. and its subsidiaries are an independent global investment management group. Certain of the directors and officers of Invesco are also executive officers of the Trust and their affiliations are shown under Management Information herein.
As investment adviser, Invesco supervises all aspects of the Funds operations and provides investment advisory services to the Funds. Invesco obtains and evaluates economic, statistical and financial information to formulate and implement investment programs for the Funds. The Master Investment Advisory Agreement (Advisory Agreement) provides that, in fulfilling its responsibilities, Invesco may engage the services of other investment managers with respect to one or more of the Funds. The investment advisory services of Invesco are not exclusive and Invesco is free to render investment advisory services to others, including other investment companies.
Pursuant to an administrative services agreement with the Funds, Invesco is also responsible for furnishing to the Funds, at Invescos expense, the services of persons believed to be competent to perform all supervisory and administrative services required by the Funds, which in the judgment of the trustees, are necessary to conduct the respective businesses of the Funds effectively, as well as the offices, equipment and other facilities necessary for their operations. Such functions include the maintenance of each Funds accounts and records, and the preparation of all requisite corporate documents such as tax returns and reports to the SEC and shareholders.
The Advisory Agreement provides that each Fund will pay or cause to be paid all expenses of such Fund not assumed by Invesco, including, without limitation: brokerage commissions, taxes, legal, auditing or governmental fees, custodian, transfer and shareholder service agent costs, expenses of issue, sale, redemption, and repurchase of shares, expenses of registering and qualifying shares for sale, expenses relating to trustee and shareholder meetings, the cost of preparing and distributing reports and notices to shareholders, the fees and other expenses incurred by the Trust on behalf of each Fund in connection with membership in investment company organizations, and the cost of printing copies of prospectuses and statements of additional information distributed to the Funds shareholders.
Invesco, at its own expense, furnishes to the Trust office space and facilities. Invesco furnishes to the Trust all personnel for managing the affairs of the Trust and each of its series of shares.
Pursuant to its Advisory Agreement with the Trust, Invesco receives a monthly fee from each Fund calculated at the annual rates indicated in the second column below, based on the average daily net assets of each Fund during the year. Each Fund allocates advisory fees to a class based on the relative net assets of each class.
36
Fund |
Net Assets | Annual Rate | ||||
Invesco Premier Portfolio |
All Assets | 0.25 | % | |||
Invesco Premier Tax-Exempt Portfolio |
All Assets | 0.25 | % | |||
Invesco Premier U.S. Government Money Portfolio |
All Assets | 0.25 | % |
Invesco may from time to time waive or reduce its fee. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors. During periods of voluntary fee waivers or reductions, Invesco will retain its ability to be reimbursed for such fee prior to the end of each fiscal year.
Invesco has contractually agreed through at least December 31, 2020 to waive management fees equal to 0.07% of Invesco Premier Portfolios and Invesco Premier U.S. Government Money Portfolios average daily net assets. In addition, Invesco has contractually agreed through at least December 31, 2020 to waive management fees equal to 0.05% of Invesco Premier Tax-Exempt Portfolios average daily net assets. Such contractual fee waivers or reductions are set forth in the Fee Table to the Funds Prospectus. Unless Invesco continues the fee waiver agreements, they will terminate on December 31, 2020. During their terms, the fee waiver agreements cannot be terminated or amended to reduce the advisory fee waivers without the approval of the Board of Trustees.
The management fees payable by each Fund, the amount waived by Invesco and the net fees paid by each Fund for the last three fiscal years ended August 31 are found in Appendix G.
Invesco has entered into a Sub-Advisory Agreement with certain affiliates to serve as sub-advisers to each Fund (each a Sub-Adviser), other than Invesco Premier U.S. Government Money Portfolio, pursuant to which these affiliated sub-advisers may be appointed by Invesco from time to time to provide discretionary investment management services, investment advice, and/or order execution services to the Funds. These affiliated sub-advisers, each of which is a registered investment adviser under the Advisers Act, are:
Invesco Asset Management Deutschland Gmbh (Invesco Deutschland)
Invesco Asset Management Limited (Invesco Asset Management)
Invesco Asset Management (Japan) Limited (Invesco Japan)
Invesco Canada Ltd. (Invesco Canada)
Invesco Hong Kong Limited (Invesco Hong Kong)
Invesco Senior Secured Management, Inc. (Invesco Senior Secured);
Invesco has also entered into a Sub-Advisory Agreement with another affiliate, Invesco Capital Management LLC (Invesco Capital), also a registered investment adviser under the Advisers Act, to provide discretionary investment management services, investment advice, and/or order execution services to Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio.
Invesco has also entered into a Sub-Advisory Agreement with another affiliate, Invesco Asset Management (India) Private Limited (Invesco India), also a registered investment adviser under the Advisers Act, to provide discretionary investment management services, investment advice, and/or order execution services to Invesco Premier Portfolio and Invesco Premier Tax-Exempt Portfolio.
Invesco and each Sub-Adviser are indirect wholly-owned subsidiaries of Invesco Ltd.
The only fees payable to the Sub-Advisers described above under the Sub-Advisory Agreements are for providing discretionary investment management services. For such services, Invesco will pay each Sub-Adviser a fee, computed daily and paid monthly, equal to (i) 40% of the monthly compensation that Invesco receives from the Trust, multiplied by (ii) the fraction equal to the net assets of such Fund as to which such Sub-Adviser shall have provided discretionary investment management services for that month divided by the net assets of such Fund for that month. Pursuant to the Sub-Advisory Agreement, this fee is reduced to reflect contractual or voluntary fee waivers or expense limitations by Invesco, if any,
37
in effect from time to time. In no event shall the aggregate monthly fees paid to the Sub-Advisers under the Sub-Advisory Agreement exceed 40% of the monthly compensation that Invesco receives from the Trust pursuant to its advisory agreement with the Trust, as reduced to reflect contractual or voluntary fee waivers or expense limitations by Invesco, if any.
Marketing Support and Administrative Support Payments
Invesco, Invesco Distributors, or one of their affiliates (Invesco Affiliates) may, from time to time, at their expense out of their own financial resources make cash payments to financial intermediaries that sell shares of the Invesco Funds or provide promotional and/or sales support on behalf of Invesco and Invesco Distributors with respect to the Invesco Funds. Financial intermediaries receiving marketing support payments may agree to provide a variety of services and activities that benefit Invesco and its affiliates, such as including the Invesco Funds on a preferred or select sales list or in other sales programs, providing access to the financial intermediaries registered representatives, providing assistance in training and education of personnel, providing marketing support, and other services. In addition, Invesco Affiliates may, from time to time, at their expense out of their own financial resources make cash payments to financial intermediaries that provide administrative services to their customers. These administrative support payments may be made for recordkeeping, sub-accounting, sub-transfer agency, shareholder processing and similar services.
Marketing and administrative support payments are in addition to any fees paid by an Invesco Fund, including Rule 12b-1 fees. Marketing and administrative support payments, whether a fixed payment or calculated as a percentage of assets attributable to a financial intermediary in a given Invesco Fund, may be different for different financial intermediaries, and shall not exceed 0.25% of the average daily net assets of all shares attributable to the financial intermediary in any Invesco Fund during a particular period. Moreover, where financial intermediaries provide services to the Invesco Funds or an Invesco Affiliate, the costs of providing the services and the package of services provided may differ. The Invesco Affiliates do not make an independent assessment of the cost of such services. A list of financial intermediaries to whom Invesco Affiliates paid marketing and/or administrative support payments during the prior calendar year is attached hereto as Appendix H. This list may not be current and changes over time.
These payments could be significant to the financial intermediaries and may create an incentive for a financial intermediary to recommend or sell shares of the Invesco Funds to its customers, thereby increasing the assets in the Invesco Funds. Please contact your financial intermediary for details about any payments they or their firm may receive in connection with the sale of Fund shares or the provision of services to the Funds.
Administrative Services Agreement. Invesco and the Trust have entered into a Master Administrative Services Agreement (Administrative Services Agreement) pursuant to which Invesco may perform or arrange for the provision of certain accounting and other administrative services to each Fund which are not required to be performed by Invesco under the Advisory Agreement. The Administrative Services Agreement provides that it will remain in effect and continue from year to year only if such continuance is specifically approved at least annually by the Board, including the independent trustees, by votes cast in person at a meeting called for such purpose. The Administrative Services Agreement provides that Invesco will not charge the Funds any fees for such services. Administrative service fees paid to Invesco by each Fund for the last three fiscal years ended August 31 are found in Appendix I.
Transfer Agent. Invesco Investment Services, Inc., (Invesco Investment Services), 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173, a wholly-owned subsidiary of Invesco Ltd., is the Trusts transfer agent.
38
The Transfer Agency and Service Agreement (the TA Agreement) between the Trust and Invesco Investment Services provides that Invesco Investment Services will perform certain services related to the servicing of shareholders of the Funds. The TA Agreement provides that Invesco Investment Services will not charge the Funds any fees for such services.
Sub-Transfer Agent. Invesco Canada, 5140 Yonge Street, Suite 800, Toronto, Ontario, Canada M2N6X7, a wholly-owned, indirect subsidiary of Invesco Ltd., provides services to the Trust as a sub-transfer agent, pursuant to an agreement between Invesco Canada and Invesco Investment Services. The Trust does not pay a fee to Invesco Canada for these services. Rather Invesco Canada is compensated by Invesco Investment Services, as a sub-contractor.
Custodian. The Bank of New York Mellon (the Custodian), 2 Hanson Place, Brooklyn, New York 11217-1431, is custodian of all securities and cash of the Funds.
Under its contract with the Trust, the Custodian maintains the portfolio securities of the Funds, administers the purchases and sales of portfolio securities, collects interest and dividends and other distributions made on the securities held in the portfolios of the Funds and performs other ministerial duties. These services do not include any supervisory function over management or provide any protection against any possible depreciation of assets.
Independent Registered Public Accounting Firm. The Funds independent registered public accounting firm is responsible for auditing the financial statements of the Funds. The Audit Committee of the Board has appointed, and the Board has ratified and approved, PricewaterhouseCoopers LLP, 1000 Louisiana Street, Suite 5800, Houston, Texas 77002-5021, as the independent registered public accounting firm to audit the financial statements of the Funds. Such appointment was ratified and approved by the Board. In connection with the audit of the Funds financial statements, the Funds entered into an engagement letter with PricewaterhouseCoopers LLP. The terms of the engagement letter required by PricewaterhouseCoopers LLP, and agreed to by the Funds Audit Committee, include a provision mandating the use of mediation and arbitration to resolve any controversy or claim between the parties arising out of or relating to the engagement letter or the services provided thereunder.
Counsel to the Trust. Legal matters for the Trust have been passed upon by Stradley Ronon Stevens & Young, LLP, 2005 Market Street, Suite 2600, Philadelphia, PA 19103-7018.
BROKERAGE ALLOCATION AND OTHER PRACTICES
The Sub-Advisers have adopted compliance procedures that cover, among other items, brokerage allocation and other trading practices. If all or a portion of a Funds assets are managed by one or more Sub-Advisers, the decision to buy and sell securities and broker selection will be made by the Sub-Adviser for the assets it manages. Unless specifically noted, the Sub-Advisers brokerage allocation procedures do not materially differ from Invesco Advisers, Inc.s procedures.
As discussed below, Invesco and the Sub-Advisers, unless prohibited by applicable law, may cause a Fund to pay a broker-dealer a commission for effecting a transaction that exceeds the amount another broker-dealer would have charged for effecting the same transaction in recognition of the value of brokerage and research services provided by that broker-dealer. Effective January 3, 2018, under the European Unions Markets in Financial Instruments Directive (MiFID II), European Union investment advisers, including Invesco Deutschland and Invesco Asset Management, which may act as sub-adviser to certain Funds as described in such Funds prospectuses, must pay for research from broker-dealers directly out of their own resources, rather than through client commissions.
Placing trades generally involves acting on portfolio manager instructions to buy or sell a specified amount of portfolio securities, including selecting one or more broker-dealers, including affiliated
39
and third-party broker-dealers to execute the trades, and negotiating commissions and spreads. Various Invesco Ltd. subsidiaries have created a global equity trading desk. The global equity trading desk has assigned local traders in six primary trading centers to place equity securities trades in their regions. Invesco Advisers Americas desk, located in Atlanta and Toronto, generally places trades of equity securities in North America, Canada and Latin America; the Hong Kong desk of Invesco Hong Kong (the Hong Kong Desk) generally places trades of equity securities in the Asia-Pacific markets, except Japan and China; the Japan trading desk of Invesco Japan generally places trades of equity securities in the Japanese markets; the EMEA trading desk of Invesco Asset Management (the EMEA Desk) generally places trades of equity securities in European, Middle Eastern and African countries; the Australia desk, located in Sydney and Melbourne, for the execution of orders of equity securities trading in the Australian and New Zealand markets and the Taipei desk, located in Taipei, for the execution of orders of securities trading in the Chinese market. Invesco, Invesco Canada, Invesco Australia, Invesco Japan, Invesco Deutschland, Invesco Hong Kong, Invesco Capital and Invesco Asset Management use the global equity trading desk to place equity trades. Other Sub-Advisers may use the global equity trading desk in the future. The trading procedures for the global trading desks are similar in all material respects.
References in the language below to actions by Invesco or a Sub-Adviser making determinations or taking actions related to equity trading include these entities delegation of these determinations/actions to the Americas Desk, the Hong Kong Desk, and the EMEA Desk. Even when trading is delegated by Invesco or the Sub-Advisers to the various arms of the global equity trading desk, Invesco or the Sub-Advisers that delegate trading is responsible for oversight of this trading activity.
Invesco or the Sub-Advisers make decisions to buy and sell securities for each Fund, select broker-dealers (each, a Broker), effect the Funds investment portfolio transactions, allocate brokerage fees in such transactions and, where applicable, negotiate commissions and spreads on transactions. Invescos and the Sub-Advisers primary consideration in effecting a security transaction is to obtain best execution, which Invesco defines as prompt and efficient execution of the transaction at the best obtainable price with payment of commissions, mark-ups or mark-downs which are reasonable in relation to the value of the brokerage services provided by the Broker. While Invesco or the Sub-Advisers seek reasonably competitive commission rates, the Funds may not pay the lowest commission or spread available. See Broker Selection below.
Some of the securities in which the Funds invest are traded in over-the-counter markets. Portfolio transactions in such markets may be affected on a principal basis at net prices without commissions, but which include compensation to the Broker in the form of a mark-up or mark-down, or on an agency basis, which involves the payment of negotiated brokerage commissions to the Broker, including electronic communication networks. Purchases of underwritten issues, which include initial public offerings and secondary offerings, include a commission or concession paid by the issuer (not the Funds) to the underwriter. Purchases of money market instruments may be made directly from issuers without the payment of commissions.
Historically, Invesco and the Sub-Advisers did not negotiate commission rates on stock markets outside the United States. In recent years many overseas stock markets have adopted a system of negotiated rates; however, a number of markets maintain an established schedule of minimum commission rates.
In some cases, Invesco may decide to place trades on a blind principal bid basis, which involves combining all trades for one or more portfolios into a single basket, and generating a description of the characteristics of the basket for provision to potential executing brokers. Based on the trade characteristics information provided by Invesco, these brokers submit bids for executing all of the required trades at a designated time for a specific commission rate. Invesco generally selects the broker with the lowest bid to execute these trades.
During the last three fiscal years ended August 31, none of the Funds paid brokerage commissions.
40
The Funds may engage in certain principal and agency transactions with banks and their affiliates that own 5% or more of the outstanding voting securities of an Invesco Fund, provided the conditions of an exemptive order received by the Invesco Funds from the SEC are met. In addition, a Fund may purchase or sell a security from or to certain other Invesco Funds or other accounts (and may invest in the Affiliated Money Market Funds) provided the Funds follow procedures adopted by the Boards of the various Invesco Funds, including the Trust. These inter-fund transactions generally do not generate brokerage commissions but may result in custodial fees or taxes or other related expenses.
Invescos or the Sub-Advisers primary consideration in selecting Brokers to execute portfolio transactions for a Fund is to obtain best execution. In selecting a Broker to execute a portfolio transaction in equity securities for a Fund, Invesco or the Sub-Advisers considers the full range and quality of a Brokers services, including the value of research and/or brokerage services provided (if permitted by applicable law or regulation), execution capability, commission rate, and willingness to commit capital, anonymity and responsiveness. Invescos and the Sub-Advisers primary consideration when selecting a Broker to execute a portfolio transaction in fixed income securities for a Fund is the Brokers ability to deliver or sell the relevant fixed income securities; however, Invesco and the Sub-Advisers will, if permitted by applicable law or regulation, also consider the various factors listed above. In each case, the determinative factor is not the lowest commission or spread available but whether the transaction represents the best qualitative execution for the Fund. Invesco and the Sub-Advisers will not select Brokers based upon their promotion or sale of Fund shares.
Unless prohibited by applicable law, such as MiFIDII (described herein), in choosing Brokers to execute portfolio transactions for the Funds, Invesco or the Sub-Advisers may select Brokers that are not affiliated with Invesco that provide brokerage and/or research services (Soft Dollar Products) to the Funds and/or the other accounts over which Invesco and its affiliates have investment discretion. For the avoidance of doubt, European Union investment advisers, including Invesco Deutschland and Invesco Asset Management, which may act as sub-adviser to certain Invesco Funds as described in such Funds prospectuses, must pay for research from broker-dealers directly out of their own resources, rather than through client commissions. Therefore, the use of the defined term Sub-Advisers throughout this section shall not be deemed to apply to those Sub-Advisers subject to the MiFID II prohibitions. Section 28(e) of the Securities Exchange Act of 1934, as amended, provides that Invesco or the Sub-Advisers, under certain circumstances, lawfully may cause an account to pay a higher commission than the lowest available. Under Section 28(e)(1), Invesco or the Sub-Advisers must make a good faith determination that the commissions paid are reasonable in relation to the value of the brokerage and research services provided ... viewed in terms of either that particular transaction or [Invescos or the Sub-Advisers] overall responsibilities with respect to the accounts as to which [it] exercises investment discretion. The services provided by the Broker also must lawfully and appropriately assist Invesco or the Sub-Advisers in the performance of its investment decision-making responsibilities. Accordingly, a Fund may pay a Broker commissions higher than those available from another Broker in recognition of the Brokers provision of Soft Dollar Products to Invesco or the Sub-Advisers.
Invesco and the Sub-Advisers face a potential conflict of interest when they use client trades to obtain Soft Dollar Products. This conflict exists because Invesco and the Sub-Advisers are able to use the Soft Dollar Products to manage client accounts without paying cash for the Soft Dollar Products, which reduces Invescos or a Sub-Advisers expenses to the extent that Invesco or such Sub-Advisers would have purchased such products had they not been provided by Brokers. Section 28(e) permits Invesco or the Sub-Advisers to use Soft Dollar Products for the benefit of any account it manages. Certain Invesco-managed accounts (or accounts managed by the Sub-Advisers) may generate soft dollars used to purchase Soft Dollar Products that ultimately benefit other Invesco-managed accounts (or Sub-Adviser-managed accounts), effectively cross subsidizing the other Invesco-managed accounts (or the other Sub-Adviser-managed accounts) that benefit directly from the product. Invesco or the Sub-Advisers may not use all of the Soft Dollar Products provided by Brokers through which a Fund effects
41
securities transactions in connection with managing the Fund whose trades generated the soft dollars used to purchase such products.
Invesco presently engages in the following instances of cross-subsidization:
Fixed income funds normally do not generate soft dollar commissions to pay for Soft Dollar Products. Therefore, soft dollar commissions used to pay for Soft Dollar Products which are used to manage certain fixed income Invesco Funds are generated entirely by equity Invesco Funds and other equity client accounts managed by Invesco. In other words, certain fixed income Invesco Funds are cross-subsidized by the equity Invesco Funds in that fixed income Invesco Funds receive the benefit of Soft Dollar Products services for which they do not pay. Similarly, other accounts managed by Invesco or certain of its affiliates may benefit from Soft Dollar Products services for which they do not pay.
Invesco and the Sub-Advisers attempt to reduce or eliminate the potential conflicts of interest concerning the use of Soft Dollar Products by directing client trades for Soft Dollar Products only if Invesco or the Sub-Advisers conclude that the Broker supplying the product is capable of providing best execution.
Certain Soft Dollar Products may be available directly from a vendor on a hard dollar basis; other Soft Dollar Products are available only through Brokers in exchange for soft dollars. Invesco and the Sub-Advisers use soft dollars to purchase two types of Soft Dollar Products:
|
proprietary research created by the Broker executing the trade, and |
|
other products created by third parties that are supplied to Invesco or the Sub-Advisers through the Broker executing the trade. |
Proprietary research consists primarily of traditional research reports, recommendations and similar materials produced by the in-house research staffs of broker-dealer firms. This research includes evaluations and recommendations of specific companies or industry groups, as well as analyses of general economic and market conditions and trends, market data, contacts and other related information and assistance. Invesco periodically rates the quality of proprietary research produced by various Brokers. Based on the evaluation of the quality of information that Invesco receives from each Broker, Invesco develops an estimate of each Brokers share of Invesco clients commission dollars and attempts to direct trades to these firms to meet these estimates.
Invesco and the Sub-Advisers also use soft dollars to acquire products from third parties that are supplied to Invesco or the Sub-Advisers through Brokers executing the trades or other Brokers who step in to a transaction and receive a portion of the brokerage commission for the trade. Invesco or the Sub-Advisers may from time to time instruct the executing Broker to allocate or step out a portion of a transaction to another Broker. The Broker to which Invesco or the Sub-Advisers have stepped out would then settle and complete the designated portion of the transaction, and the executing Broker would settle and complete the remaining portion of the transaction that has not been stepped out. Each Broker may receive a commission or brokerage fee with respect to that portion of the transaction that it settles and completes.
Soft Dollar Products received from Brokers supplement Invescos and the Sub-Advisers own research (and the research of certain of its affiliates), and may include the following types of products and services:
|
Database Services comprehensive databases containing current and/or historical information on companies and industries and indices. Examples include historical securities prices, earnings estimates and financial data. These services may include software tools that allow the user to search the database or to prepare value-added analyses related to the investment process (such as forecasts and models used in the portfolio management process). |
42
|
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. |
|
Fixed Income Security Analysis data and analytical tools that pertain specifically to fixed income securities. These tools assist in creating financial models, such as cash flow projections and interest rate sensitivity analyses, which are relevant to fixed income securities. |
|
Other Specialized Tools other specialized products, such as consulting analyses, access to industry experts, and distinct investment expertise such as forensic accounting or custom built investment-analysis software. |
If Invesco or the Sub-Advisers determine that any service or product has a mixed use (i.e., it also serves functions that do not assist the investment decision-making or trading process), Invesco or the Sub-Advisers will allocate the costs of such service or product accordingly in its reasonable discretion. Invesco or the Sub-Advisers will allocate brokerage commissions to Brokers only for the portion of the service or product that Invesco or the Sub-Advisers determine assists it in the investment decision-making or trading process and will pay for the remaining value of the product or service in cash.
Outside research assistance is useful to Invesco or the Sub-Advisers because the Brokers used by Invesco or the Sub-Advisers tend to provide more in-depth analysis of a broader universe of securities and other matters than Invescos or the Sub-Advisers staff follow. In addition, such services provide Invesco or the Sub-Advisers with a diverse perspective on financial markets. Some Brokers may indicate that the provision of research services is dependent upon the generation of certain specified levels of commissions and underwriting concessions by Invescos or the Sub-Advisers clients, including the Funds. However, the Funds are not under any obligation to deal with any Broker in the execution of transactions in portfolio securities. In some cases, Soft Dollar Products are available only from the Broker providing them. In other cases, Soft Dollar Products may be obtainable from alternative sources in return for cash payments. Invesco and the Sub-Advisers believe that because Broker research supplements rather than replaces Invescos or the Sub-Advisers research, the receipt of such research tends to improve the quality of Invescos or the Sub-Advisers investment advice. The advisory fee paid by the Funds is not reduced because Invesco or the Sub-Advisers receive such services. To the extent the Funds portfolio transactions are used to obtain Soft Dollar Products, the brokerage commissions obtained by the Funds might exceed those that might otherwise have been paid.
Invesco or the Sub-Advisers may determine target levels of brokerage business with various Brokers on behalf of its clients (including the Funds) over a certain time period. Invesco determines target levels based upon the following factors, among others: (1) the execution services provided by the Broker; and (2) the research services provided by the Broker. Portfolio transactions may be effected through Brokers that recommend the Funds to their clients, or that act as agent in the purchase of a Funds shares for their clients, provided that Invesco or the Sub-Advisers believe such Brokers provide best execution and such transactions are executed in compliance with Invescos policy against using directed brokerage to compensate Brokers for promoting or selling Invesco Fund shares. Invesco and the Sub-Advisers will not enter into a binding commitment with Brokers to place trades with such Brokers involving brokerage commissions in precise amounts.
As noted above, under MiFID II, European Union investment advisers, including Invesco Deutschland and Invesco Asset Management, are not permitted to use Soft Dollar Products to pay for research from brokers but rather must pay for research out of their own profit and loss or have research costs paid by clients through research payment accounts that are funded by a specific client research
43
charge or the research component of trade orders. Such payments for research must be unbundled from the payments for execution. As a result, Invesco Deutschland and Invesco Asset Management are restricted from using Soft Dollar Products in managing the Invesco Funds that they sub-advise.
The Adviser or Sub-Adviser may place trades with Invesco Capital Markets, Inc. (ICMI), a broker-dealer with whom it is affiliated, provided the Adviser or Sub-Adviser determines that ICMIs trade execution abilities and costs are at least comparable to those of non-affiliated brokerage firms with which the Adviser or Sub-Adviser could otherwise place similar trades. ICMI receives brokerage commissions in connection with effecting trades for the Funds and, therefore, use of ICMI presents a conflict of interest for the Adviser or Sub-Adviser. Trades placed through ICMI, including the brokerage commissions paid to ICMI, are subject to procedures adopted by the Board.
Information concerning the Funds acquisition of securities of their brokers during the last fiscal year ended August 31, 2019 is found in Appendix J.
Allocation of Portfolio Transactions
Invesco and the Sub-Advisers manage numerous Invesco Funds and other accounts. Some of these accounts may have investment objectives similar to the Funds. Occasionally, identical securities will be appropriate for investment by one of the Funds and by another Invesco Fund or one or more other accounts. However, the position of each account in the same security and the length of time that each account may hold its investment in the same security may vary. Invesco and the Sub-Adviser will also determine the timing and amount of purchases for an account based on its cash position. If the purchase or sale of securities is consistent with the investment policies of the Fund(s) and one or more other accounts, and is considered at or about the same time, Invesco or the Sub-Advisers will allocate transactions in such securities among the Fund(s) and these accounts on a pro rata basis based on order size or in such other manner believed by Invesco to be fair and equitable. Invesco or the Sub-Advisers may combine transactions in accordance with applicable laws and regulations to obtain the most favorable execution. Simultaneous transactions could, however, adversely affect a Funds ability to obtain or dispose of the full amount of a security which it seeks to purchase or sell.
PURCHASE, REDEMPTION, EXCHANGE AND PRICING OF SHARES
Purchase, Redemption, and Exchange of Shares
Before the initial purchase of shares, an investor must submit a completed account application either directly or through its financial intermediary, to the Funds transfer agent. An investor may change information in his account application by submitting written changes or a new account application to his intermediary or to the Funds transfer agent.
Purchase and redemption orders must be received in good order. To be in good order, the investor, either directly or through his financial intermediary must give the Funds transfer agent all required information and documentation. Additionally, purchase payment must be made in federal funds or by check. If the intermediary fails to deliver the investors payment on the required settlement date, the intermediary must reimburse the Funds for any overdraft charges incurred.
The Funds transfer agent and Invesco Distributors may authorize agents to accept purchase and redemption orders that are in good order on behalf of the Funds. In certain cases, these authorized agents are authorized to designate other intermediaries to accept purchase and redemption orders on a Funds behalf. A Fund will be deemed to have received the purchase or redemption order when the Funds authorized agent or its designee accepts the order. The order will be priced at the net asset value next determined after the order is accepted by the Funds authorized agent or its designee, if applicable.
44
Orders submitted through a financial intermediary that has not received authorization to accept orders on a Funds behalf are priced at the Funds net asset value next calculated by the Fund after it receives the order from the financial intermediary and accepts it, which may not occur on the day submitted to the financial intermediary.
An investor or a financial intermediary may submit a written request to the Funds transfer agent for correction of transactions involving Fund shares. If the Funds transfer agent agrees to correct a transaction, and the correction requires a dividend adjustment, the investor or the intermediary must agree in writing to reimburse the Funds for any resulting loss.
Payment for redeemed institutional shares is normally made by Federal Reserve wire to the bank account designated in the investors account application, while payment for redeemed Investor class shares is normally made by check, but may be sent by Federal Reserve wire at the investors request. Any changes to wire instructions must be submitted to the Funds transfer agent in writing. The Funds transfer agent may request additional documentation. For funds that allow check writing, if you do not have a sufficient number of shares in your account to cover the amount of the check and any applicable deferred sales charge, the check will be returned and no shares will be redeemed. Because it is not possible to determine your accounts value in advance, you should not write a check for the entire value of your account or try to close your account by writing a check.
The Funds transfer agent may request that an intermediary maintain separate master accounts in the Funds for shares held by the intermediary (a) for its own account, for the account of other institutions and for accounts for which the intermediary acts as a fiduciary; and (b) for accounts for which the intermediary acts in some other capacity.
With regard to Funds that do not qualify as Government Money Market Funds, if a Funds weekly liquid assets fall below 30% of its total assets, the Board, in its discretion, may impose liquidity fees of up to 2% of the value of the shares redeemed and/or gates on redemptions. In addition, if a Funds weekly liquid assets fall below 10% of its total assets at the end of any business day, the Fund must impose a 1% liquidity fee on shareholder redemptions unless the Board determines that not doing so is in the best interests of the Fund. For Funds that do not qualify as Government Money Market Funds, when a fee or a gate is in place, shareholders will not be permitted to exchange into or out of a Fund.
The Board may, in its discretion, terminate a liquidity fee or redemption gate at any time if it believes such action to be in the best interest of the Fund and its shareholders. Also, liquidity fees and redemption gates will automatically terminate at the beginning of the next business day once a Funds weekly liquid assets reach at least 30% of its total assets. Redemption gates may only last up to 10 business days in any 90-day period. When a fee or a gate is in place, the Fund may elect not to permit the purchase of shares or to subject the purchase of shares to certain conditions, which may include affirmation of the purchasers knowledge that a fee or a gate is in effect.
The Board may, in its discretion, permanently suspend redemptions and liquidate if, among other things, a Fund, at the end of a business day, has less than 10% of its total assets invested in weekly liquid assets. The Board of the Retail and Government Money Market Funds may suspend redemptions and liquidate if the Funds amortized cost price per share has deviated from its market-based NAV per share, or the Board has determined such deviation is likely to occur.
You may only exchange Institutional Class shares of the Funds for shares of other Funds in the Trust or for shares of other money market funds in Short-Term Investments Trust, but may not exchange Institutional Class shares of such Funds for retail shares of other Invesco Funds or Investor Class shares of Funds in the Trust. You may only exchange Personal Investment Class, Private Investment Class, Reserve Class and Resource Class shares of Invesco Premier Portfolio for shares of other Funds in the Trust or for shares of other money market funds in Short-Term Investments Trust, but may not exchange Personal Investment Class, Private Investment Class, Reserve Class and Resource Class shares of Invesco Premier Portfolio for retail shares of other Invesco Funds or Investor Class shares of Funds in the Trust.
45
Additional information regarding purchases and redemptions is located in each class prospectus, under the headings Purchasing Shares, Redeeming Shares, and Exchanging Shares.
The offering price per share of Invesco Premier U.S. Government Portfolio and Invesco Premier Portfolio is $1.00. There can be no assurance that such Funds will be able to maintain a stable net asset value of $1.00 per share. Invesco Premier Tax-Exempt Portfolio is offered at net asset value.
Calculation of Net Asset Value (Invesco Premier U.S. Government Portfolio and Invesco Premier Portfolio)
The Board has established procedures, in accordance with Rule 2a-7 under the 1940 Act, designed to stabilize each Funds net asset value per share at $1.00, to the extent reasonably possible. Such procedures include review of portfolio holdings by the Trustees at such intervals as they may deem appropriate. The reviews are used to determine whether net asset value, calculated by using available market quotations, deviates from $1.00 per share and, if so, whether such deviation may result in material dilution or is otherwise unfair to investors or existing shareholders. In the event the trustees determine that a material deviation exists, they intend to take such corrective action as they deem necessary and appropriate. Such actions may include selling portfolio securities prior to maturity in order to realize capital gains or losses or to shorten average portfolio maturity, withholding dividends, redeeming shares in kind, or establishing a net asset value per share by using available market quotations. When available market quotations are used to establish the market-based net asset value, the net asset value could possibly be more or less than $1.00 per share.
Under the amortized cost method, each investment is valued at its cost and thereafter any discount or premium is amortized on a constant basis to maturity. Although this method provides certainty of valuation, it may result in periods in which the amortized cost value of the Funds investments is high or lower than the price that would be received if the investments were sold.
Calculation of Net Asset Value (Invesco Premier Tax-Exempt Portfolio)
Invesco Premier Tax-Exempt Portfolio determines its net asset value per share at 3:00 p.m. Eastern Time. In the event the Fund closes early on a business day, the Fund will calculate its net asset value as of the time of such closing. The Fund determines net asset value per share by dividing the value of an Invesco Funds securities, cash and other assets (including interest accrued but not collected) attributable to a particular class, less all its liabilities (including accrued expenses and dividends payable) attributable to that class, by the total number of shares outstanding of that class. Determination of a Funds net asset value per share is made in accordance with generally accepted accounting principles. The net asset value for shareholder transactions may be different than the net asset value reported in the Funds financial statement due to adjustments required by generally accepted accounting principles made to the net asset value of the Fund at period end.
Debt securities (including convertible bonds) and unlisted equities are fair valued using an evaluated quote provided by an independent pricing vendor. Evaluated quotes provided by the pricing vendor may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution size, trading in similar groups of securities, developments related to special securities, dividend rate, yield, quality, coupon rate, maturity, type of issue, individual trading characteristics and other market data. Securities for which market prices are not provided by any of the above methods may be valued based upon quotes furnished by independent sources and are valued at the last bid price in the case of equity securities and Corporate Loans and in the case of debt obligations (excluding Corporate Loans), the mean between the last bid and ask prices. Senior secured floating rate loans and senior secured floating rate debt securities are fair valued using an evaluated quote provided by an independent pricing service. Evaluated quotes provided by the pricing service may reflect appropriate factors such as ratings, tranche type, industry, company performance, spread, individual
46
trading characteristics, institution-size trading in similar groups of securities and other market data. Investments in open-end and closed-end registered investment companies that do not trade on an exchange are valued at the end of day net asset value per share.
Generally, trading in corporate bonds, U.S. Government securities and money market instruments is substantially completed each day prior to the close of the customary trading session of the NYSE. The values of such securities used in computing the net asset value of an Invesco Funds shares are the valuation time(s) for the particular Fund. Occasionally, events affecting the values of such securities may occur between the times at which such values are determined and the close of the customary trading session of the NYSE. If the Adviser believes a development/event has actually caused a closing price to no longer reflect current market value, the closing price may be adjusted to reflect the fair value of the affected security as of the close of the NYSE as determined in good faith using procedures approved by the Board.
Foreign securities are converted into U.S. dollar amounts using exchange rates as of the valuation time(s) for the particular Fund. If market quotations are available and reliable for foreign exchange traded equity securities, the securities will be valued at the market quotations. Because trading hours for certain foreign securities end before the close of the NYSE, closing market quotations may become unreliable. If between the time trading ends on a particular security and the valuation time(s) for the particular Fund, events occur that are significant and may make the closing price unreliable, the Invesco Fund may fair value the security. If an issuer specific event has occurred that the Adviser determines, in its judgment, is likely to have affected the closing price of a foreign security, it will price the security at fair value in good faith using procedures approved by the Board. Adjustments to closing prices to reflect fair value may also be based on a screening process from a pricing vendor to indicate the degree of certainty, based on historical data, that the closing price in the principal market where a foreign security trades is not the current market value as of the close of the NYSE. For foreign securities where the Adviser believes, at the approved degree of certainty, that the price is not reflective of current market value, the Adviser will use the indication of fair value from the pricing vendor to determine the fair value of the security. The pricing vendor, pricing methodology or degree of certainty may change from time to time. Multiple factors may be considered by the pricing vendor in determining adjustments to reflect fair value and may include information relating to sector indices, American Depositary Receipts, domestic and foreign index futures, and exchange-traded funds.
Invesco Fund securities primarily traded in foreign markets may be traded in such markets on days that are not business days of the Invesco Fund. Because the net asset value per share of each Invesco Fund is determined only on business days of the Invesco Fund, the value of the portfolio securities of an Invesco Fund that invests in foreign securities may change on days when an investor cannot exchange or redeem shares of the Invesco Fund.
Securities for which market quotations are not available or are unreliable are valued at fair value as determined in good faith by or under the supervision of the Trusts officers in accordance with procedures approved by the Board of Trustees. Issuer specific events, market trends, bid/ask quotes of brokers and information providers and other market data may be reviewed in the course of making a good faith determination of a securitys fair value.
The Funds do not intend to redeem shares representing an interest in the Funds in kind (i.e., by distributing its portfolio securities).
Although the Invesco Funds generally intend to pay redemption proceeds solely in cash, the Invesco Funds reserve the right to determine, in their sole discretion, whether to satisfy redemption requests by making payment in securities or other property (known as a redemption in kind). For instance, an Invesco Fund may make a redemption in kind if a cash redemption would disrupt its operations or performance. Securities that will be delivered as payment in redemptions in kind will be valued using the same methodologies that the Invesco Fund typically utilizes in valuing such securities. Shareholders
47
receiving such securities are likely to incur transaction and brokerage costs on their subsequent sales of such securities, and the securities may increase or decrease in value until the shareholder sells them. The Trust, on behalf of the Invesco Funds, made an election under Rule 18f-1 under the 1940 Act (a Rule 18f-1 Election) and therefore, the Trust, on behalf of an Invesco Fund, is obligated to redeem for cash all shares presented to such Invesco Fund for redemption by any one shareholder in an amount up to the lesser of $250,000 or 1% of that Invesco Funds net assets in any 90-day period. The Rule 18f-1 Election is irrevocable while Rule 18f-1 under the 1940 Act is in effect unless the SEC by order permits withdrawal of such Rule 18f-1 Election.
Accounts submitted without a correct, certified taxpayer identification number (TIN) or, alternatively, a correctly completed and currently effective IRS Form W-8 (for non-resident aliens) or Form W-9 (for U.S. persons including resident aliens) accompanying the registration information generally will be subject to backup withholding.
Each Invesco Fund, and other payers, generally must withhold 24% of reportable dividends (whether paid in cash or reinvested in additional Invesco Fund shares), including exempt-interest dividends, in the case of any shareholder who fails to provide the Invesco Funds with a TIN and a certification that he is not subject to backup withholding.
An investor is subject to backup withholding if:
1. |
the investor fails to furnish a correct TIN to the Invesco Fund; |
2. |
the IRS notifies the Invesco Fund that the investor furnished an incorrect TIN; |
3. |
the investor or the Invesco Fund is notified by the IRS that the investor is subject to backup withholding because the investor failed to report all of the interest and dividends on such investors tax return (for reportable interest and dividends only); |
4. |
the investor fails to certify to the Invesco Fund that the investor is not subject to backup withholding under (3) above (for reportable interest and dividend accounts opened after 1983 only); or |
5. |
the investor does not certify his TIN. This applies only to non-exempt mutual fund accounts opened after 1983. |
Interest and dividend payments are subject to backup withholding in all five situations discussed above. Redemption proceeds are subject to backup withholding only if (1), (2) or (5) above applies.
Certain payees and payments are exempt from backup withholding and information reporting. Invesco or the Transfer Agent will not provide Form 1099 to those payees.
Investors should contact the IRS if they have any questions concerning withholding.
IRS Penalties. Investors who do not supply the Invesco Funds with a correct TIN will be subject to a $50 penalty imposed by the IRS unless such failure is due to reasonable cause and not willful neglect. If an investor falsifies information on this form or makes any other false statement resulting in no backup withholding on an account which should be subject to backup withholding, such investor may be subject to a $500 penalty imposed by the IRS and to certain criminal penalties including fines and/or imprisonment.
Nonresident Aliens. Nonresident alien individuals and foreign entities with a valid Form W-8 are not subject to the backup withholding previously discussed. The Form W-8 generally remains in effect for a period starting on the date the Form is signed and ending on the last day of the third succeeding calendar year. Such shareholders may, however, be subject to federal income tax withholding at a 30% rate on ordinary income dividends and other distributions. Under applicable treaty law, residents of treaty
48
countries may qualify for a reduced rate of withholding or a withholding exemption. Nonresident alien individuals and some foreign entities failing to provide a valid Form W-8 may be subject to backup withholding and Form 1099 reporting.
The following discussion of dividends and distributions should be read in connection with the applicable sections in the Prospectuses.
All dividends and distributions will be automatically reinvested in additional shares of the same class of a Fund (hereinafter, the Fund) unless the shareholder has requested in writing to receive such dividends and distributions in cash or that they be invested in shares of another Invesco Fund, subject to the terms and conditions set forth in the Prospectus under the caption Purchasing SharesAutomatic Dividend and Distribution Investment. Such dividends and distributions will be reinvested at the net asset value per share determined on the ex-dividend date.
The Fund calculates income dividends and capital gain distributions the same way for each class. The amount of any income dividends per share will differ, however, generally due to any differences in the distribution and service (Rule 12b-1) fees applicable to the classes, as well as any other expenses attributable to a particular class (Class Expenses). Class Expenses, including distribution plan expenses, must be allocated to the class for which they are incurred consistent with applicable legal principles under the 1940 Act.
In the event a Fund (other than Invesco Premier Tax-Exempt Portfolio which is a floating NAV fund), incurs or anticipates any unusual expense, loss or depreciation in the value of a portfolio investment that would adversely affect the net asset value per share of the Fund or the net income per share of a class of the Fund for a particular period, the Board would at that time consider whether to adhere to the present dividend policy described above or to revise it in light of then prevailing circumstances. For example, if the net asset value per share of the Fund was reduced or was anticipated to be reduced below $1.00, the Board might suspend further dividend payments on shares of the Fund until the net asset value returns to $1.00. Thus, such expense, loss or depreciation might result in a shareholder receiving no dividends for the period during which it held shares of the Fund and/or its receiving upon redemption a price per share lower than that which it paid.
The following is a summary of certain additional tax considerations generally affecting the Fund and its shareholders that are not described in the Prospectus. No attempt is made to present a detailed explanation of the tax treatment of the Fund or its shareholders, and the discussion here and in the Prospectus is not intended as a substitute for careful tax planning.
This Tax Matters section is based on the Internal Revenue Code (Code) and applicable regulations in effect on the date of this SAI. Future legislative, regulatory or administrative changes, including provisions of current law that sunset and thereafter no longer apply, or court decisions may significantly change the tax rules applicable to the Fund and its shareholders. Any of these changes or court decisions may have a retroactive effect.
This is for general information only and not tax advice. All investors should consult their own tax advisors as to the federal, state, local and foreign tax provisions applicable to them.
Taxation of the Fund. The Fund has elected and intends to qualify (or, if newly organized, intends to elect and qualify) each year as a regulated investment company (sometimes referred to as a regulated investment company, RIC or fund) under Subchapter M of the Code. If the Fund qualifies, the Fund will not be subject to federal income tax on the portion of its investment company taxable income
49
(i.e., generally, taxable interest, dividends, net short-term capital gains and other taxable ordinary income net of expenses without regard to the deduction for dividends paid) and net capital gain (i.e., the excess of net long-term capital gains over net short-term capital losses) that it distributes to shareholders.
Qualification as a regulated investment company. In order to qualify for treatment as a regulated investment company, the Fund must satisfy the following requirements:
|
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 or 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. |
In some circumstances, the character and timing of income realized by the Fund for purposes of the Income Requirement or the identification of the issuer for purposes of the Asset Diversification Test is uncertain under current law with respect to a particular investment, and an adverse determination or future guidance by the IRS with respect to such type of investment may adversely affect the Funds ability to satisfy these requirements. See Tax Treatment of Portfolio Transactions with respect to the application of these requirements to certain types of investments. In other circumstances, the Fund may be required to sell portfolio holdings in order to meet the Income Requirement, Distribution Requirement, or Asset Diversification Test, which may have a negative impact on the Funds income and performance. In lieu of potential disqualification, the Fund is permitted to pay a tax for certain failures to satisfy the Asset Diversification Test or Income Requirement, which, in general, are limited to those due to reasonable cause and not willful neglect.
The Fund may use equalization accounting (in lieu of making some cash distributions) in determining the portion of its income and gains that has been distributed. If the Fund uses equalization accounting, it will allocate a portion of its undistributed investment company taxable income and net capital gain to redemptions of Fund shares and will correspondingly reduce the amount of such income and gains that it distributes in cash. However, the Fund intends to make cash distributions for each taxable year in an aggregate amount that is sufficient to satisfy the Distribution Requirement without taking into account its use of equalization accounting. If the IRS determines that the Funds allocation is improper and that the Fund has under-distributed its income and gain for any taxable year, the Fund may be liable for federal income and/or excise tax.
If for any taxable year the Fund does not qualify as a regulated investment company, all of its taxable income (including its net capital gain) would be subject to tax at the corporate income tax rate without any deduction for dividends paid to shareholders, and the dividends would be taxable to the shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the Funds current and accumulated earnings and profits. Failure to qualify as a regulated investment company thus
50
would have a negative impact on the Funds income and performance. Subject to savings provisions for certain inadvertent failures to satisfy the Income Requirement or Asset Diversification Test which, in general, are limited to those due to reasonable cause and not willful neglect, it is possible that the Fund will not qualify as a regulated investment company in any given tax year. Even if such savings provisions apply, the Fund may be subject to a monetary sanction of $50,000 or more. Moreover, the Board reserves the right not to maintain the qualification of the Fund as a regulated investment company if it determines such a course of action to be beneficial to shareholders.
Capital loss carryovers. The capital losses of the Fund, if any, do not flow through to shareholders. Rather, the Fund may use its capital losses, subject to applicable limitations, to offset its capital gains without being required to pay taxes on or distribute to shareholders such gains that are offset by the losses. If the Fund has a net capital loss (that is, capital losses in excess of capital gains) the excess (if any) of the Funds net short-term capital losses over its net long-term capital gains is treated as a short-term capital loss arising on the first day of the Funds next taxable year, and the excess (if any) of the Funds net long-term capital losses over its net short-term capital gains is treated as a long-term capital loss arising on the first day of the Funds next taxable year. Any such net capital losses of the Fund that are not used to offset capital gains may be carried forward indefinitely to reduce any future capital gains realized by the Fund in succeeding taxable years. The amount of capital losses that can be carried forward and used in any single year is subject to an annual limitation if there is a more than 50% change in ownership of the Fund. An ownership change generally results when shareholders owning 5% or more of the Fund increase their aggregate holdings by more than 50% over a three-year look-back period. An ownership change could result in capital loss carryovers being used at a slower rate, thereby reducing the Funds ability to offset capital gains with those losses. An increase in the amount of taxable gains distributed to the Funds shareholders could result from an ownership change. The Fund undertakes no obligation to avoid or prevent an ownership change, which can occur in the normal course of shareholder purchases and redemptions or as a result of engaging in a tax-free reorganization with another fund. Moreover, because of circumstances beyond the Funds control, there can be no assurance that the Fund will not experience, or has not already experienced, an ownership change.
Deferral of late year losses. The Fund may elect to treat part or all of any qualified late year loss as if it had been incurred in the succeeding taxable year in determining the Funds taxable income, net capital gain, net short-term capital gain, and earnings and profits. The effect of this election is to treat any such qualified late year loss as if it had been incurred in the succeeding taxable year, which may change the timing, amount, or characterization of Fund distributions (see Taxation of Fund Distributions Capital gain dividends below). A qualified late year loss includes:
(i) |
any net capital loss incurred after October 31 of the current taxable year, or, if there is no such loss, any net long-term capital loss or any net short-term capital loss incurred after October 31 of the current taxable year (post-October capital losses); and |
(ii) |
the sum of (1) the excess, if any, of (a) specified losses incurred after October 31 of the current taxable year, over (b) specified gains incurred after October 31 of the current taxable year and (2) the excess, if any, of (a) ordinary losses incurred after December 31 of the current taxable year, over (b) the ordinary income incurred after December 31 of the current taxable year. |
The terms specified losses and specified gains mean ordinary losses and gains from the sale, exchange, or other disposition of property (including the termination of a position with respect to such property), foreign currency losses and gains, and losses and gains resulting from holding stock in a passive foreign investment company (PFIC) for which a mark-to-market election is in effect. The terms ordinary losses and ordinary income mean other ordinary losses and income that are not described in the preceding sentence. Special rules apply to a fund with a fiscal year ending in November or December that elects to use its taxable year for determining its capital gain net income for excise tax purposes.
Federal excise tax. To avoid a 4% non-deductible excise tax, the Fund must distribute by December 31 of each year an amount equal to at least: (1) 98% of its ordinary income for the calendar
51
year, (2) 98.2% of capital gain net income (the excess of the gains from sales or exchanges of capital assets over the losses from such sales or exchanges) for the one-year period ended on October 31 of such calendar year (or, at the election of a regulated investment company having a taxable year ending November 30 or December 31, for its taxable year), and (3) any prior year undistributed ordinary income and capital gain net income. The Fund may elect to defer to the following year any net ordinary loss incurred for the portion of the calendar year which is after the beginning of the Funds taxable year. Also, the Fund will defer any specified gain or specified loss which would be properly taken into account for the portion of the calendar after October 31. Any net ordinary loss, specified gain, or specified loss deferred shall be treated as arising on January 1 of the following calendar year. Generally, the Fund may make sufficient distributions to avoid liability for federal income and excise tax, but can give no assurances that all or a portion of such liability will be avoided. In addition, under certain circumstances temporary timing or permanent differences in the realization of income and expense for book and tax purposes can result in the Fund having to pay an excise tax.
Foreign income tax. Investment income received by the Fund from sources within foreign countries may be subject to foreign income tax withheld at the source, and the amount of tax withheld generally will be treated as an expense of the Fund. The United States has entered into tax treaties with many foreign countries that entitle the Fund to a reduced rate of, or exemption from, tax on such income. Some countries require the filing of a tax reclaim or other forms to receive the benefit of the reduced tax rate; whether or when the Fund will receive the tax reclaim is within the control of the individual country. Information required on these forms may not be available such as shareholder information; therefore, the Fund may not receive the reduced treaty rates or potential reclaims. Other countries have conflicting and changing instructions and restrictive timing requirements which may cause the Fund not to receive the reduced treaty rates or potential reclaims. Other countries may subject capital gains realized by the Fund on sale or disposition of securities of that country to taxation. It is impossible to determine the effective rate of foreign tax in advance since the amount of the Funds assets to be invested in various countries is not known. Under certain circumstances, the Fund may elect to pass-through foreign taxes paid by the Fund to shareholders, although it reserves the right not to do so. If the Fund makes such an election and obtains a refund of foreign taxes paid by the Fund in a prior year, the Fund may be eligible to reduce the amount of foreign taxes reported by the Fund to its shareholders, generally by the amount of the foreign taxes refunded, for the year in which the refund is received.
Liquidity Fees. There is some degree of uncertainty with respect to the tax treatment of liquidity fees received by a Fund, and such tax treatment may be the subject of future IRS guidance. If a Fund receives liquidity fees, it will consider the appropriate tax treatment of such fees to the Fund at such time
Taxation of Fund Distributions (All Funds). The Fund anticipates distributing substantially all of its investment company taxable income and net capital gain for each taxable year. Distributions by the Fund will be treated in the manner described regardless of whether such distributions are paid in cash or reinvested in additional shares of the Fund (or of another Fund). The Fund will send you information annually as to the federal income tax consequences of distributions made (or deemed made) during the year.
Distributions of ordinary income. The Fund receives income generally in the form of interest on its investments. The Fund may also recognize ordinary income from other sources, including, but not limited to, certain gains on foreign currency-related transactions. The Fund also may distribute to you any market discount and net short-term capital gains from the sale of its portfolio securities. This income, less expenses incurred in the operation of the Fund, constitutes the Funds net investment income from which dividends may be paid to you. If you are a taxable investor, distributions of net investment income generally are taxable as ordinary income to the extent of the Funds earnings and profits. In the case of a Fund whose strategy includes investing in stocks of corporations, a portion of the income dividends paid to you may be qualified dividends eligible to be taxed at reduced rates.
Capital gain dividends. Taxes on distributions of capital gains are determined by how long the Fund owned the investments that generated them, rather than how long a shareholder has owned his or her shares. In general, the Fund will recognize long-term capital gain or loss on the sale or other
52
disposition of assets it has owned for more than one year, and short-term capital gain or loss on investments it has owned for one year or less. Distributions of net capital gain (the excess of net long-term capital gain over net short-term capital loss) that are properly reported by the Fund to shareholders as capital gain dividends generally will be taxable to a shareholder receiving such distributions as long-term capital gain. Long-term capital gain rates applicable to individuals are 0%, 15%, 20% or 25% depending on the nature of the capital gain and the individuals taxable income. Distributions of net short-term capital gains for a taxable year in excess of net long-term capital losses for such taxable year generally will be taxable to a shareholder receiving such distributions as ordinary income. The Fund does not expect to realize any long-term capital gains and losses.
Qualified dividend income for individuals. Because the income of the Fund primarily is derived from investments earning interest rather than dividend income, generally none of the Funds income dividends will be qualified dividend income eligible for taxation at capital gain rates.
Corporate dividends-received deduction. Because the income of the Fund primarily is derived from investments earning interest rather than dividend income, generally none of its income dividends will be eligible for the corporate dividends-received deduction.
Maintaining a $1.00 share price. Because the shares in the Funds, other than Invesco Premier Tax-Exempt Portfolio, are offered and redeemed at a constant net asset value of $1.00 per share, gains and losses on the sale of portfolio securities and unrealized appreciation or depreciation in the value of these securities may require the Fund to adjust its dividends to maintain its $1.00 share price. This procedure may result in under- or over-distributions by the Fund of its net investment income. This in turn may result in return of capital distributions, the effect of which is described in the following paragraph.
Return of capital distributions. Distributions by the Fund that are not paid from earnings and profits will be treated as a return of capital to the extent of (and in reduction of) the shareholders tax basis in his shares; any excess will be treated as gain from the sale of his shares. Thus, the portion of a distribution that constitutes a return of capital will decrease the shareholders tax basis in his Fund shares (but not below zero), and will result in an increase in the amount of gain (or decrease in the amount of loss) that will be recognized by the shareholder for tax purposes on the later sale of such Fund shares. Return of capital distributions can occur for a number of reasons including, among others, the Fund overestimates the income to be received from certain investments.
Tax credit bonds. If the Fund holds, directly or indirectly, one or more tax credit bonds (including build America bonds, clean renewable energy bonds and qualified tax credit bonds) on one or more applicable dates during a taxable year, the Fund may elect to permit its shareholders to claim a tax credit on their income tax returns equal to each shareholders proportionate share of tax credits from the applicable bonds that otherwise would be allowed to the Fund. In such a case, shareholders must include in gross income (as interest) their proportionate share of the income attributable to their proportionate share of those offsetting tax credits. A shareholders ability to claim a tax credit associated with one or more tax credit bonds may be subject to certain limitations imposed by the Code. (Under 2017 legislation commonly known as the Tax Cuts and Jobs Act, build America bonds, clean renewable energy bonds and certain other qualified bonds may no longer be issued after December 31, 2017.) Even if the Fund is eligible to pass-through tax credits to shareholders, the Fund may choose not to do so.
U.S. Government interest. Income earned on certain U.S. Government obligations is exempt from state and local personal income taxes if earned directly by you. States also grant tax-free status to dividends paid to you from interest earned on direct obligations of the U.S. Government, subject in some states to minimum investment or reporting requirements that must be met by the Fund. Income on investments by the Fund in certain other obligations, such as repurchase agreements collateralized by U.S. Government obligations, commercial paper and federal agency-backed obligations (e.g., GNMA or FNMA obligations), generally does not qualify for tax-free treatment. The rules on exclusion of this income are different for corporations.
53
Dividends declared in December and paid in January. Ordinarily, shareholders are required to take distributions by the Fund into account in the year in which the distributions are made. However, dividends declared in October, November or December of any year and payable to shareholders of record on a specified date in such a month will be deemed to have been received by the shareholders (and made by the Fund) on December 31 of such calendar year if such dividends are actually paid in January of the following year. Shareholders will be advised annually as to the U.S. federal income tax consequences of distributions made (or deemed made) during the year in accordance with the guidance that has been provided by the IRS.
Medicare tax. A 3.8% Medicare tax is imposed on net investment income earned by certain individuals, estates and trusts. Net investment income, for these purposes, means investment income, including ordinary dividends and capital gain distributions received from the Fund and net gains from redemptions or other taxable dispositions of Fund shares, reduced by the deductions properly allocable to such income. In the case of an individual, the tax will be imposed on the lesser of (1) the shareholders net investment income or (2) the amount by which the shareholders modified adjusted gross income exceeds $250,000 (if the shareholder is married and filing jointly or a surviving spouse), $125,000 (if the shareholder is married and filing separately) or $200,000 (in any other case). This Medicare tax, if applicable, is reported by you on, and paid with, your federal income tax return. Net investment income does not include exempt-interest dividends.
Taxation of Fund Distributions (Invesco Premier Tax-Exempt Portfolio Only). The Fund intends to qualify each year to pay exempt-interest dividends by satisfying the requirement that at the close of each quarter of the Funds taxable year at least 50% of the Funds total assets consists of Municipal Securities, which are exempt from federal income tax.
Exempt-interest dividends. Distributions from the Fund will constitute exempt-interest dividends to the extent of the Funds tax-exempt interest income (net of allocable expenses and amortized bond premium). Exempt-interest dividends distributed to shareholders of the Fund are excluded from gross income for federal income tax purposes. However, shareholders required to file a federal income tax return will be required to report the receipt of exempt-interest dividends on their returns. Moreover, while exempt-interest dividends are excluded from gross income for federal income tax purposes, they may be subject to alternative minimum tax (AMT) in certain circumstances and may have other collateral tax consequences as discussed below. (Under the Tax Cuts and Jobs Act corporations are no longer subject to the alternative minimum tax for taxable years of the corporation beginning after December 31, 2017).
Distributions of ordinary income and capital gains. Any gain or loss from the sale or other disposition of a tax-exempt security generally is treated as either long-term or short-term capital gain or loss, depending upon its holding period, and is fully taxable. However, gain recognized from the sale or other disposition of a tax-exempt security purchased after April 30, 1993, will be treated as ordinary income to the extent of the accrued market discount on such security. Distributions by the Fund of ordinary income and capital gains will be taxable to shareholders as discussed under Taxation of Fund Distributions.
Alternative minimum tax private activity bonds. AMT is imposed in addition to, but only to the extent it exceeds, the regular tax and is computed at a maximum rate of 28% for non-corporate taxpayers and 20% for corporate taxpayers (if applicable, as discussed above) on the excess of the taxpayers alternative minimum taxable income (AMTI) over an exemption amount. Exempt-interest dividends derived from certain private activity Municipal Securities issued after August 7, 1986, generally will constitute an item of tax preference includable in AMTI for both corporate and non-corporate taxpayers. However, tax-exempt interest on private activity bonds issued in 2009 and 2010 is not an item of tax preference for purposes of the AMT. In addition, exempt-interest dividends derived from all Municipal Securities regardless of the date of issue must be included in adjusted current earnings that are used in computing an additional corporate preference item includable in AMTI. Certain small corporations are wholly exempt from the AMT. Consistent with its stated investment objective, the Fund intends to limit its investments in private activity bonds subject to the AMT to no more than 20% of its total assets in any given year.
54
Effect on taxation of social security benefits; denial of interest deduction; substantial users. Exempt-interest dividends must be taken into account in computing the portion, if any, of social security or railroad retirement benefits that must be included in an individual shareholders gross income subject to federal income tax. Further, a shareholder of the Fund is denied a deduction for interest on indebtedness incurred or continued to purchase or carry shares of the Fund. Moreover, a shareholder who is (or is related to) a substantial user of a facility financed by industrial development bonds held by the Fund likely will be subject to tax on dividends paid by the Fund that are derived from interest on such bonds. Receipt of exempt-interest dividends may result in other collateral federal income tax consequences to certain taxpayers, including financial institutions, property and casualty insurance companies and foreign corporations engaged in a trade or business in the United States.
Exemption from state tax. To the extent that exempt-interest dividends are derived from interest on obligations of a state or its political subdivisions or from interest on qualifying U.S. territorial obligations (including qualifying obligations of Puerto Rico, the U.S. Virgin Islands, and Guam), they also may be exempt from that states personal income taxes. Most states, however, do not grant tax-free treatment to interest on state and municipal securities of other states.
Failure of a Municipal Security to qualify to pay exempt-interest. Failure of the issuer of a tax-exempt security to comply with certain legal or contractual requirements relating to a Municipal Security could cause interest on the Municipal Security, as well as Fund distributions derived from this interest, to become taxable, perhaps retroactively to the date the Municipal Security was issued. In such a case, the Fund may be required to report to the IRS and send to shareholders amended Forms 1099 for a prior taxable year in order to report additional taxable income. This in turn could require shareholders to file amended federal and state income tax returns for such prior year to report and pay tax and interest on their pro rata share of the additional amount of taxable income.
Sale or Redemption of Fund Shares. A shareholder will recognize gain or loss on the sale or redemption of shares of the Fund in an amount equal to the difference between the proceeds of the sale or redemption and the shareholders adjusted tax basis in the shares. Because the shares in the Funds, other than Invesco Premier Tax-Exempt Portfolio, are offered and redeemed at a constant net asset value of $1.00 per share, a shareholder generally will recognize neither gain nor loss on a redemption of shares (unless the shareholder incurs a liquidity fee on such redemption). Invesco Premier Tax-Exempt Portfolio rounds its current net asset value per share to a minimum of the fourth decimal place, therefore, investors will have gain or loss on sale or exchange of shares of the Fund calculated by subtracting from the gross proceeds received from the sale or exchange your cost basis.
Shareholders may elect to adopt a simplified NAV method for computing gains and losses from taxable sales, exchanges or redemptions of Fund shares. Under the NAV method, rather than computing gain or loss separately for each taxable disposition of Fund shares as described above, a shareholder would determine gain or loss based on the change in the aggregate value of the shareholders Fund shares during a computation period (which could be the shareholders taxable year or certain shorter periods), reduced by the shareholders net investment (purchases minus taxable sales, exchanges, or redemptions or exchanges) in those Fund shares during that period. Under the NAV method, if a shareholder holds the shares as a capital asset, any resulting net gain or loss would be treated as short-term capital gain or loss.
Tax basis information. Cost basis reporting is not required for shareholders investing in a money market fund operating under Rule 2a-7 under the 1940 Act.
Wash sale rule. All or a portion of any loss so realized on the sale or redemption of shares in the Funds (other than Invesco Premier Tax-Exempt Portfolio) may be deferred under the wash sale rules if the shareholder purchases other shares of the same Fund within 30 days before or after the sale or redemption and the shareholder does not elect to adopt the NAV method. A shareholder that realizes a loss on the redemption of shares in Invesco Premier Tax-Exempt Portfolio and purchases other shares of
55
the same Fund within 30 days before or after the redemption is not subject to the wash sale rules and may recognize such loss in the year realized if the shareholder does not elect to adopt the NAV method.
Tax Treatment of Portfolio Transactions. Set forth below is a general description of the tax treatment of certain types of securities, investment techniques and transactions that may apply to a fund. This section should be read in conjunction with the discussion under Description of the Funds and their Investments and Risks Investment Strategies and Risks for a detailed description of the various types of securities and investment techniques that apply to the Fund.
In general. In general, gain or loss recognized by a fund on the sale or other disposition of portfolio investments will be a capital gain or loss. Such capital gain and loss may be long-term or short-term depending, in general, upon the length of time a particular investment position is maintained and, in some cases, upon the nature of the transaction. Property held for more than one year generally will be eligible for long-term capital gain or loss treatment. The application of certain rules described below may serve to alter the manner in which the holding period for a security is determined or may otherwise affect the characterization as long-term or short-term, and also the timing of the realization and/or character, of certain gains or losses.
Certain fixed-income investments. Gain recognized on the disposition of a debt obligation purchased by a fund at a market discount (generally, at a price less than its principal amount) will be treated as ordinary income to the extent of the portion of the market discount that accrued during the period of time the fund held the debt obligation unless the fund made a current inclusion election to accrue market discount into income as it accrues. If a fund purchases a debt obligation (such as a zero coupon security or pay-in-kind security) that was originally issued at a discount, the fund generally is required to include in gross income each year the portion of the original issue discount that accrues during such year. Therefore, a funds investment in such securities may cause the fund to recognize income and make distributions to shareholders before it receives any cash payments on the securities. To generate cash to satisfy those distribution requirements, a fund may have to sell portfolio securities that it otherwise might have continued to hold or to use cash flows from other sources such as the sale of fund shares.
Investments in debt obligations that are at risk of or in default present tax issues for a fund. Tax rules are not entirely clear about issues such as whether and to what extent a fund should recognize market discount on a debt obligation, when a fund may cease to accrue interest, original issue discount or market discount, when and to what extent a fund may take deductions for bad debts or worthless securities and how a fund should allocate payments received on obligations in default between principal and income. These and other related issues will be addressed by a fund in order to ensure that it distributes sufficient income to preserve its status as a regulated investment company.
Options, futures, forward contracts, swap agreements and hedging transactions. In general, option premiums received by a fund are not immediately included in the income of the fund. Instead, the premiums are recognized when the option contract expires, the option is exercised by the holder, or the fund transfers or otherwise terminates the option (e.g., through a closing transaction). If an option written by a fund is exercised and the fund sells or delivers the underlying stock, the fund generally will recognize capital gain or loss equal to (a) the sum of the strike price and the option premium received by the fund minus (b) the funds basis in the stock. Such gain or loss generally will be short-term or long-term depending upon the holding period of the underlying stock. If securities are purchased by a fund pursuant to the exercise of a put option written by it, the fund generally will subtract the premium received from its cost basis in the securities purchased. The gain or loss with respect to any termination of a funds obligation under an option other than through the exercise of the option and related sale or delivery of the underlying stock generally will be short-term gain or loss depending on whether the premium income received by the fund is greater or less than the amount paid by the fund (if any) in terminating the transaction. Thus, for example, if an option written by a fund expires unexercised, the fund generally will recognize short-term gain equal to the premium received.
56
The tax treatment of certain futures contracts entered into by a fund as well as listed non-equity options written or purchased by the fund on U.S. exchanges (including options on futures contracts, broad-based equity indices and debt securities) may be governed by section 1256 of the Code (section 1256 contracts). Gains or losses on section 1256 contracts generally are considered 60% long-term and 40% short-term capital gains or losses (60/40), although certain foreign currency gains and losses from such contracts may be treated as ordinary in character. Also, any section 1256 contracts held by a fund at the end of each taxable year (and, for purposes of the 4% excise tax, on certain other dates as prescribed under the Code) are marked-to-market with the result that unrealized gains or losses are treated as though they were realized and the resulting gain or loss is treated as ordinary or 60/40 gain or loss, as applicable. Section 1256 contracts do not include any interest rate swap, currency swap, basis swap, interest rate cap, interest rate floor, commodity swap, equity swap, equity index swap, credit default swap, or similar agreement.
In addition to the special rules described above in respect of options and futures transactions, a funds transactions in other derivative instruments (including options, forward contracts and swap agreements) as well as its other hedging, short sale, or similar transactions, may be subject to one or more special tax rules (including the constructive sale, notional principal contract, straddle, wash sale and short sale rules). These rules may affect whether gains and losses recognized by a fund are treated as ordinary or capital or as short-term or long-term, accelerate the recognition of income or gains to the fund, defer losses to the fund, and cause adjustments in the holding periods of the funds securities. These rules, therefore, could affect the amount, timing and/or character of distributions to shareholders. Moreover, because the tax rules applicable to derivative financial instruments are in some cases uncertain under current law, an adverse determination or future guidance by the IRS with respect to these rules (which determination or guidance could be retroactive) may affect whether a fund has made sufficient distributions and otherwise satisfied the relevant requirements to maintain its qualification as a regulated investment company and avoid a fund-level tax.
Certain of a funds investments in derivatives and foreign currency-denominated instruments, and the funds transactions in foreign currencies and hedging activities, may produce a difference between its book income and its taxable income. If a funds book income is less than the sum of its taxable income and net tax-exempt income (if any), the fund could be required to make distributions exceeding book income to qualify as a regulated investment company. If a funds book income exceeds the sum of its taxable income and net tax-exempt income (if any), the distribution of any such excess will be treated as (i) a dividend to the extent of the funds remaining earnings and profits (including current earnings and profits arising from tax-exempt income, reduced by related deductions), (ii) thereafter, as a return of capital to the extent of the recipients basis in the shares, and (iii) thereafter, as gain from the sale or exchange of a capital asset.
Foreign currency transactions. A funds transactions in foreign currencies, foreign currency-denominated debt obligations and certain foreign currency options, futures contracts and forward contracts (and similar instruments) may give rise to ordinary income or loss to the extent such income or loss results from fluctuations in the value of the foreign currency concerned. This treatment could increase or decrease a funds ordinary income distributions to you, and may cause some or all of the funds previously distributed income to be classified as a return of capital. In certain cases, a fund may make an election to treat such gain or loss as capital.
PFIC investments. A fund may invest in securities of foreign companies that may be classified under the Code as PFICs. In general, a foreign company is classified as a PFIC if at least one-half of its assets constitute investment-type assets or 75% or more of its gross income is investment-type income. When investing in PFIC securities, a fund intends to mark-to-market these securities under certain provisions of the Code and recognize any unrealized gains as ordinary income at the end of the funds fiscal and excise tax years. Deductions for losses are allowable only to the extent of any current or previously recognized gains. These gains (reduced by allowable losses) are treated as ordinary income that a fund is required to distribute, even though it has not sold or received dividends from these securities. You should also be aware that the designation of a foreign security as a PFIC security will cause its income dividends to fall outside of the definition of qualified foreign corporation dividends.
57
These dividends generally will not qualify for the reduced rate of taxation on qualified dividends when distributed to you by a fund. Foreign companies are not required to identify themselves as PFICs. Due to various complexities in identifying PFICs, a fund can give no assurances that it will be able to identify portfolio securities in foreign corporations that are PFICs in time for the fund to make a mark-to-market election. If a fund is unable to identify an investment as a PFIC and thus does not make a mark-to-market election, the fund may be subject to U.S. federal income tax on a portion of any excess distribution or gain from the disposition of such shares even if such income is distributed as a taxable dividend by the fund to its shareholders. Additional charges in the nature of interest may be imposed on a fund in respect of deferred taxes arising from such distributions or gains.
Investments in non-U.S. REITs. While non-U.S. REITs often use complex acquisition structures that seek to minimize taxation in the source country, an investment by a fund in a non-U.S. REIT may subject the fund, directly or indirectly, to corporate taxes, withholding taxes, transfer taxes and other indirect taxes in the country in which the real estate acquired by the non-U.S. REIT is located. The funds pro rata share of any such taxes will reduce the funds return on its investment. A funds investment in a non-U.S. REIT may be considered an investment in a PFIC, as discussed above in Tax Treatment of Portfolio Transactions PFIC investments. Additionally, foreign withholding taxes on distributions from the non-U.S. REIT may be reduced or eliminated under certain tax treaties, as discussed above in Taxation of the Fund Foreign income tax. Also, the fund in certain limited circumstances may be required to file an income tax return in the source country and pay tax on any gain realized from its investment in the non-U.S. REIT under rules similar to those in the United States which tax foreign persons on gain realized from dispositions of interests in U.S. real estate.
Investments in U.S. REITs. A U.S. REIT is not subject to federal income tax on the income and gains it distributes to shareholders. Dividends paid by a U.S. REIT, other than capital gain distributions, will be taxable as ordinary income up to the amount of the U.S. REITs current and accumulated earnings and profits. Capital gain dividends paid by a U.S. REIT to a fund will be treated as long-term capital gains by the fund and, in turn, may be distributed by the fund to its shareholders as a capital gain distribution. Because of certain noncash expenses, such as property depreciation, an equity U.S. REITs cash flow may exceed its taxable income. The equity U.S. REIT, and in turn a fund, may distribute this excess cash to shareholders in the form of a return of capital distribution. However, if a U.S. REIT is operated in a manner that fails to qualify as a REIT, an investment in the U.S. REIT would become subject to double taxation, meaning the taxable income of the U.S. REIT would be subject to federal income tax at the corporate income tax rate without any deduction for dividends paid to shareholders and the dividends would be taxable to shareholders as ordinary income (or possibly as qualified dividend income) to the extent of the U.S. REITs current and accumulated earnings and profits. Also, see Tax Treatment of Portfolio Transactions - Investment in taxable mortgage pools (excess inclusion income) and Foreign Shareholders - U.S. withholding tax at the source with respect to certain other tax aspects of investing in U.S. REITs.
Investment in taxable mortgage pools (excess inclusion income). Under a Notice issued by the IRS, the Code and Treasury regulations to be issued, a portion of a funds income from a U.S. REIT that is attributable to the REITs residual interest in a real estate mortgage investment conduit (REMIC) or equity interests in a taxable mortgage pool (referred to in the Code as an excess inclusion) will be subject to federal income tax in all events. The excess inclusion income of a regulated investment company, such as a fund, will be allocated to shareholders of the regulated investment company in proportion to the dividends received by such shareholders, with the same consequences as if the shareholders held the related REMIC residual interest or, if applicable, taxable mortgage pool directly. In general, excess inclusion income allocated to shareholders (i) cannot be offset by net operating losses (subject to a limited exception for certain thrift institutions), (ii) will constitute unrelated business taxable income (UBTI) to entities (including qualified pension plans, individual retirement accounts, 401(k) plans, Keogh plans or other tax-exempt entities) subject to tax on UBTI, thereby potentially requiring such an entity that is allocated excess inclusion income, and otherwise might not be required to file a tax return, to file a tax return and pay tax on such income, and (iii) in the case of a foreign stockholder, will not qualify for any reduction in U.S. federal withholding tax. In addition, if at any time during any taxable year a disqualified organization (which generally includes certain cooperatives, governmental entities, and tax-
58
exempt organizations not subject to UBTI) is a record holder of a share in a regulated investment company, then the regulated investment company will be subject to a tax equal to that portion of its excess inclusion income for the taxable year that is allocable to the disqualified organization, multiplied by the corporate income tax rate. The Notice imposes certain reporting requirements upon regulated investment companies that have excess inclusion income. There can be no assurance that a fund will not allocate to shareholders excess inclusion income.
These rules are potentially applicable to a fund with respect to any income it receives from the equity interests of certain mortgage pooling vehicles, either directly or, as is more likely, through an investment in a U.S. REIT. It is unlikely that these rules will apply to a fund that has a non-REIT strategy.
Investments in partnerships and QPTPs. For purposes of the Income Requirement, income derived by a fund from a partnership that is not a QPTP will be treated as qualifying income only to the extent such income is attributable to items of income of the partnership that would be qualifying income if realized directly by the fund. While the rules are not entirely clear with respect to a fund investing in a partnership outside a master-feeder structure, for purposes of testing whether a fund satisfies the Asset Diversification Test, the fund generally is treated as owning a pro rata share of the underlying assets of a partnership. See Taxation of the Fund Qualification as a regulated investment company. In contrast, different rules apply to a partnership that is a QPTP. A QPTP is a partnership (a) the interests in which are traded on an established securities market, (b) that is treated as a partnership for federal income tax purposes, and (c) that derives less than 90% of its income from sources that satisfy the Income Requirement (e.g., because it invests in commodities). All of the net income derived by a fund from an interest in a QPTP will be treated as qualifying income but the fund may not invest more than 25% of its total assets in one or more QPTPs. However, there can be no assurance that a partnership classified as a QPTP in one year will qualify as a QPTP in the next year. Any such failure to annually qualify as a QPTP might, in turn, cause a fund to fail to qualify as a regulated investment company. Although, in general, the passive loss rules of the Code do not apply to RICs, such rules do apply to a fund with respect to items attributable to an interest in a QPTP. Fund investments in partnerships, including in QPTPs, may result in the fund being subject to state, local or foreign income, franchise or withholding tax liabilities.
If an MLP is treated as a partnership for U.S. federal income tax purposes (whether or not a QPTP), all or portion of the dividends received by a fund from the MLP likely will be treated as a return of capital for U.S. federal income tax purposes because of accelerated deductions available with respect to the activities of such MLPs. Further, because of these accelerated deductions, on the disposition of interests in such an MLP, a fund likely will realize taxable income in excess of economic gain with respect to those MLP interests (or if the fund does not dispose of the MLP, the fund could realize taxable income in excess of cash flow with respect to the MLP in a later period), and the fund must take such income into account in determining whether the fund has satisfied its Distribution Requirement. A fund may have to borrow or liquidate securities to satisfy its Distribution Requirement and to meet its redemption requests, even though investment considerations might otherwise make it undesirable for the fund to sell securities or borrow money at such time. In addition, any gain recognized, either upon the sale of a funds MLP interest or sale by the MLP of property held by it, including in excess of economic gain thereon, treated as so-called recapture income, will be treated as ordinary income. Therefore, to the extent a fund invests in MLPs, fund shareholders might receive greater amounts of distributions from the fund taxable as ordinary income than they otherwise would in the absence of such MLP investments.
Although MLPs are generally expected to be treated as partnerships for U.S. federal income tax purposes, some MLPs may be treated as PFICs or regular corporations for U.S. federal income tax purposes. The treatment of particular MLPs for U.S. federal income tax purposes will affect the extent to which a fund can invest in MLPs and will impact the amount, character, and timing of income recognized by the Fund.
Investments in commodities structured notes, corporate subsidiary and certain ETFs. Gains from the disposition of commodities, including precious metals, will neither be considered qualifying income for purposes of satisfying the Income Requirement nor qualifying assets for purposes of satisfying
59
the Asset Diversification Test. See Taxation of the Fund Qualification as a regulated investment company. Also, the IRS has issued a revenue ruling which holds that income derived from commodity-linked swaps is not qualifying income for purposes of the Income Requirement. In a subsequent revenue ruling, as well as in a number of follow-on private letter rulings (upon which only the fund that received the private letter ruling may rely), the IRS provides that income from certain alternative investments which create commodity exposure, such as certain commodity-linked or structured notes or a corporate subsidiary that invests in commodities, may be considered qualifying income under the Code. In September 2016, the IRS announced that it will no longer issue private letter rulings on questions relating to the treatment of a corporation as a RIC that require a determination of whether a financial instrument or position, such as a commodity-linked or structured note, is a security under section 2(a)(36) of the 1940 Act. (A financial instrument or position that constitutes a security under section 2(a)(36) of the 1940 Act generates qualifying income for a corporation taxed as a regulated investment company). This caused the IRS to revoke the portion of any rulings that required such a determination, some of which were revoked retroactively and others of which were revoked prospectively as of a date agreed upon with the IRS. Accordingly, a fund may invest in certain commodity-linked notes relying on an opinion of counsel confirming that income from such investments should be qualifying income because such commodity-linked notes constitute securities under section 2(a)(36) of the 1940 Act. In addition, a RIC may gain exposure to commodities through investment in a QPTP, such as an exchange-traded fund or ETF that is classified as a partnership and which invests in commodities, or through investment in a wholly-owned subsidiary that is treated as a controlled foreign corporation for federal income tax purposes. Recently released Treasury regulations treat Subpart F income (defined in Section 951 of the Code to include passive income such as income from commodity-linked derivatives) as qualifying income, even if a foreign corporation, such as a wholly-owned foreign subsidiary, does not make a distribution of such income. If a distribution is made, such income will be treated as a dividend by the Fund to the extent that, under applicable provisions of the Code, there is a distribution out of the earnings and profits of the foreign corporation attributable to the distribution. Accordingly, the extent to which a fund directly invests in commodities or commodity-linked derivatives may be limited by the Income Requirement and the Asset Diversification Test, which the fund must continue to satisfy to maintain its status as a regulated investment company. A fund also may be limited in its ability to sell its investments in commodities, commodity-linked derivatives, and certain ETFs or be forced to sell other investments to generate income due to the Income Requirement. If a fund does not appropriately limit such investments or if such investments (or the income earned on such investments) were to be recharacterized for U.S. tax purposes, the fund could fail to qualify as a regulated investment company. In lieu of potential disqualification, a fund is permitted to pay a tax for certain failures to satisfy the Asset Diversification Test or Income Requirement, which, in general, are limited to those due to reasonable cause and not willful neglect.
Securities lending. While securities are loaned out by a fund, the fund generally will receive from the borrower amounts equal to any dividends or interest paid on the borrowed securities. For federal income tax purposes, payments made in lieu of dividends are not considered dividend income. These distributions will neither qualify for the reduced rate of taxation for individuals on qualified dividends nor the 50% dividends-received deduction for corporations. Also, any foreign tax withheld on payments made in lieu of dividends or interest will not qualify for the pass-through of foreign tax credits to shareholders. Additionally, in the case of a fund with a strategy of investing in tax-exempt securities, any payments made in lieu of tax-exempt interest will be considered taxable income to the fund, and thus, to the investors, even though such interest may be tax-exempt when paid to the borrower.
Investments in convertible securities. Convertible debt is ordinarily treated as a single property consisting of a pure debt interest until conversion, after which the investment becomes an equity interest. If the security is issued at a premium (i.e., for cash in excess of the face amount payable on retirement), the creditor-holder may amortize the premium over the life of the bond. If the security is issued for cash at a price below its face amount, the creditor-holder must accrue original issue discount in income over the life of the debt. The creditor-holders exercise of the conversion privilege is treated as a nontaxable event. Mandatorily convertible debt (e.g., an exchange-traded note or ETN issued in the form of an unsecured obligation that pays a return based on the performance of a specified market index, exchange currency, or commodity) is often, but not always, treated as a contract to buy or sell the reference
60
property rather than debt. Similarly, convertible preferred stock with a mandatory conversion feature is ordinarily, but not always, treated as equity rather than debt. Dividends received generally are qualified dividend income and eligible for the corporate dividends-received deduction. In general, conversion of preferred stock for common stock of the same corporation is tax-free. Conversion of preferred stock for cash is a taxable redemption. Any redemption premium for preferred stock that is redeemable by the issuing company might be required to be amortized under original issue discount principles. A change in the conversion ratio or conversion price of a convertible security on account of a dividend paid to the issuers other shareholders may result in a deemed distribution of stock to the holders of the convertible security equal to the value of their increased interest in the equity of the issuer. Thus, an increase in the conversion ratio of a convertible security can be treated as a taxable distribution of stock to a holder of the convertible security (without a corresponding receipt of cash by the holder) before the holder has converted the security.
Tax Certification and Backup Withholding. Tax certification and backup withholding tax laws may require that you certify your tax information when you become an investor in the Fund. For U.S. citizens and resident aliens, this certification is made on IRS Form W-9. Under these laws, the Fund must withhold a portion of your taxable distributions and sales proceeds unless you:
|
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). |
The Fund also must withhold if the IRS instructs it to do so. When withholding is required, the amount will be 24% of any distributions or proceeds paid. Backup withholding is not an additional tax. Any amounts withheld may be credited against the shareholders U.S. federal income tax liability, provided the appropriate information is furnished to the IRS. Certain payees and payments are exempt from backup withholding and information reporting.
Non-U.S. investors have special U.S. tax certification requirements. See Foreign Shareholders Tax certification and backup withholding.
Foreign Shareholders. Shareholders who, as to the United States, are nonresident alien individuals, foreign trusts or estates, foreign corporations, or foreign partnerships (foreign shareholder), may be subject to U.S. withholding and estate tax and are subject to special U.S. tax certification requirements.
Taxation of a foreign shareholder depends on whether the income from the Fund is effectively connected with a U.S. trade or business carried on by such shareholder.
U.S. withholding tax at the source. If the income from the Fund is not effectively connected with a U.S. trade or business carried on by a foreign shareholder, distributions to such shareholder will be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) upon the gross amount of the distribution, subject to certain exemptions including those for dividends reported by the Fund to shareholders as:
|
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 |
|
interest-related dividends paid by the Fund from its qualified net interest income from U.S. sources and short-term capital gain dividends. |
61
However, the Fund (with the possible exception of Invesco Premier U.S. Government Money Portfolio) does not intend to utilize the exemptions for interest-related dividends paid and short-term capital gain dividends paid. Moreover, notwithstanding such exemptions from U.S. withholding at the source, any dividends and distributions of income and capital gains, including the proceeds from the sale of your Fund shares, will be subject to backup withholding at a rate of 24% if you fail to properly certify that you are not a U.S. person.
Foreign shareholders may be subject to U.S. withholding tax at a rate of 30% on the income resulting from an election to pass-through foreign tax credits to shareholders, but may not be able to claim a credit or deduction with respect to the withholding tax for the foreign tax treated as having been paid by them.
Amounts reported by the Fund to shareholders as capital gain dividends (a) that are attributable to certain capital gain dividends received from a qualified investment entity (QIE) (generally defined as either (i) a U.S. REIT or (ii) a RIC classified as a U.S. real property holding corporation or which would be if the exceptions for holding 5% or less of a class of publicly traded shares or an interest in a domestically controlled QIE did not apply), or (b) that are realized by the Fund on the sale of a U.S. real property interest (including gain realized on the sale of shares in a QIE other than one that is domestically controlled), will not be exempt from U.S. federal income tax and may be subject to U.S. withholding tax at the rate of 30% (or lower treaty rate) if the Fund by reason of having a REIT strategy is classified as a QIE. If the Fund is so classified, foreign shareholders owning more than 5% of the Funds shares may be treated as realizing gain from the disposition of a U.S. real property interest, causing Fund distributions to be subject to U.S. withholding tax at the corporate income tax rate, and requiring the filing of a nonresident U.S. income tax return. In addition, if the Fund is classified as a QIE, anti-avoidance rules apply to certain wash sale transactions. Namely, if the Fund is a domestically-controlled QIE and a foreign shareholder disposes of the Funds shares prior to the Fund paying a distribution attributable to the disposition of a U.S. real property interest and the foreign shareholder later acquires an identical stock interest in a wash sale transaction, the foreign shareholder may still be required to pay U.S. tax on the Funds distribution. Also, the sale of shares of the Fund, if classified as a U.S. real property holding corporation, could also be considered a sale of a U.S. real property interest with any resulting gain from such sale being subject to U.S. tax as income effectively connected with a U.S. trade or business.
Income effectively connected with a U.S. trade or business. If the income from the Fund is effectively connected with a U.S. trade or business carried on by a foreign shareholder, then ordinary income dividends, capital gain dividends and any gains realized upon the sale or redemption of shares of the Fund will be subject to U.S. federal income tax at the rates applicable to U.S. citizens or domestic corporations and require the filing of a nonresident U.S. income tax return.
Tax certification and backup withholding. Foreign shareholders may have special U.S. tax certification requirements to avoid backup withholding (at a rate of 24%) and, if applicable, to obtain the benefit of any income tax treaty between the foreign shareholders country of residence and the United States. To claim these tax benefits, the foreign shareholder must provide a properly completed Form W-8BEN (or other Form W-8, where applicable, or their substitute forms) to establish his or her status as a non-U.S. investor, to claim beneficial ownership over the assets in the account, and to claim, if applicable, a reduced rate of or exemption from withholding tax under the applicable treaty. A Form W-8BEN provided without a U.S. taxpayer identification number remains in effect for a period of three years beginning on the date that it is signed and ending on the last day of the third succeeding calendar year. However, non-U.S. investors must advise the Fund of any changes of circumstances that would render the information given on the form incorrect, and must then provide a new W-8BEN to avoid the prospective application of backup withholding. Forms W-8BEN with U.S. taxpayer identification numbers remain valid indefinitely, or until the investor has a change of circumstances that renders the form incorrect and necessitates a new form and tax certification. Certain payees and payments are exempt from backup withholding.
62
Foreign Account Tax Compliance Act (FATCA). Under FATCA, the Fund will be required to withhold a 30% tax income dividends made by the Fund to certain foreign entities, referred to as foreign financial institutions (FFI) or non-financial foreign entities (NFFE). After December 31, 2018, FATCA withholding also would have applied to certain capital gain distributions, return of capital distributions and the proceeds arising from the sale of Fund shares; however, based on proposed regulations issued by the IRS, which can be relied upon currently, such withholding is no longer required unless final regulations provide otherwise (which is not expected). The FATCA withholding tax generally can be avoided: (a) by an FFI, if it reports certain direct and indirect ownership of foreign financial accounts held by U.S. persons with the FFI and (b) by an NFFE, if it: (i) certifies that it has no substantial U.S. persons as owners or (ii) if it does have such owners, reporting information relating to them. The U.S. Treasury has negotiated intergovernmental agreements (IGA) with certain countries and is in various stages of negotiations with a number of other foreign countries with respect to one or more alternative approaches to implement FATCA.
An FFI can avoid FATCA withholding if it is deemed compliant or by becoming a participating FFI, which requires the FFI to enter into a U.S. tax compliance agreement with the IRS under section 1471(b) of the Code (FFI agreement) under which it agrees to verify, report and disclose certain of its U.S. accountholders and meet certain other specified requirements. The FFI will either report the specified information about the U.S. accounts to the IRS, or, to the government of the FFIs country of residence (pursuant to the terms and conditions of applicable law and an applicable IGA entered into between the U.S. and the FFIs country of residence), which will, in turn, report the specified information to the IRS. An FFI that is resident in a country that has entered into an IGA with the U.S. to implement FATCA will be exempt from FATCA withholding provided that the FFI shareholder and the applicable foreign government comply with the terms of such agreement.
An NFFE that is the beneficial owner of a payment from the Fund can avoid the FATCA withholding tax generally by certifying that it does not have any substantial U.S. owners or by providing the name, address and taxpayer identification number of each substantial U.S. owner. The NFFE will report the information to the Fund or other applicable withholding agent, which will, in turn, report the information to the IRS.
Such foreign shareholders also may fall into certain exempt, excepted or deemed compliant categories as established by U.S. Treasury regulations, IGAs, and other guidance regarding FATCA. An FFI or NFFE that invests in the Fund will need to provide the Fund with documentation properly certifying the entitys status under FATCA in order to avoid FATCA withholding. Non-U.S. investors should consult their own tax advisors regarding the impact of these requirements on their investment in the Fund. The requirements imposed by FATCA are different from, and in addition to, the U.S. tax certification rules to avoid backup withholding described above. Shareholders are urged to consult their tax advisors regarding the application of these requirements to their own situation.
U.S. estate tax. Transfers by gift of shares of the Fund by a foreign shareholder who is a nonresident alien individual will not be subject to U.S. federal gift tax. An individual who, at the time of death, is a foreign shareholder will nevertheless be subject to U.S. federal estate tax with respect to shares at the graduated rates applicable to U.S. citizens and residents, unless a treaty exemption applies. If a treaty exemption is available, a decedents estate may nonetheless need to file a U.S. estate tax return to claim the exemption in order to obtain a U.S. federal transfer certificate. The transfer certificate will identify the property (i.e., Fund shares) as to which the U.S. federal estate tax lien has been released. In the absence of a treaty, there is a $13,000 statutory estate tax credit (equivalent to an estate with assets of $60,000).
Local Tax Considerations. Rules of state and local taxation of ordinary income, qualified dividend income and capital gain dividends may differ from the rules for U.S. federal income taxation described above. Distributions may also be subject to additional state, local and foreign taxes depending on each shareholders particular situation.
63
Personal Investment Class, Private Investment Class, Reserve Class and Resource Class
The Trust has adopted a distribution plan pursuant to Rule 12b-1 under the 1940 Act with respect to Invesco Premier Portfolios Personal Investment Class, Private Investment Class, Reserve Class and Resource Class (the Plan). The Fund, pursuant to the Plan, pays Invesco Distributors the annual rate of 0.55% for Personal Investment Class, 0.30% for Private Investment Class, 0.87% for Reserve Class and 0.16% for Resource Class of the Funds average daily net assets.
The Plan compensates Invesco Distributors for expenses incurred for the purpose of financing any activity that is primarily intended to result in the sale of shares of the Fund. Such activities include, but are not limited to, the following: printing of prospectuses and statements of additional information and reports for other than existing shareholders; overhead; preparation and distribution of advertising material and sales literature; expenses of organizing and conducting sales seminars; supplemental payments to dealers and other institutions such as asset-based sales charges or as payments of service fees under shareholder service arrangements; and costs of administering the Plan.
Payments pursuant to the Plan are subject to any applicable limitations imposed by FINRA rules.
See Appendix K for a list of the amounts paid by Invesco Premier Portfolios Personal Investment Class, Private Investment Class, Reserve Class, and Resource Class shares pursuant to its distribution plans for the last fiscal year and Appendix L for an estimate by category of the allocation of actual fees paid by shares of Invesco Premier Portfolios Personal Investment Class, Private Investment Class shares pursuant to its distribution plan for the last fiscal year.
As required by Rule 12b-1, the Plan was approved by the Board, including a majority of the trustees who are not interested persons (as defined in the 1940 Act) of the Trust and who have no direct or indirect financial interest in the operation of the Plan or in any agreements related to the Plan (the Rule 12b-1 Trustees). In approving the Plan in accordance with the requirements of Rule 12b-1, the trustees considered various factors and determined that there is a reasonable likelihood that the Plan would benefit each class of the Fund and its respective shareholders.
The anticipated benefits that may result from the Plan with respect to the Fund and/or the classes of the Fund and its shareholders include but are not limited to the following: (1) rapid account access; (2) relatively predictable flow of cash; and (3) a well-developed, dependable network of shareholder service agents to help to curb sharp fluctuations in rates of redemptions and sales, thereby reducing the chance that an unanticipated increase in net redemptions could adversely affect the performance of the Fund.
Unless terminated earlier in accordance with their terms, the Plan continues from year to year as long as such continuance is specifically approved, in person, at least annually by the Board, including a majority of the Rule 12b-1 Trustees or, with respect to a particular class, by the vote of a majority of the outstanding voting securities of that class.
Any change in the Plan that would increase materially the distribution expenses paid by the applicable class requires shareholder approval; otherwise, the Plan may be amended by the trustees, including a majority of the Rule 12b-1 Trustees, by votes cast in person at a meeting called for the purpose of voting upon such amendment. As long as the Plan is in effect, the selection or nomination of the Independent Trustees is committed to the discretion of the Independent Trustees.
The Plan is a compensation-type plan (Compensation Plan). Amounts payable by the Fund under the Plan need not be directly related to the expenses actually incurred by Invesco Distributors on behalf of the Fund. The Plan does not obligate the Fund to reimburse Invesco Distributors for the actual allocated share of expenses Invesco Distributors may incur in fulfilling its obligations under the Plan.
64
Thus, even if Invesco Distributors actual allocated share of expenses exceeds the fee payable to Invesco Distributors at any given time, under the Plan, the Fund will not be obligated to pay more than that fee. If Invesco Distributors actual allocated share of expenses is less than the fee it receives, under the Plan, Invesco Distributors will retain the full amount of the fee.
Invesco Distributors may from time to time waive or reduce any portion of its 12b-1 fee. Voluntary fee waivers or reductions may be rescinded at any time without further notice to investors.
The Fund may pay a service fee up to the cap disclosed in the Funds Plan attributable to the customers selected dealers and financial institutions to such dealers and financial institutions, including Invesco Distributors, acting as principal, who furnish continuing personal shareholder services to their customers who purchase and own the applicable class of shares of the Fund. Under the terms of a shareholder service agreement, such personal shareholder services include responding to customer inquiries and providing customers with the information about their investments. Any amounts not paid as a service fee under each Plan would constitute an asset-based sales charge.
Under a shareholder service agreement, the Fund agrees to pay periodically fees to selected dealers and other institutions who render the foregoing services to their customers. The fees payable under a shareholder service agreement will be calculated at the end of each payment period for each business day of the Fund during such period at the annual rate specified in each agreement based on the average daily net asset value of the Funds shares purchased or acquired through exchange. Fees shall be paid only to those selected dealers or other institutions who are dealers or institutions of record at the close of business on the last business day of the applicable payment period for the account in which the Funds shares are held.
Selected dealers and other institutions entitled to receive compensation for selling Fund shares may receive different compensation for selling shares of one particular class over another. Under the Plan, certain financial institutions which have entered into service agreements and which sell shares of the Fund on an agency basis, may receive payments from the Fund pursuant to the Plan. Invesco Distributors does not act as principal, but rather as agent for the Fund, in making dealer incentive and shareholder servicing payments to dealers and other financial institutions under the Plan. These payments are an obligation of the Fund and not of Invesco Distributors.
If the Plan is terminated or not continued, the Fund would not be contractually obligated to pay Invesco Distributors for any expenses not previously reimbursed by the Fund or recovered through contingent deferred sales charges.
The Trust has entered into a master distribution agreement relating to the Funds (the Distribution Agreement) with Invesco Distributors, Inc., a registered broker-dealer and a wholly-owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor of the Investor Class shares of the Funds. The address of Invesco Distributors is 11 Greenway Plaza, Suite 1000, Houston, TX 77046-1173. Certain trustees and officers of the Trust are affiliated with Invesco Distributors. See Management of the Trust.
The Distribution Agreement provides Invesco Distributors with the exclusive right to distribute the shares of each class of the Portfolios on a continuous basis directly and through other broker dealers with whom Invesco Distributors has entered into selected dealer agreements. Invesco Distributors has not undertaken to sell any specified number of shares of Investor Class Shares of the Funds.
65
The Trust or Invesco Distributors may terminate the Distribution Agreement on sixty (60) days written notice without penalty. The Distribution Agreement will terminate automatically in the event of its assignment.
Effective December 7, 2007, Invesco Distributors, as successor to Fund Management Company (FMC), became the sole distributor of the Trust. The Trust has entered into an underwriting agreement relating to the Funds (the Underwriting Agreement) with Invesco Distributors, a registered broker-dealer and a wholly-owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor of the Institutional Class shares of the Funds. The address of Invesco Distributors is 11 Greenway Plaza, Suite 1000, Houston, TX 77046-1173. Mail addressed to Invesco Distributors should be sent to P.O. Box 4497, Houston, TX 77210-4497. Certain trustees and officers of the Trust are affiliated with Invesco Distributors. See Management of the Trust.
The Underwriting Agreement provides Invesco Distributors with the right to distribute the Institutional Class shares of the Funds on a continuous basis directly and through other broker dealers. Invesco Distributors has not undertaken to sell any specified number of Institutional Class shares the Funds.
The Trust (on behalf of the Funds) or Invesco Distributors may terminate the Underwriting Agreement on 60 days written notice without penalty. The Underwriting Agreement will terminate automatically in the event of its assignment.
Invesco Distributors may, from time to time at its expense, pay a fee to broker-dealers, banks or other financial institutions for operations and/or marketing support, including support for distribution programs or platforms. Such fees will not impose additional expenses on a class, nor will they change the price paid by investors for the purchase of the applicable classes shares or the amount that any particular class will receive as proceeds from such sales.
Personal Investment Class, Private Investment Class, Reserve Class and Resource Class
The Trust has entered into a master distribution agreement relating to Invesco Premier Portfolio (the Distribution Agreement) with Invesco Distributors, Inc., a registered broker-dealer and a wholly-owned subsidiary of Invesco, pursuant to which Invesco Distributors acts as the distributor of each class of the Fund. The address of Invesco Distributors is 11 Greenway Plaza, Suite 1000, Houston, TX 77046-1173. Certain trustees and officers of the Trust are affiliated with Invesco Distributors. See Management of the Trust.
The Distribution Agreement provides Invesco Distributors with the exclusive right to distribute the shares of each class of the Fund on a continuous basis directly and through other broker dealers with whom Invesco Distributors has entered into selected dealer agreements. Invesco Distributors has not undertaken to sell any specified number of shares of any classes of the Fund. The Distribution Agreement also provides that Invesco Distributors will pay promotional expenses, including the incremental costs of printing prospectuses and statements of additional information, annual reports and other periodic reports for distribution to persons who are not shareholders of the Trust and the costs of preparing and distributing any other supplemental sales literature.
The Trust (on behalf of any class of the Fund) or Invesco Distributors may terminate the Distribution Agreement on sixty (60) days written notice without penalty. The Distribution Agreement will terminate automatically in the event of its assignment.
Invesco Distributors may, from time to time at its expense, pay a fee to broker-dealers, banks or other financial institutions for operations and/or marketing support, including support for distribution programs or platforms. Such fees will not impose additional expenses on a class, nor will they change
66
the price paid by investors for the purchase of the applicable classes shares or the amount that any particular class will receive as proceeds from such sales.
Financial statements for the fiscal year ended August 31, 2019, including the notes thereto and the report of PricewaterhouseCoopers LLP thereon, are incorporated by reference into this SAI from each Funds most recent Annual Report to shareholders contained in the Trusts Form N-CSR filed on November 7, 2019, which is incorporated by reference into this SAI.
The portions of such Annual Reports that are not specifically listed above are not incorporated by reference into this SAI and are not a part of this Registration Statement.
67
APPENDIX A
The following is a description of the factors underlying the debt ratings of Moodys, S&P, and Fitch.
Moodys Long-Term Debt Ratings
Aaa: |
Obligations rated Aaa are judged to be of the highest quality, subject to the lowest level of credit risk. |
Aa: |
Obligations rated Aa are judged to be of high quality and are subject to very low credit risk. |
A: |
Obligations rated A are judged to be upper-medium grade and are subject to low credit risk. |
Baa: |
Obligations rated Baa are judged to be medium-grade and subject to moderate credit risk and as such may possess certain speculative characteristics. |
Ba: |
Obligations rated Ba are judged to be speculative and are subject to substantial credit risk. |
B: |
Obligations rated B are considered speculative and are subject to high credit risk. |
Caa: |
Obligations rated Caa are judged to be speculative of poor standing and are subject to very high credit risk. |
Ca: |
Obligations rated Ca are highly speculative and are likely in, or very near, default, with some prospect of recovery of principal and interest. |
C: |
Obligations rated C are the lowest rated and are typically in default, with little prospect for recovery of principal or interest. |
Note: Moodys appends numerical modifiers 1, 2, and 3 to each generic rating classification from Aa through Caa. The modifier 1 indicates that the obligation ranks in the higher end of its generic rating category; the modifier 2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the lower end of that generic rating category. Additionally, a (hyb) indicator is appended to all ratings of hybrid securities issued by banks, insurers, finance companies, and securities firms*.
* |
By their terms, hybrid securities allow for the omission of scheduled dividends, interest, or principal payments, which can potentially result in impairment if such an omission occurs. Hybrid securities may also be subject to contractually allowable write-downs of principal that could result in impairment. Together with the hybrid indicator, the long-term obligation rating assigned to a hybrid security is an expression of the relative credit risk associated with that security. |
Moodys Short-Term Prime Rating System
P-1: |
Issuers (or supporting institutions) rated Prime-1 have a superior ability to repay short-term debt obligations. |
P-2: |
Issuers (or supporting institutions) rated Prime-2 have a strong ability to repay short-term debt obligations. |
P-3: |
Issuers (or supporting institutions) rated Prime-3 have an acceptable ability to repay short-term obligations. |
NP (Not Prime):
A-1
Issuers (or supporting institutions) rated Not Prime do not fall within any of the Prime rating categories.
Moodys MIG/VMIG US Short-Term Ratings
Short-Term Obligation Ratings
While the global short-term prime rating scale is applied to US municipal tax-exempt commercial paper, these programs are typically backed by external letters of credit or liquidity facilities and their short-term prime ratings usually map to the long-term rating of the enhancing bank or financial institution and not to the municipalitys rating. Other short-term municipal obligations, which generally have different funding sources for repayment, are rated using two additional short-term rating scales (i.e., the MIG and VMIG scales discussed below).
The Municipal Investment Grade (MIG) scale is used to rate US municipal bond anticipation notes of up to three years maturity. Municipal notes rated on the MIG scale may be secured by either pledged revenues or proceeds of a take-out financing received prior to note maturity. MIG ratings expire at the maturity of the obligation, and the issuers long-term rating is only one consideration in assigning the MIG rating. MIG ratings are divided into three levelsMIG 1 through MIG 3while speculative grade short-term obligations are designated SG.
MIG 1: |
This designation denotes superior credit quality. Excellent protection is afforded by established cash flows, highly reliable liquidity support, or demonstrated broad-based access to the market for refinancing. |
MIG 2: |
This designation denotes strong credit quality. Margins of protection are ample, although not as large as in the preceding group. |
MIG 3: |
This designation denotes acceptable credit quality. Liquidity and cash-flow protection may be narrow, and market access for refinancing is likely to be less well-established. |
SG: |
This designation denotes speculative-grade credit quality. Debt instruments in this category may lack sufficient margins of protection. |
Demand Obligation Ratings
In the case of variable rate demand obligations (VRDOs), a two-component rating is assigned: a long or short-term debt rating and a demand obligation rating. The first element represents Moodys evaluation of risk associated with scheduled principal and interest payments. The second element represents Moodys evaluation of risk associated with the ability to receive purchase price upon demand (demand feature). The second element uses a rating from a variation of the MIG scale called the Variable Municipal Investment Grade (VMIG) scale. VMIG ratings of demand obligations with unconditional liquidity support are mapped from the short-term debt rating (or counterparty assessment) of the support provider, or the underlying obligor in the absence of third party liquidity support, with VMIG 1 corresponding to P-1, VMIG 2 to P-2, VMIG 3 to P-3 and SG to not prime. For example, the VMIG rating for an industrial revenue bond with Company XYZ as the underlying obligor would normally have the same numerical modifier as Company XYZs prime rating. Transitions of VMIG ratings of demand obligations with conditional liquidity support, as show in the diagram below, differ from transitions on the Prime scale to reflect the risk that external liquidity support will terminate if the issuers long-term rating drops below investment grade.
VMIG 1: This designation denotes superior credit quality. Excellent protection is afforded by the superior short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon demand.
VMIG 2: This designation denotes strong credit quality. Good protection is afforded by the strong short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon demand.
A-2
VMIG 3: This designation denotes acceptable credit quality. Adequate protection is afforded by the satisfactory short-term credit strength of the liquidity provider and structural and legal protections that ensure the timely payment of purchase price upon demand.
SG: This designation denotes speculative-grade credit quality. Demand features rated in this category may be supported by a liquidity provider that does not have an investment grade short-term rating or may lack the structural and/or legal protections necessary to ensure the timely payment of purchase price upon demand.
Standard & Poors Long-Term Issue Credit Ratings
Issue credit ratings are based, in varying degrees, on S&P Global Ratings analysis of the following considerations:
|
The likelihood of payment--the capacity and willingness of the obligor to meet its financial commitment on an obligation in accordance with the terms of the obligation; |
|
The nature and provisions of the financial obligation, and the promise we impute; and |
|
The protection afforded by, and relative position of, the financial obligation in the event of bankruptcy, reorganization, or other arrangement under the laws of bankruptcy and other laws affecting creditors rights. |
Issue ratings are an assessment of default risk but may incorporate an assessment of relative seniority or ultimate recovery in the event of default. Junior obligations are typically rated lower than senior obligations, to reflect the lower priority in bankruptcy, as noted above. (Such differentiation may apply when an entity has both senior and subordinated obligations, secured and unsecured obligations, or operating company and holding company obligations.)
AAA: |
An obligation rated AAA has the highest rating assigned by S&P Global Ratings. The obligors capacity to meet its financial commitments on the obligation is extremely strong. |
AA: |
An obligation rated AA differs from the highest-rated obligations only to a small degree. The obligors capacity to meet its financial commitments on the obligation is very strong. |
A: |
An obligation rated A is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher-rated categories. However, the obligors capacity to meet its financial commitments on the obligation is still strong. |
BBB: |
An obligation rated BBB exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken the obligors capacity to meet its financial commitments on the obligation. |
BB, B, CCC, CC and C :
Obligations rated BB, B, CCC CC, and C are regarded as having significant speculative characteristics. BB indicates the least degree of speculation and C the highest. While such obligations will likely have some quality and protective characteristics, these may be outweighed by large uncertainties or major exposure to adverse conditions.
BB: |
An obligation rated BB is less vulnerable to nonpayment than other speculative issues. However, it faces major ongoing uncertainties or exposure to adverse business, financial, or economic conditions which could lead to the obligors inadequate capacity to meet its financial commitments on the obligation. |
A-3
B: |
An obligation rated B is more vulnerable to nonpayment than obligations rated BB, but the obligor currently has the capacity to meet its financial commitments on the obligation. Adverse business, financial, or economic conditions will likely impair the obligors capacity or willingness to meet its financial commitments on the obligation. |
CCC: |
An obligation rated CCC is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation. In the event of adverse business, financial, or economic conditions, the obligor is not likely to have the capacity to meet its financial commitments on the obligation. |
CC: |
An obligation rated CC is currently highly vulnerable to nonpayment. The CC rating is used when a default has not yet occurred but S&P Global Ratings expects default to be a virtual certainty, regardless of the anticipated time to default. |
C: |
An obligation rated C is currently highly vulnerable to nonpayment, and the obligation is expected to have lower relative seniority or lower ultimate recovery compared with obligations that are rated higher. |
D: |
An obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within five business days in the absence of a stated grace period or within the earlier of the stated grace period or 30 calendar days. The D rating also will be used upon the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An obligations rating is lowered to D if it is subject to a distressed exchange offer. |
Plus (+) or minus (-):
The ratings from AA to CCC may be modified by the addition of a plus (+) or minus (-) sign to show relative standing within the major rating categories.
NR: |
This indicates that no rating has been requested, or that there is insufficient information on which to base a rating, or that S&P Global Ratings does not rate a particular obligation as a matter of policy. |
Standard & Poors Short-Term Issue Credit Ratings
A-1: |
A short-term obligation rated A-1 is rated in the highest category by S&P Global Ratings. The obligors capacity to meet its financial commitment on the obligation is strong. Within this category, certain obligations are designated with a plus sign (+). This indicates that the obligors capacity to meet its financial commitments on these obligations is extremely strong. |
A-2: |
A short-term obligation rated A-2 is somewhat more susceptible to the adverse effects of changes in circumstances and economic conditions than obligations in higher rating categories. However, the obligors capacity to meet its financial commitment on the obligation is satisfactory. |
A-3: |
A short-term obligation rated A-3 exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to weaken an obligors capacity to meet its financial commitments on the obligation. |
B: |
A short-term obligation rated B is regarded as vulnerable and has significant speculative characteristics. The obligor currently has the capacity to meet its financial commitments; however, it faces major ongoing uncertainties that could lead to the obligors inadequate capacity to meet its financial commitments. |
A-4
C: |
A short-term obligation rated C is currently vulnerable to nonpayment and is dependent upon favorable business, financial, and economic conditions for the obligor to meet its financial commitments on the obligation. |
D: |
A short-term obligation rated D is in default or in breach of an imputed promise. For non-hybrid capital instruments, the D rating category is used when payments on an obligation are not made on the date due, unless S&P Global Ratings believes that such payments will be made within any stated grace period. However, any stated grace period longer than five business days will be treated as five business days. The D rating also will be used upon the filing of a bankruptcy petition or the taking of a similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. An obligations rating is lowered to D if it is subject to a distressed exchange offer. |
Standard & Poors Municipal Short-Term Note Ratings Definitions
An S&P Global Ratings U.S. municipal note rating reflects S&P Global Ratings opinion about the liquidity factors and market access risks unique to the notes. Notes due in three years or less will likely receive a note rating. Notes with an original maturity of more than three years will most likely receive a long-term debt rating. In determining which type of rating, if any, to assign, S&P Global Ratings analysis will review the following considerations:
|
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. |
Note rating symbols are as follows:
SP-1: |
Strong capacity to pay principal and interest. An issue determined to possess a very strong capacity to pay debt service is given a plus (+) designation. |
SP-2: |
Satisfactory capacity to pay principal and interest, with some vulnerability to adverse financial and economic changes over the term of the notes. |
SP-3: |
Speculative capacity to pay principal and interest. |
D |
D is assigned upon failure to pay the note when due, completion of a distressed exchange offer, or the filing of a bankruptcy petition or the taking of similar action and where default on an obligation is a virtual certainty, for example due to automatic stay provisions. |
Standard & Poors Dual Ratings
Dual ratings may be assigned to debt issues that have a put option or demand feature. The first component of the rating addresses the likelihood of repayment of principal and interest as due, and the second component of the rating addresses only the demand feature. The first component of the rating can relate to either a short-term or long-term transaction and accordingly use either short-term or long-term rating symbols. The second component of the rating relates to the put option and is assigned a short-term rating symbol (for example, AAA/A-1+ or A-1+/A-1). With U.S. municipal short-term demand debt, the U.S. municipal short-term note rating symbols are used for the first component of the rating (for example, SP-1+/A-1+).
Fitch Credit Rating Scales
Fitch Ratings publishes opinions on a variety of scales. The most common of these are credit ratings, but the agency also publishes ratings, scores and other relative opinions relating to financial or operational
A-5
strength. For example, Fitch also provides specialized ratings of servicers of residential and commercial mortgages, asset managers and funds. In each case, users should refer to the definitions of each individual scale for guidance on the dimensions of risk covered in each assessment.
Fitchs credit ratings relating to issuers are an opinion on the relative ability of an entity to meet financial commitments, such as interest, preferred dividends, repayment of principal, insurance claims or counterparty obligations. Credit ratings relating to securities and obligations of an issuer can include a recovery expectation (please see section Specific Limitations Relating to Credit Rating Scales for details). Credit ratings are used by investors as indications of the likelihood of receiving the money owed to them in accordance with the terms on which they invested. The agencys credit ratings cover the global spectrum of corporate, sovereign financial, bank, insurance, and public finance entities (including supranational and sub-national entities) and the securities or other obligations they issue, as well as structured finance securities backed by receivables or other financial assets.
The terms investment grade and speculative grade have established themselves over time as shorthand to describe the categories AAA to BBB (investment grade) and BB to D (speculative grade). The terms investment grade and speculative grade are market conventions and do not imply any recommendation or endorsement of a specific security for investment purposes. Investment grade categories indicate relatively low to moderate credit risk, while ratings in the speculative categories either signal a higher level of credit risk or that a default has already occurred.
For the convenience of investors, Fitch may also include issues relating to a rated issuer that are not and have not been rated on its web page. Such issues are also denoted as NR.
Credit ratings express risk in relative rank order, which is to say they are ordinal measures of credit risk and are not predictive of a specific frequency of default or loss. For information about the historical performance of ratings please refer to Fitchs Ratings Transition and Default studies which detail the historical default rates and their meaning. The European Securities and Markets Authority also maintains a central repository of historical default rates.
Fitchs credit ratings do not directly address any risk other than credit risk. In particular, ratings do not deal with the risk of a market value loss on a rated security due to changes in interest rates, liquidity and other market considerations. However, in terms of payment obligation on the rated liability, market risk may be considered to the extent that it influences the ability of an issuer to pay upon a commitment. Ratings nonetheless do not reflect market risk to the extent that they influence the size or other conditionality of the obligation to pay upon a commitment (for example, in the case of index-linked bonds).
In the default components of ratings assigned to individual obligations or instruments, the agency typically rates to the likelihood of non-payment or default in accordance with the terms of that instruments documentation. In limited cases, Fitch may include additional considerations (i.e. rate to a higher or lower standard than that implied in the obligations documentation).
The primary credit rating scales can be used to provide a rating of privately issued obligations or certain note issuance programs or for private ratings. In this case the rating is not published, but only provided to the issuer or its agents in the form of a rating letter.
The primary credit rating scales may also be used to provide ratings for a more narrow scope, including interest strips and return of principal or in other forms of opinions such as Credit Opinions or Rating Assessment Services. Credit Opinions are either a notch- or category-specific view using the primary rating scale and omit one or more characteristics of a full rating or meet them to a different standard. Credit Opinions will be indicated using a lower case letter symbol combined with either an * (e.g. bbb+*) or (cat) suffix to denote the opinion status. Credit Opinions will be point-in-time typically but may be monitored if the analytical group believes information will be sufficiently available. Rating Assessment Services are a notch-specific view using the primary rating scale of how an existing or potential rating may be changed by a given set of hypothetical circumstances. Rating Assessments are point-in-time
A-6
opinions. Rating Assessments are not monitored; they are not placed on Watch or assigned an Outlook and are not published.
Fitch Long-Term Rating Scales
Issuer Default Ratings
Rated entities in a number of sectors, including financial and non-financial corporations, sovereigns, insurance companies and certain sectors within public finance, are generally assigned Issuer Default Ratings (IDRs). IDRs are also assigned to certain entities in global infrastructure and project finance. IDRs opine on an entitys relative vulnerability to default on financial obligations. The threshold default risk addressed by the IDR is generally that of the financial obligations whose non-payment would best reflect the uncured failure of that entity. As such, IDRs also address relative vulnerability to bankruptcy, administrative receivership or similar concepts.
In aggregate, IDRs provide an ordinal ranking of issuers based on the agencys view of their relative vulnerability to default, rather than a prediction of a specific percentage likelihood of default.
Country Ceilings
Country Ceilings are expressed using the symbols of the long-term issuer primary credit rating scale and relate to sovereign jurisdictions also rated by Fitch on the Issuer Default Rating (IDR) scale. They reflect the agencys judgment regarding the risk of capital and exchange controls being imposed by the sovereign authorities that would prevent or materially impede the private sectors ability to convert local currency into foreign currency and transfer to non-resident creditors transfer and convertibility (T&C) risk. They are not ratings but expressions of a cap for the foreign currency issuer ratings of most, but not all, issuers in a given country. Given the close correlation between sovereign credit and T&C risks, the Country Ceiling may exhibit a greater degree of volatility than would normally be expected when it lies above the sovereign Foreign Currency Rating.
AAA: Highest credit quality.
AAA ratings denote the lowest expectation of default risk. They are assigned only in cases of exceptionally strong capacity for payment of financial commitments. This capacity is highly unlikely to be adversely affected by foreseeable events.
AA: Very high credit quality.
AA ratings denote expectations of very low default risk. They indicate very strong capacity for payment of financial commitments. This capacity is not significantly vulnerable to foreseeable events.
A: High credit quality.
A ratings denote expectations of low default risk. The capacity for payment of financial commitments is considered strong. This capacity may, nevertheless, be more vulnerable to adverse business or economic conditions than is the case for higher ratings.
BBB: Good credit quality.
BBB ratings indicate that expectations of default risk are currently low. The capacity for payment of financial commitments is considered adequate, but adverse business or economic conditions are more likely to impair this capacity.
BB: Speculative.
BB ratings indicate an elevated vulnerability to default risk, particularly in the event of adverse changes in business or economic conditions over time; however, business or financial flexibility exists that supports the servicing of financial commitments.
B: Highly speculative.
B ratings indicate that material default risk is present, but a limited margin of safety remains. Financial commitments are currently being met; however, capacity for continued payment is vulnerable to deterioration in the business and economic environment.
A-7
CCC: Substantial credit risk.
Default is a real possibility.
CC: Very high levels of credit risk.
Default of some kind appears probable.
C: Near default
A default or default-like process has begun, or the issuer is in standstill, or for a closed funding vehicle, payment capacity is irrevocably impaired. Conditions that are indicative of a C category rating for an issuer include:
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. the formal announcement by the issuer or their agent of a distressed debt exchange;
d. a closed financing vehicle where payment capacity is irrevocably impaired such that it is not expected to pay interest and/or principal in full during the life of the transaction, but where no payment default is imminent
RD: Restricted default.
RD ratings indicate an issuer that in Fitchs opinion has experienced:
a. |
an uncured payment default on a bond, loan or other material financial obligation, but |
b. |
has not entered into bankruptcy filings, administration, receivership, liquidation, or other formal winding-up procedure, and |
c. |
has not otherwise ceased operating. |
This would include:
i. |
the selective payment default on a specific class or currency of debt; |
ii. |
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; |
iii. |
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; ordinary execution of a distressed debt exchange on one or more material financial obligations. |
D: Default.
D ratings indicate an issuer that in Fitch Ratings opinion has entered into bankruptcy filings, administration, receivership, liquidation or other formal winding-up procedure or which has otherwise ceased business.
Default ratings are not assigned prospectively to entities or their obligations; within this context, non-payment on an instrument that contains a deferral feature or grace period will generally not be considered a default until after the expiration of the deferral or grace period, unless a default is otherwise driven by bankruptcy or other similar circumstance, or by a distressed debt exchange.
In all cases, the assignment of a default rating reflects the agencys opinion as to the most appropriate rating category consistent with the rest of its universe of ratings and may differ from the definition of default under the terms of an issuers financial obligations or local commercial practice.
A-8
Notes
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.
Fitch Short-Term Rating Scales
A short-term issuer or obligation rating is based in all cases on the short-term vulnerability to default of the rated entity and relates to the capacity to meet financial obligations in accordance with the documentation governing the relevant obligation. Short-term deposit ratings may be adjusted for loss severity. Short-Term Ratings are assigned to obligations whose initial maturity is viewed as short term based on market convention. Typically, this means up to 13 months for corporate, sovereign, and structured obligations and up to 36 months for obligations in U.S. public finance markets.
F1: Highest Short-Term Credit Quality. Indicates the strongest intrinsic capacity for timely payment of financial commitments; may have an added + to denote any exceptionally strong credit feature.
F2: Good Short-Term Credit Quality. Good intrinsic capacity for timely payment of financial commitments.
F3: Fair Short-Term Credit Quality. The intrinsic capacity for timely payment of financial commitments is adequate.
B: Speculative Short-Term Credit Quality. Minimal capacity for timely payment of financial commitments, plus heightened vulnerability to near term adverse changes in financial and economic conditions.
C: High Short-Term Default Risk. Default is a real possibility.
RD: Restricted Default. Indicates an entity that has defaulted on one or more of its financial commitments, although it continues to meet other financial obligations. Typically applicable to entity ratings only.
D: Default. Indicates a broad-based default event for an entity, or the default of a short-term obligation.
A-9
APPENDIX B
PERSONS TO WHOM INVESCO PROVIDES
NON-PUBLIC PORTFOLIO HOLDINGS ON AN ONGOING BASIS
(as of November 30, 2019)
Service Provider |
Disclosure Category |
|
ABN AMRO Financial Services, Inc. | Broker (for certain Invesco Funds) | |
Absolute Color | Financial Printer | |
Anglemyer & Co. | Analyst (for certain Invesco Funds) | |
AXA | Other | |
Ballard Spahr Andrews & Ingersoll, LLP | Special Insurance Counsel | |
Barclays Capital, Inc. | Broker (for certain Invesco Funds) | |
Blaylock Robert Van LLC | Broker (for certain Invesco Funds) | |
BB&T Capital Markets | Broker (for certain Invesco Funds) | |
Bear Stearns Pricing Direct, Inc. | Pricing Vendor (for certain Invesco Funds) | |
BLNS Securities Ltd. | Broker (for certain Invesco Funds) | |
BOSC, Inc. | Broker (for certain Invesco Funds) | |
Brown Brothers Harriman & Co. | Securities Lender (for certain Invesco Funds) | |
Cabrera Capital Markets | Broker (for certain Invesco Funds) | |
Charles River Systems, Inc. | System Provider | |
Chas. P. Young Co. | Financial Printer | |
Cirrus Research, LLC | Trading System | |
Citigroup Global Markets, Inc. | Broker (for certain Invesco Funds) | |
Commerce Capital Markets | Broker (for certain Invesco Funds) | |
Crane Data, LLC | Analyst (for certain Invesco Funds) | |
Credit Suisse International / Credit Suisse Securities (Europe) Ltd. | Service Provider | |
Crews & Associates | Broker (for certain Invesco Funds) | |
D.A. Davidson & Co. | Broker (for certain Invesco Funds) | |
Dechert LLP | Legal Counsel | |
DEPFA First Albany | Broker (for certain Invesco Funds) | |
E.K. Riley Investments LLC | Broker (for certain Invesco Funds) | |
Empirical Research Partners | Analyst (for certain Invesco Funds) | |
Finacorp Securities | Broker (for certain Invesco Funds) | |
First Miami Securities | Broker (for certain Invesco Funds) | |
First Southwest Co. | Broker (for certain Invesco Funds) | |
First Tryon Securities | Broker (for certain Invesco Funds) | |
Fitch, Inc. | Rating & Ranking Agency (for certain Invesco Funds) | |
FT Interactive Data Corporation | Pricing Vendor | |
FTN Financial Group | Broker (for certain Invesco Funds) | |
GainsKeeper | Software Provider (for certain Invesco Funds) | |
GCom2 Solutions | Software Provider (for certain Invesco Funds) | |
George K. Baum & Company | Broker (for certain Invesco Funds) | |
Glass, Lewis & Co. | System Provider (for certain Invesco Funds) | |
Global Trading Analytics, LLC | Software Provider | |
Global Trend Alert | Analyst (for certain Invesco Funds) | |
Hattier, Sanford & Reynoir | Broker (for certain Invesco Funds) | |
Hutchinson, Shockey, Erley & Co. | Broker (for certain Invesco Funds) | |
ICI (Investment Company Institute) | Analyst (for certain Invesco Funds) | |
ICRA Online Ltd. | Rating & Ranking Agency (for certain Invesco Funds) |
B-1
Service Provider |
Disclosure Category |
|
Lincoln Investment Advisors Corporation |
Other |
|
iMoneyNet, Inc. |
Rating & Ranking Agency (for certain Invesco Funds) |
|
Initram Data, Inc. |
Pricing Vendor |
|
Institutional Shareholder Services, Inc. |
Proxy Voting Service (for certain Invesco Funds) |
|
Invesco Investment Services, Inc. |
Transfer Agent |
|
Invesco Senior Secured Management, Inc. |
System Provider (for certain Invesco Funds) |
|
Investment Company Institute |
Analyst (for certain Invesco Funds) |
|
Investortools, Inc. |
Broker (for certain Invesco Funds) |
|
ITG, Inc. |
Pricing Vendor (for certain Invesco Funds) |
|
J.P. Morgan Securities, Inc. |
Analyst (for certain Invesco Funds) |
|
J.P. Morgan Securities Inc.\Citigroup Global Markets Inc.\JPMorgan Chase Bank, N.A. |
Lender (for certain Invesco Funds) |
|
J.P. Morgan Securities |
Broker (for certain Invesco Funds) |
|
Janney Montgomery Scott LLC |
Broker (for certain Invesco Funds) |
|
John Hancock Investment Management Services, LLC |
Sub-advisor (for certain sub-advised accounts) |
|
Jorden Burt LLP |
Special Insurance Counsel |
|
KeyBanc Capital Markets, Inc. |
Broker (for certain Invesco Funds) |
|
Kramer Levin Naftalis & Frankel LLP |
Legal Counsel |
|
Lebenthal & Co. LLC |
Broker (for certain Invesco Funds) |
|
Lipper, Inc. |
Rating & Ranking Agency (for certain Invesco Funds) |
|
Loan Pricing Corporation |
Pricing Service (for certain Invesco Funds) |
|
Loop Capital Markets |
Broker (for certain Invesco Funds) |
|
M.R. Beal |
Broker (for certain Invesco Funds) |
|
MarkIt Group Limited |
Pricing Vendor (for certain Invesco Funds) |
|
Merrill Communications LLC |
Financial Printer |
|
Mesirow Financial, Inc. |
Broker (for certain Invesco Funds) |
|
Middle Office Solutions |
Software Provider |
|
Moodys Investors Service |
Rating & Ranking Agency (for certain Invesco Funds) |
|
Morgan Keegan & Company, Inc. |
Broker (for certain Invesco Funds) |
|
Morrison Foerster LLP |
Legal Counsel |
|
MS Securities Services, Inc. and Morgan Stanley & Co. Incorporated |
Securities Lender (for certain Invesco Funds) |
|
Muzea Insider Consulting Services, LLC |
Analyst (for certain Invesco Funds) |
|
Ness USA Inc. |
System provider |
|
Noah Financial, LLC |
Analyst (for certain Invesco Funds) |
|
Omgeo LLC |
Trading System |
|
Piper Jaffray |
Analyst (for certain Invesco Funds) |
|
Prager, Sealy & Co. |
Broker (for certain Invesco Funds) |
|
PricewaterhouseCoopers LLP |
Independent Registered Public Accounting Firm (for all Invesco Funds) |
|
Protective Securities |
Broker (for certain Invesco Funds) |
|
Ramirez & Co., Inc. |
Broker (for certain Invesco Funds) |
|
Raymond James & Associates, Inc. |
Broker (for certain Invesco Funds) |
|
RBC Capital Markets |
Analyst (for certain Invesco Funds) |
|
RBC Dain Rauscher Incorporated |
Broker (for certain Invesco Funds) |
|
Reuters America LLC |
Pricing Service (for certain Invesco Funds) |
|
Rice Financial Products |
Broker (for certain Invesco Funds) |
|
Robert W. Baird & Co. Incorporated |
Broker (for certain Invesco Funds) |
|
RR Donnelley Financial |
Financial Printer |
|
Ryan Beck & Co. |
Broker (for certain Invesco Funds) |
|
SAMCO Capital Markets, Inc. |
Broker (for certain Invesco Funds) |
|
Seattle-Northwest Securities Corporation |
Broker (for certain Invesco Funds) |
|
Siebert Brandford Shank & Co., L.L.C. |
Broker (for certain Invesco Funds) |
B-2
Service Provider |
Disclosure Category |
|
Simon Printing Company |
Financial Printer |
|
Southwest Precision Printers, Inc. |
Financial Printer |
|
Southwest Securities |
Broker (for certain Invesco Funds) |
|
Standard and Poors/Standard and Poors Securities Evaluations, Inc. |
Pricing Service and Rating and Ranking Agency (each, respectively, for certain Invesco Funds) |
|
StarCompliance, Inc. |
System Provider |
|
State Street Bank and Trust Company |
Custodian, Lender, Securities Lender, and System Provider (each, respectively, for certain Invesco Funds) |
|
Sterne, Agee & Leach, Inc. |
Broker (for certain Invesco Funds) |
|
Stifel, Nicolaus & Company, Incorporated |
Broker (for certain Invesco Funds) |
|
Stradley Ronon Stevens & Young, LLP |
Legal Counsel |
|
The Bank of New York |
Custodian and Securities Lender (each, respectively, for certain Invesco Funds) |
|
The MacGregor Group, Inc. |
Software Provider |
|
The Savader Group LLC |
Broker (for certain Invesco Funds) |
|
Thomson Information Services Incorporated |
Software Provider |
|
UBS Financial Services, Inc. |
Broker (for certain Invesco Funds) |
|
VCI Group Inc. |
Financial Printer |
|
Vining Sparks IBG |
Broker (for Certain Invesco Funds) |
|
W.H Mell Associates, Inc. |
Broker (for certain Invesco Funds) |
|
Wachovia National Bank, N.A. |
Broker (for certain Invesco Funds) |
|
Western Lithograph |
Financial Printer |
|
Wiley Bros. Aintree Capital L.L.C. |
Broker (for certain Invesco Funds) |
|
William Blair & Co. |
Broker (for certain Invesco Funds) |
|
XSP, LLC\Solutions Plus, Inc. |
Software Provider |
B-3
APPENDIX C
As of November 30, 2019
The address of each trustee and officer is 11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173. The trustees serve for the life of the Trust, subject to their earlier death, incapacitation, resignation, retirement or removal as more specifically provided in the Trusts organizational documents. Each officer serves for a one year term or until their successors are elected and qualified. Column two below includes length of time served with predecessor entities, if any.
Name, Year of Birth and Position(s) Held with the Trust |
Trustee
|
Principal Occupation(s) During Past 5 Years |
Number of Funds
in
Fund
by Trustee |
Other
Trusteeship(s)/
Trustee/Director
|
||||
Interested Trustees: |
||||||||
Martin L. Flanagan1 - 1960 Trustee |
2007 |
Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Trustee and Vice Chair, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business
Formerly: Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Chairman and Chief Executive Officer, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly 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) |
229 | None | ||||
Philip A. Taylor2 - 1954 Trustee and Senior Vice President |
2006 |
Vice Chair, Invesco Ltd.; Trustee, The Invesco Funds
Formerly: Director, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Head of the Americas and Senior Managing Director, Invesco Ltd.; Director, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and |
229 | None |
1 |
Mr. Flanagan is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) 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. |
2 |
Mr. Taylor is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer and a director of the Adviser. |
C-1
Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.) (financial services holding company); Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, Van Kampen Exchange Corp; President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurers Series Trust (Invesco Treasurers Series Trust), Short-Term Investments Trust and Invesco Management Trust); Executive Vice President, The Invesco Funds (AIM Treasurers Series Trust (Invesco Treasurers Series Trust), Short-Term Investments Trust and Invesco Management Trust only); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent); Director and Chairman, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, Invesco Inc. (holding company), Invesco Canada Holdings Inc. (holding company), Trimark Investments Ltd./Placements Trimark Ltèe and Invesco Financial Services Ltd/Services Financiers Invesco Ltèe; Chief Executive Officer, Invesco Canada Fund Inc. (corporate mutual fund company); 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, Invesco Trimark Dealer Inc. (registered broker dealer); Director, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.) (registered broker dealer); Manager, Invesco 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; Director and Chairman, Fund Management Company (former |
C-2
C-3
forestry company); Director of Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives |
||||||||
Cynthia Hostetler 1962 Trustee |
2017 |
Non-Executive Director and Trustee of a number of public and private business corporations
Formerly: Director, Aberdeen Investment Funds (4 portfolios); Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP |
229 | Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Genesee & Wyoming, Inc. (railroads); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor); Investment Company Institute (professional organization); Independent Directors Council (professional organization) | ||||
Eli Jones 1961 Trustee |
2016 |
Professor and Dean, Mays Business SchoolTexas A&M University
Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J. Ourso College of Business, Louisiana State University; Director, Arvest Bank |
229 | Insperity, Inc. (formerly known as Administaff) (human resources provider) | ||||
Elizabeth Krentzman 1959 Trustee |
2019 | Formerly: Principal and Chief Regulatory Advisor for Asset Management Services and U.S. Mutual Fund Leader of Deloitte & Touche LLP; General Counsel of the Investment Company Institute (trade association); National Director of the Investment Management Regulatory Consulting Practice, Principal, Director and Senior Manager of Deloitte & Touche LLP; Assistant Director of the Division of Investment ManagementOffice of Disclosure and Investment Adviser Regulation of the U.S. Securities and Exchange Commission and various positions with the Division of Investment Management Office of Regulatory Policy of the U.S. Securities and Exchange Commission; Associate at Ropes & Gray LLP; Advisory Board Member of the Securities and Exchange Commission Historical Society; and Trustee of certain Oppenheimer Funds | 229 | Trustee of the University of Florida National Board Foundation and Audit Committee Member; Member of the Cartica Funds Board of Directors (private investment funds); Member of the University of Florida Law Center Association, Inc. Board of Trustees and Audit Committee Member |
C-4
Anthony J. LaCava, Jr. 1956 Trustee |
2019 | Formerly: Director and Member of the Audit Committee, Blue Hills Bank (publicly traded financial institution) and Managing Partner, KPMG LLP | 229 | Blue Hills Bank; Chairman, Bentley University; Member, Business School Advisory Council; and Nominating Committee, KPMG LLP | ||||
Prema Mathai-Davis 1950 Trustee |
2003 |
Retired
Co-Owner & Partner of Quantalytics Research, LLC, (a FinTech Investment Research Platform for the Self-Directed Investor) |
229 | None | ||||
Joel W. Motley 1952 Trustee |
2019 |
Director of Office of Finance, Federal Home Loan Bank; Member of the Vestry of Trinity Wall Street; Managing Director of Carmona Motley Inc. (privately held financial advisor); Member of the Finance and Budget Committee of the Council on Foreign Relations, Member of the Investment Committee and Board of Human Rights Watch and Member of the Investment Committee and Board of Historic Hudson Valley (non-profit cultural organization)
Formerly: Managing Director of Public Capital Advisors, LLC (privately held financial advisor); Managing Director of Carmona Motley Hoffman, Inc. (privately held financial advisor); Trustee of certain Oppenheimer Funds; and Director of Columbia Equity Financial Corp. (privately held financial advisor) |
229 | Director of Greenwall Foundation (bioethics research foundation); Member of Board and Investment Committee of The Greenwall Foundation; Director of Southern Africa Legal Services Foundation; Board Member and Investment Committee Member of Pulitzer Center for Crisis Reporting (non-profit journalism) | ||||
Teresa M. Ressel 1962 Trustee |
2017 |
Non-executive director and trustee of a number of public and private business corporations
Formerly: Chief Financial Officer, Olayan America, The Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department of the Treasury |
229 | Atlantic Power Corporation (power generation company); ON Semiconductor Corp. (semiconductor supplier) | ||||
Ann Barnett Stern 1957 Trustee |
2017 |
President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)
Formerly: Executive Vice President and General Counsel, Texas Childrens Hospital; Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP |
229 | Federal Reserve Bank of Dallas | ||||
Raymond Stickel, Jr. 1944 | 2005 |
Retired |
229 | None |
C-5
Trustee | Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios); Partner, Deloitte & Touche | |||||||
Robert C. Troccoli 1949 Trustee |
2016 |
Retired
Formerly: Adjunct Professor, University of Denver Daniels College of Business; Senior Partner, KPMG LLP |
229 | None | ||||
Daniel S. Vandivort 1954 Trustee |
2019 |
Treasurer, Chairman of the Audit and Finance Committee, and Trustee, Board of Trustees, Huntington Disease Foundation of America; and President, Flyway Advisory Services LLC (consulting and property management)
Formerly: Trustee and Governance Chair, of certain Oppenheimer Funds |
229 | Chairman and Lead Independent Director, Chairman of the Audit Committee, and Director, Board of Directors, Value Line Funds | ||||
James D. Vaughn 1945 Trustee |
2019 |
Retired
Formerly: Managing Partner, Deloitte & Touche LLP; Trustee and Chairman of the Audit Committee, Schroder Funds; Board Member, Mile High United Way, Boys and Girls Clubs, Boy Scouts, Colorado Business Committee for the Arts, Economic Club of Colorado and Metro Denver Network (economic development corporation); and Trustee of certain Oppenheimer Funds |
229 | Board member and Chairman of Audit Committee of AMG National Trust Bank; Trustee and Investment Committee member, University of South Dakota Foundation; Board member, Audit Committee Member and past Board Chair, Junior Achievement (non-profit) | ||||
Christopher L. Wilson 1957 Trustee | 2017 |
Retired
Formerly: Director, TD Asset Management USA Inc. (mutual fund complex) (22 portfolios); Managing Partner, CT2, LLC (investing and consulting firm); President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens & Clark, Inc.; Assistant Vice President, Fidelity Investments |
229 | ISO New England, Inc. (non-profit organization managing regional electricity market) | ||||
Officers |
||||||||
Sheri Morris 1964 President, Principal Executive Officer and Treasurer |
2003 | Head of Global Fund Services, Invesco Ltd.; President, Principal Executive Officer and Treasurer, The Invesco Funds; Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); and Vice President, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco | N/A | N/A |
C-6
Exchange-Traded Self-Indexed Fund Trust; and Vice President, OppenheimerFunds, Inc.
Formerly: Vice President and Principal Financial Officer, The Invesco Funds; Vice President, Invesco AIM 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.; and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust and Invesco Actively Managed Exchange-Traded Fund Trust |
||||||||
Russell C. Burk 1958 Senior Vice President and Senior Officer | 2005 | Senior Vice President and Senior Officer, The Invesco Funds | N/A | N/A | ||||
Jeffrey H. Kupor 1968 Senior Vice President, Chief Legal Officer and Secretary | 2018 |
Head of Legal of the Americas, Invesco Ltd.; Senior Vice President and Secretary, 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.); Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.) and Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Secretary, W.L. Ross & Co., LLC
Formerly: Secretary and Vice President, Jemstep, Inc.; Head of Legal, Worldwide Institutional, Invesco Ltd.; Secretary and General Counsel, INVESCO Private Capital Investments, Inc.; Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Assistant Secretary, INVESCO Asset Management (Bermuda) Ltd.; Secretary and General Counsel, Invesco Private Capital, Inc.; Assistant Secretary and General Counsel, INVESCO Realty, Inc.; Secretary and General Counsel, Invesco Senior Secured Management, Inc.; and Secretary, Sovereign G./P. Holdings Inc. |
N/A | N/A |
C-7
Andrew R. Schlossberg 1974 Senior Vice President |
2019 |
Head of the Americas and Senior Managing Director, Invesco Ltd.; Director and Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) (registered transfer agent); Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Director, President and Chairman, Invesco Insurance Agency, Inc.
Formerly: Director, Invesco UK Limited; Director and Chief Executive, Invesco Asset Management Limited and Invesco Fund Managers Limited; Assistant Vice President, The Invesco Funds; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director and Chief Executive, Invesco Administration Services Limited and Invesco Global Investment Funds Limited; Director, Invesco Distributors, Inc.; Head of EMEA, Invesco Ltd.; President, Invesco Actively Managed Exchange-Traded Commodity Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II and Invesco India Exchange-Traded Fund Trust; Managing Director and Principal Executive Officer, Invesco Capital Management LLC |
N/A | N/A | ||||
John M. Zerr 1962 Senior Vice President |
2006 |
Chief Operating Officer of the Americas; Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director and Vice President, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, The Invesco Funds; Managing Director, Invesco Capital Management LLC; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Senior Vice President, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Manager, Invesco Indexing LLC; Manager, Invesco Specialized Products, LLC; Director and Senior Vice President, Invesco Insurance Agency, Inc.; Member, Invesco Canada Funds Advisory Board; Director, President and Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company); and Director, Chairman, President and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent)
Formerly: Director and Senior Vice President, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary and General |
N/A | N/A |
C-8
Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.); Chief Legal Officer and Secretary, The Invesco Funds; Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.); Chief Legal Officer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Secretary, Invesco Indexing LLC; Director, Secretary, General Counsel and Senior Vice President, Van Kampen Exchange Corp.; Director, Vice President and Secretary, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Director and Vice President, Van Kampen Advisors Inc.; Director, Vice President, Secretary and General Counsel, Van Kampen Investor Services Inc.; Director and Secretary, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco AIM 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) | ||||||||
Gregory G. McGreevey - 1962 Senior Vice President |
2012 |
Senior Managing Director, Invesco Ltd.; Director, Chairman, President, and Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Invesco Mortgage Capital, Inc. and Invesco Senior Secured Management, Inc.; and Senior Vice President, The Invesco Funds; and President, SNW Asset Management Corporation
Formerly: Senior Vice President, Invesco Management Group, Inc. and Invesco Advisers, Inc.; Assistant Vice President, The Invesco Funds |
N/A | N/A |
C-9
Kelli Gallegos 1970 Vice President, Principal Financial Officer and Assistant Treasurer |
2008 |
Principal Financial and Accounting Officer Investments Pool, Invesco Specialized Products, LLC; Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Principal Financial and Accounting Officer Pooled Investments, Invesco Capital Management LLC; Vice President and Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust
Formerly: Assistant Treasurer, Invesco Specialized Products, LLC; Assistant Treasurer, Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Assistant Treasurer, Invesco Capital Management LLC; Assistant Vice President, The Invesco Funds |
N/A | N/A | ||||
Crissie M. Wisdom 1969 Anti-Money Laundering Compliance Officer | 2013 |
Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser), Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.), Invesco Distributors, Inc., Invesco Investment Services, Inc., The Invesco Funds, and Invesco Exchange-Traded Fund Trust, Invesco Exchange-Traded Fund Trust II, Invesco India Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Fund Trust, Invesco Actively Managed Exchange-Traded Commodity Fund Trust and Invesco Exchange-Traded Self-Indexed Fund Trust; Anti-Money Laundering Compliance Officer and Bank Secrecy Act Officer, INVESCO National Trust Company and Invesco Trust Company; and Fraud Prevention Manager and Controls and Risk Analysis Manager for Invesco Investment Services, Inc.
Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp. and Invesco Management Group, Inc. |
N/A | N/A | ||||
Robert R. Leveille 1969 Chief Compliance Officer |
2016 |
Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser); and Chief Compliance Officer, The Invesco Funds
Formerly: Chief Compliance Officer, Putnam Investments and the Putnam Funds |
N/A | N/A |
C-10
Trustee Ownership of Fund Shares as of December 31, 2018
Name of Trustee | Dollar Range of Equity Securities Per Fund |
Aggregate Dollar Range of Equity Securities in All Registered Investment Companies Overseen by Trustee in Invesco Funds |
||
Interested Persons |
||||
Martin L. Flanagan |
None | Over $100,000 | ||
Philip A. Taylor |
None | None | ||
Independent Trustees |
||||
David C. Arch |
None | Over $100,000 | ||
Beth Ann Brown5 |
None | N/A | ||
Bruce L. Crockett |
None | Over $100,0003 | ||
Jack M. Fields |
Invesco Premier Portfolio ($1 - $10,000) | Over $100,000 | ||
Cynthia Hostetler |
None | Over $100,0003 | ||
Eli Jones |
None | Over $100,0003 | ||
Elizabeth Krentzman5 |
None | N/A | ||
Anthony J. LaCava, Jr.4 |
Invesco Premier Portfolio (Over $100,000) | Over $100,0003 | ||
Prema Mathai-Davis |
Invesco Premier Portfolio (Over $100,000) | Over $100,0003 | ||
Joel W. Motley5 |
None | N/A3 | ||
Teresa M. Ressel |
None | None | ||
Ann Barnett Stern |
None | Over $100,0003 | ||
Raymond Stickel, Jr. |
None | Over $100,000 | ||
Robert C. Troccoli |
None | Over $100,0003 | ||
Daniel S. Vandivort5 |
None | N/A3 | ||
Jamed D. Vaughn5 |
None | N/A3 | ||
Christopher L. Wilson |
None | Over $100,0003 |
3 |
Includes 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. |
4 |
The information in the table is provided as of December 31, 2018. Mr. LaCava was appointed as trustee of the Trust effective March 1, 2019. |
5 |
The information in the table is provided as of December 31, 2018. Mss. Brown and Krentzman and Messrs. Motley, Vandivort and Vaughn were appointed as trustees of the Trust effective June 10, 2019. |
C-11
APPENDIX D
Set forth below is information regarding compensation paid or accrued for each trustee of the Trust who was not affiliated with Invesco during the year ended December 31, 2018:
Trustee |
Aggregate
Compensation From the Trust (1) |
Retirement
Benefits Accrued by All Invesco Funds |
Estimated
Annual Benefits Upon Retirement (2) |
Total
Compensation From All Invesco Funds (3) |
||||||||||||
Independent Trustees(4) |
||||||||||||||||
David C. Arch |
$ | 10,856 | | $ | 205,000 | $ | 435,078 | |||||||||
Beth Ann Brown(5) |
1,860 | | | N/A | ||||||||||||
Bruce L. Crockett |
17,122 | | 205,000 | 688,266 | ||||||||||||
Jack M. Fields |
10,555 | | 205,000 | 406,878 | ||||||||||||
Cynthia Hostetler |
9,360 | | | 359,478 | ||||||||||||
Eli Jones |
9,950 | | | 381,678 | ||||||||||||
Elizabeth Krentzman(5) |
1,860 | | N/A | |||||||||||||
Anthony J. LaCava Jr.(4) |
4,888 | | N/A | |||||||||||||
Prema Mathai-Davis |
10,485 | | 205,000 | 406,878 | ||||||||||||
Joel W. Motley(5) |
1,860 | | N/A | |||||||||||||
Teresa M. Ressel |
9,374 | | | 357,978 | ||||||||||||
Ann Barnett Stern |
9,548 | | | 354,478 | ||||||||||||
Raymond Stickel, Jr. |
10,698 | | 205,000 | 424,174 | ||||||||||||
Robert C. Troccoli |
9,868 | | | 385,178 | ||||||||||||
Daniel S. Vandivort(5) |
1,902 | | N/A | |||||||||||||
James D. Vaughn(5) |
1,860 | | N/A | |||||||||||||
Christopher L. Wilson |
9,595 | | | 345,478 |
(1) |
Amount shown are based on the fiscal year ended August 31, 2019. The total amount of compensation deferred by all trustees of the Trust during the fiscal year ended August 31, 2019, including earnings, was $31,516. |
(2) |
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. These amounts are not adjusted to reflect deemed investment appreciation or depreciation. |
(3) |
These amounts represent the compensation paid from all Invesco Funds to the individuals who serve as trustees. All trustees currently serve as trustee of 32 registered investment companies advised by Invesco, unless otherwise noted. |
(4) |
Mr. Anthony J. LaCava Jr. was appointed as Trustee of the Trust effective March 1, 2019. |
(5) |
Mss. Beth Ann Brown and Elizabeth Krentzman and Messrs. Joel W. Motley, Daniel S. Vandivort, and James D. Vaughn were appointed as Trustees for all open-end funds in the Invesco Fund Complex (which includes all registered investment companies advised by the Adviser and its affiliates, including other subsidiaries of the Advisers parent company, Invesco, Ltd.) and Invesco Senior Loan Fund effective June 10, 2019 and were appointed as Trustees for all closed-end funds in the Invesco Fund Complex effective September 17, 2019. |
D-1
APPENDIX E
PROXY VOTING POLICIES AND PROCEDURES
Invescos Policy Statement on Global Corporate
Governance and Proxy Voting
The Adviser and each sub-adviser rely on this policy. In addition, Invesco Advisers, Inc., Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Capital Management LLC and Invesco Asset Management (India) Pvt. Ltd. have also adopted operating guidelines and procedures for proxy voting particular to each regional investment center. Such guidelines and procedures are attached hereto.
|
Invescos Policy Statement on Global Corporate Governance and Proxy Voting |
December, 2019
I. |
Guiding Principles and Philosophy |
Public companies hold shareholder meetings, attended by the companys executives, directors, and shareholders, during which important issues, such as appointments to the companys board of directors, executive compensation, and auditors, are addressed and where applicable, voted on. Proxy voting gives shareholders the opportunity to vote on issues that impact the companys operations and policies without being present at the meetings.
Invesco views proxy voting as an integral part of its investment management responsibilities and believes that the right to vote proxies should be managed with the same high standards of care and fiduciary duty to its clients as all other elements of the investment process. Invescos proxy voting philosophy, governance structure and process are designed to ensure that proxy votes are cast in accordance with clients best interests, which Invesco interprets to mean clients best economic interests, this Policy and the operating guidelines and procedures of Invescos regional investment centers.
Invesco investment teams vote proxies on behalf of Invesco-sponsored funds and both fund and non-fund advisory clients that have explicitly granted Invesco authority in writing to vote proxies on their behalf.
The proxy voting process at Invesco, which is driven by investment professionals, focuses on maximizing long-term value for our clients, protecting clients rights and promoting governance structures and practices that reinforce the accountability of corporate management and boards of directors to shareholders. Invesco takes a nuanced approach to voting and, therefore, many matters to be voted upon are reviewed on a case by case basis.
Votes in favor of board or management proposals should not be interpreted as an indication of insufficient consideration by Invesco fund managers. Such votes may reflect the outcome of past or ongoing engagement and active ownership by Invesco with representatives of the companies in which we invest.
II. |
Applicability of this Policy |
This Policy sets forth the framework of Invescos corporate governance approach, broad philosophy and guiding principles that inform the proxy voting practices of Invescos investment teams around the world. Given the different nature of these teams and their respective investment processes, as well as the significant differences in regulatory regimes and market practices across jurisdictions, not all aspects of this Policy may apply to all Invesco investment teams at all times. In the case of a conflict between this Policy and the operating guidelines and procedures of a regional investment center the latter will control.
III. |
Proxy Voting for Certain Fixed Income, Money Market, Index and Legacy OppenheimerFunds Accounts |
For proxies held by certain client accounts managed in accordance with fixed income, money market and index strategies (including exchange traded funds), and by accounts managed by legacy OppenheimerFunds investment teams (legacy accounts), Invesco will typically vote in line with the majority holder of the active-equity shares held by Invesco outside of those strategies and legacy accounts (Majority Voting). In this manner Invesco seeks to leverage the active-equity expertise and comprehensive proxy voting reviews conducted by teams employing active-equity strategies (other than legacy OppenheimerFunds investment teams), which typically incorporate analysis of proxy issues as a core component of the investment process. Portfolio managers for accounts employing Majority Voting still retain full discretion to override Majority Voting and to vote the shares as they determine to be in the best interest of those accounts, absent certain types of conflicts of interest, which are discussed elsewhere in this Policy. When there are no corresponding active-equity shares held by Invesco, the proxies for those strategies and legacy accounts will be voted in the following manner: (i) for U.S. issuers, in line with Invesco custom voting guidelines derived from the guidelines set forth below; and (ii) for non-U.S. issuers, in line with the recommendations of a third-party proxy advisory service.
IV. |
Conflicts of Interest |
There may be occasions where voting proxies may present a real or perceived conflict of interest between Invesco, as investment manager, and one or more of Invescos clients or vendors. Under Invescos Code of Conduct, Invesco entities and individuals are strictly prohibited from putting personal benefit, whether tangible or intangible, before the interests of clients. Personal benefit includes any intended benefit for Invesco, oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for the relevant Invesco client.
Firm-level Conflicts of Interest
A conflict of interest may exist if Invesco has a material business relationship with, or is actively soliciting business from, either the company soliciting a proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote (e.g., issuers that are distributors of Invescos products, or issuers that employ Invesco to manage portions of their retirement plans or treasury accounts). Invescos proxy governance team maintains a list of all such issuers for which a conflict of interest exists.
If the proposal that gives rise to the potential conflict is specifically addressed by this Policy or the operating guidelines and procedures of the relevant regional investment center, Invesco generally will vote the proxy in accordance therewith. Otherwise, based on a majority vote of its members, the Global IPAC (as described below) will vote the proxy.
Because this Policy and the operating guidelines and procedures of each regional investment center are pre-determined and crafted to be in the best interest of clients, applying them to vote client proxies should, in most instances, resolve any potential conflict of interest. As an additional safeguard, persons from Invescos marketing, distribution and other customer-facing functions may not serve on the Global IPAC. For the avoidance of doubt, Invesco may not consider Invesco Ltd.s pecuniary interest when voting proxies on behalf of clients.
2
Personal Conflicts of Interest
A conflict also may exist where an Invesco employee has a known personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors, or candidates for directorships.
All Invesco personnel with proxy voting responsibilities are required to report any known personal conflicts of interest regarding proxy issues with which they are involved. In such instances, the individual(s) with the conflict will be excluded from the decision-making process relating to such issues.
Other Conflicts of Interest
To avoid any appearance of a conflict of interest, Invesco will not vote proxies issued by, or related to matters involving, Invesco Ltd. that may be held in client accounts from time to time.1 Shares of an Invesco-sponsored fund held by other Invesco funds will be voted in the same proportion as the votes of external shareholders of the underlying fund. Shares of an unaffiliated registered fund held by one or more Invesco funds will be voted in the same proportion as the votes of external shareholders of the underlying fund as required by federal securities law or any exemption therefrom. Additionally, Invesco or its Funds may vote proportionally in other cases where required by law.
V. |
Use of Third-Party Proxy Advisory Services |
Invesco may supplement its internal research with information from third-parties, such as proxy advisory firms. However, Invesco generally retains full and independent discretion with respect to proxy voting decisions.
As part of its fiduciary obligation to clients, Invesco performs extensive initial and ongoing due diligence on the proxy advisory firms it engages. This includes reviews of information regarding the capabilities of their research staffs, methodologies for formulating voting recommendations, the adequacy and quality of staffing, personnel and technology, as applicable, and internal controls, policies and procedures, including those relating to possible conflicts of interest. In addition, Invesco regularly monitors and communicates with these firms and monitors their compliance with Invescos performance and policy standards.
VI. |
Global Proxy Voting Platform and Administration |
Guided by its philosophy that investment teams should manage proxy voting, Invesco has created the Global Invesco Proxy Advisory Committee (Global IPAC). The Global IPAC is a global investments-driven committee comprised of representatives from various investment management teams and Invescos Global Head of ESG ](Head of Proxy Governance). The Global IPAC provides a forum for investment teams to monitor, understand and discuss key proxy issues and voting trends within the Invesco complex. Absent a conflict of interest, the Global IPAC representatives, in consultation with the respective investment team, are responsible for voting
1 |
Generally speaking, Invesco does not invest for its clients in the shares of Invesco Ltd., however, limited exceptions apply in the case of funds or accounts designed to track an index that includes Invesco Ltd. as a component. |
3
proxies for the securities the team manages (unless such responsibility is explicitly delegated to the portfolio managers of the securities in question). In addition to the Global IPAC, for some clients, third parties (e.g., U.S. fund boards) provide oversight of the proxy process. The Global IPAC and Invescos proxy administration and governance team, compliance and legal teams annually communicate and review this Policy and the operating guidelines and procedures of each regional investment center to ensure that they remain consistent with clients best interests, regulatory requirements, governance trends and industry best practices.
Invesco maintains a proprietary global proxy administration platform, known as the fund manager portal and supported by the Head of Proxy Governance and a dedicated team of internal proxy specialists. The platform streamlines the proxy voting and ballot reconciliation processes, as well as related functions, such as share blocking and managing conflicts of interest issuers. Managing these processes internally, as opposed to relying on third parties, gives Invesco greater quality control, oversight and independence in the proxy administration process.
The platform also includes advanced global reporting and record-keeping capabilities regarding proxy matters that enable Invesco to satisfy client, regulatory and management requirements. Historical proxy voting information, including commentary by investment professionals regarding the votes they cast, where applicable, is stored to build institutional knowledge across the Invesco complex with respect to individual companies and proxy issues. Certain investment teams also use the platform to access third-party proxy research.
VII. |
Non-Votes |
In the great majority of instances, Invesco will vote proxies. However, in certain circumstances, Invesco may refrain from voting where the economic or other opportunity costs of voting exceeds any benefit to clients. Such circumstances could include, for example:
|
If the security in question is on loan as part of a securities lending program, Invesco may determine that the benefit to the client of voting a particular proxy is outweighed by the revenue that would be lost by terminating the loan and recalling the securities; |
|
In some countries the exercise of voting rights imposes temporary transfer restrictions on the related securities (share blocking). Invesco generally refrains from voting proxies in share-blocking countries unless Invesco determines that the benefit to the client(s) of voting a specific proxy outweighs the clients temporary inability to sell the security; or |
|
Some companies require a representative to attend meetings in person to vote a proxy. Invesco may determine that the costs of sending a representative or signing a power-of-attorney outweigh the benefit of voting a particular proxy. |
In addition, there may be instances in which Invesco is unable to vote all of its clients proxies despite using commercially reasonable efforts to do so. For example, Invesco may not receive proxy materials from the relevant fund or client custodian with sufficient time and information to make an informed independent voting decision. In other cases, voting may not be practicable due to operational limitations. In such cases, Invesco may choose not to vote, to abstain from voting,
4
to vote in line with management or to vote in accordance with proxy advisor recommendations. These matters are left to the discretion of the relevant portfolio manager.
VIII. |
Proxy Voting Guidelines |
The following guidelines describe Invescos general positions on various proxy voting issues. The guidelines are not intended to be exhaustive or prescriptive. As noted above, Invescos proxy process is investor-driven, and each portfolio manager retains ultimate discretion to vote proxies in the manner he or she deems most appropriate, consistent with Invescos proxy voting principles and philosophy discussed in Sections I. through IV. Individual proxy votes therefore will differ from these guidelines from time to time.
Invesco generally affords management discretion with respect to the operation of a companys business and will generally support a boards discretion on proposals relating to ordinary business practices and routine matters, unless there is insufficient information to decide about the nature of the proposal.
Invesco generally abstains from voting on or opposes proposals that are bundled or made contingent on each other (e.g., proposals to elect directors and approve compensation plans) where there is insufficient information to decide about the nature of the proposals.
A. |
Shareholder Access and Treatment of Shareholder Proposals General |
Invesco reviews on a case by case basis but generally 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, provided that such proposals would not require a disproportionate amount of management attention or corporate resources or otherwise that may inappropriately disrupt the companys business and main purpose, usually set out in their reporting disclosures and business model. Likewise, Invesco reviews on a case by case basis but generally votes for shareholder proposals that are designed to protect shareholder rights if a companys corporate governance standards indicate that such additional protections are warranted (for example, where minority shareholders rights are not adequately protected).
B. |
Environmental, Social and Corporate Responsibility Issues |
Invesco believes that a companys long-term response to environmental, social and corporate responsibility issues can significantly affect long-term shareholder value. We recognize that to manage a corporation effectively, directors and management may consider not only the interests of shareholders, but also the interests of employees, customers, suppliers, creditors and the local community, among others. While Invesco generally affords management discretion with respect to the operation of a companys business, Invesco generally will evaluate proposals relating to environmental, social and corporate responsibility issues on a case by case basis and will vote on those proposals in a manner intended to maximize long-term shareholder value. Invesco may choose, however, to abstain on voting on proposals relating to environmental, social and corporate responsibility issues.
5
Invesco reviews on a case by case basis but generally supports the following proposals relating to these issues:
|
Gender pay gap proposals |
|
Political contributions disclosure/political lobbying disclosure/political activities and action |
|
Data security, privacy, and internet issues |
|
Report on climate change/climate change action |
|
Gender diversity on boards |
C. |
Capitalization Structure Issues |
i. |
Stock Issuances |
Invesco generally supports a boards proposal to issue additional capital stock to meet ongoing corporate needs, except where the request could adversely affect Invesco clients ownership stakes or voting rights. Some capitalization proposals, such as those to authorize common or preferred stock with special voting rights or to issue additional stock in connection with an acquisition, may require additional analysis. Invesco generally opposes proposals to issue additional stock without preemptive rights, as those issuances do not permit shareholders to share proportionately in any new issues of stock of the same class. Invesco generally opposes proposals to authorize classes of preferred stock with unspecified voting, conversion, dividend or other rights (blank check stock) when they appear to be intended as an anti-takeover mechanism; such issuances may be supported when used for general financing purposes.
ii. |
Stock Splits |
Invesco generally supports a boards proposal to increase common share authorization for a stock split, provided that the increase in authorized shares would not result in excessive dilution given the companys industry and performance in terms of shareholder returns.
iii. |
Share Repurchases |
Invesco generally supports a boards proposal to institute open-market share repurchase plans only if all shareholders participate on an equal basis.
D. |
Corporate Governance Issues |
i. General
Invesco reviews on a case by case basis but generally supports the following proposals related to governance matters:
|
Adopt proxy access right |
6
|
Require independent board chairperson |
|
Provide right to shareholders to call special meetings |
|
Provide right to act by written consent |
|
Submit shareholder rights plan (poison pill) to shareholder vote |
|
Reduce supermajority vote requirement |
|
Remove antitakeover provisions |
|
Declassify the board of directors |
|
Require a majority vote for election of directors |
|
Require majority of independent directors on the board |
|
Approve executive appointment |
|
Adopt exclusive forum provision |
Invesco generally supports a boards discretion to amend a companys articles concerning routine matters, such as formalities relating to shareholder meetings. Invesco generally opposes non-routine amendments to a companys articles if any of the proposed amendments would limit shareholders rights or there is insufficient information to decide about the nature of the proposal.
ii. Board of Directors
1. |
Director Nominees in Uncontested Elections |
Subject to the other considerations described below, in an uncontested director election for a company without a controlling shareholder, Invesco generally votes in favor of the director slate if it is comprised of at least a majority of independent directors and if the boards key committees are fully independent, effective and balanced. Key committees include the audit, compensation/remuneration and governance/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.
2. |
Director Nominees in Contested Elections |
Invesco recognizes that short-term investment sentiments influence the corporate governance landscape and may influence companies in Invesco clients portfolios and more broadly across the market. Invesco recognizes that short-term investment sentiment may conflict with long-term value creation and as such looks at each proxy contest matter on a case by case basis, considering factors such as:
|
Long-term financial performance of the company relative to its industry |
7
|
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 |
|
Stock ownership positions in the company |
3. |
Director Accountability |
Invesco generally withholds votes from directors who exhibit a lack of accountability to shareholders. Examples include, without limitation, poor attendance (less than 75%, absent extenuating circumstances) at meetings, director overboarding (as described below), failing to implement shareholder proposals that have received a majority of votes and/or by adopting or approving 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. Invesco generally supports shareholder proposals relating to the competence of directors that are in the best interest of the companys performance and the interest of its shareholders. In situations where directors performance is a concern, Invesco may also support shareholder proposals to take corrective actions such as so-called clawback provisions.
Invesco generally withholds votes from directors who serve on an excessive number of boards of directors (overboarding). Examples of overboarding may include when (i) a non-executive director is sitting on more than six public company boards, and (ii) a CEO is sitting on the board of more than two public companies besides the CEOs own company, excluding the boards of majority-owned subsidiaries of the parent company.
4. |
Director Independence |
Invesco generally supports proposals to require a majority of directors to be independent unless particular circumstances make this not feasible or in the best interests of shareholders. We generally vote for proposals that would require the boards audit, compensation/remuneration, and/or governance/nominating committees to be composed exclusively of independent directors because this minimizes the potential for conflicts of interest.
5. |
Director Indemnification |
Invesco recognizes that individuals may be reluctant to serve as corporate directors if they are personally liable for all related lawsuits and legal costs. As a result, reasonable limitations on directors liability can benefit a company and its shareholders by helping to attract and retain qualified directors while preserving recourse for shareholders in the event of misconduct by directors. Accordingly, unless there is insufficient information to make a decision about the nature of the proposal, Invesco will generally support a boards discretion regarding proposals to limit
8
directors liability and provide indemnification and/or exculpation, provided that the arrangements are limited to the director acting honestly and in good faith with a view to the best interests of the company and, in criminal matters, are limited to the director having reasonable grounds for believing the conduct was lawful.
6. |
Separate Chairperson and CEO |
Invesco evaluates these proposals on a case by case basis, recognizing that good governance requires either an independent chair or a qualified, proactive, and lead independent director.
Voting decisions may consider, among other factors, the presence or absence of:
|
a designated lead director, appointed from the ranks of the independent board members, with an established term of office and clearly delineated powers and duties |
|
a majority of independent directors |
|
completely independent key committees |
|
committee chairpersons nominated by the independent directors |
|
CEO performance reviewed annually by a committee of independent directors |
|
established governance guidelines |
7. |
Majority/Supermajority/Cumulative Voting for Directors |
The right to elect directors is the single most important mechanism shareholders have to promote accountability. Invesco generally votes in favor of proposals to elect directors by a majority vote. Except in cases where required by law in the jurisdiction of incorporation or when a company has adopted formal governance principles that present a meaningful alternative to the majority voting standard, Invesco generally votes against actions that would impose any supermajority voting requirement, and generally supports actions to dismantle existing supermajority requirements.
The practice of cumulative voting can enable minority shareholders to have representation on a companys board. Invesco generally opposes such proposals as unnecessary where the company has adopted a majority voting standard. However, Invesco generally 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.
8. |
Staggered Boards/Annual Election of Directors |
Invesco generally supports proposals to elect each director annually rather than electing directors to staggered multi-year terms because annual elections increase a boards level of accountability to its shareholders.
9. |
Board Size |
9
Invesco believes that the number of directors is an important factor to consider when evaluating the boards ability to maximize long-term shareholder value. Invesco approaches proxies relating to board size on a case by case basis but generally will defer to the board with respect to determining the optimal number of board members, provided that the proposed board size is sufficiently large to represent shareholder interests and sufficiently limited to remain effective.
10. |
Director Term Limits and Retirement Age |
Invesco believes it is important for a board of directors to examine its membership regularly with a view to ensuring that the company continues to benefit from a diversity of director viewpoints and experience. We generally believe that an individual boards nominating committee is best positioned to determine whether director term limits would be an appropriate measure to help achieve these goals and, if so, the nature of such limits. Invesco generally opposes proposals to limit the tenure of outside directors through mandatory retirement ages.
iii. Audit Committees and Auditors
1. |
Qualifications of Audit Committee and Auditors |
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 Audit Committee and holds its members accountable for the quality of the companys financial statements and reports.
2. |
Auditor Indemnifications |
A companys independent auditors play a critical role in ensuring and attesting to the integrity of the companys financial statements. It is therefore essential that they perform their work in accordance with the highest standards. Invesco generally opposes proposals that would limit the liability of or indemnify auditors because doing so could serve to undermine this obligation.
3. |
Adequate Disclosure of Auditor Fees |
Understanding the fees earned by the auditors is important for assessing auditor independence. Invescos support for the re-appointment of the auditors will take into consideration the availability of adequate disclosure concerning the amount and nature of audit versus non-audit fees. Invesco generally will support proposals that call for this disclosure if it is not already being made.
E. |
Remuneration and Incentives |
Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce management and employees of portfolio companies to create greater shareholder wealth. Invesco generally supports equity compensation plans that promote the proper alignment of incentives with shareholders long-term interests, and generally votes against plans that are overly dilutive to existing shareholders, plans that contain
10
objectionable structural features, and plans that appear likely to reduce the value of the clients investment.
i. Independent Compensation/Remuneration Committee
Invesco believes that an independent, experienced and well-informed compensation/remuneration committee is critical to ensuring that a companys remuneration practices align with shareholders interests and, therefore, generally supports proposals calling for a compensation/remuneration committee to be comprised solely of independent directors.
ii. Advisory Votes on Executive Compensation
Invesco believes that an independent compensation/remuneration committee of the board, with input from management, is generally best positioned to determine the appropriate components and levels of executive compensation, as well as the appropriate frequency of related shareholder advisory votes. This is particularly the case where shareholders can express their views on remuneration matters through annual votes for or against the election of the individual directors who comprise the compensation/remuneration committee. Invesco, therefore, generally will support managements recommendations regarding the components and levels of executive compensation and the frequency of shareholder advisory votes on executive compensation. However, Invesco will vote against such recommendations where Invesco determines that a companys executive remuneration policies are not properly aligned with shareholder interests or may create inappropriate incentives for management.
iii. Equity Based Compensation Plans
Invesco generally votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include, without limitation, 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 replenish shares automatically without shareholder approval.
iv. Severance Arrangements
Invesco considers proposed severance arrangements (sometimes known as golden parachute arrangements) on a case by case basis due to the wide variety among their terms. Invesco acknowledges that in some cases such arrangements, if reasonable, may be in shareholders best interests as a method of attracting and retaining high quality executive talent. Invesco generally votes in favor of proposals requiring advisory shareholder ratification of senior executives severance agreements while generally opposing proposals that require such agreements to be ratified by shareholders in advance of their adoption.
v. Claw Back Provisions
Invesco generally supports so called claw back policies intended to recoup remuneration paid to senior executives based upon materially inaccurate financial reporting (as evidenced by later restatements) or fraudulent accounting or business practices.
11
vi. Employee Stock Purchase Plans
Invesco generally 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 represents a reasonable discount from the market price.
F. |
Anti-Takeover Defenses |
Measures designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they have the potential to create conflicts of interests among directors, management and shareholders. Such measures include adopting or renewing shareholder rights plans (poison pills), requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. In determining whether to support a proposal to add, eliminate or restrict anti-takeover measures, Invesco will examine the elements of the proposal to assess the degree to which it would adversely affect shareholder rights of adopted. Invesco generally supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote, as well as the following proposals:
|
Provide right to act by written consent |
|
Provide right to call special meetings |
|
Adopt fair price provision |
|
Approve control share acquisition |
Invesco generally opposes payments by companies to minority shareholders intended to dissuade such shareholders from pursuing a takeover or another change (sometimes known as greenmail) because these payments result in preferential treatment of some shareholders over others.
Companies occasionally require shareholder approval to engage in certain corporate actions or transactions such as mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and reincorporations. Invesco generally determines its votes for these types of corporate actions after a careful evaluation of the proposal. Generally, Invesco will support proposals to approve different types of restructurings that provide the necessary financing to save the company from involuntary bankruptcy. However, Invesco will generally oppose proposals to change a companys corporate form or to go dark (i.e., going private transactions) without shareholder approval.
Reincorporation involves re-establishing the company in a different legal jurisdiction. Invesco generally will vote for proposals to reincorporate a company if the board and management have demonstrated sound financial or business reasons for the move. Invesco generally will oppose proposals to reincorporate if they are solely part of an anti-takeover defense or intended to limit directors liability.
Invesco will generally support proposals that ask the board to consider non-shareholder constituencies or other non-financial effects when evaluating a merger or business combination.
12
Proxy Voting Guidelines
for
Invesco Advisers, Inc.
PROXY VOTING GUIDELINES
Applicable to | All Advisory Clients, including the Invesco Funds | |
Risk Addressed by the Guidelines | Breach of fiduciary duty to client under Investment Advisers Act of 1940 by placing Invescos interests ahead of clients best interests in voting proxies | |
Relevant Law and Other Sources | U.S. Investment Advisers Act of 1940, as amended | |
Last ☒Reviewed ☒Revised by Compliance for Accuracy |
April 19, 2016 | |
Guideline Owner | U.S. Compliance and Legal | |
Policy Approver | Invesco Advisers, Inc., Invesco Funds Board | |
Approved/Adopted Date | May 3-4, 2016 |
The following guidelines apply to all institutional and retail funds and accounts that have explicitly authorized Invesco Advisers, Inc. (Invesco) to vote proxies associated with securities held on their behalf (collectively, Clients).
A. INTRODUCTION
Invesco Ltd. (IVZ), the ultimate parent company of Invesco, has adopted a global policy statement on corporate governance and proxy voting (the Invesco Global Proxy Policy). The policy describes IVZs views on governance matters and the proxy administration and governance approach. Invesco votes proxies by using the framework and procedures set forth in the Invesco Global Proxy Policy, while maintaining the Invesco-specific guidelines described below.
B. PROXY VOTING OVERSIGHT: THE MUTUAL FUNDS BOARD OF TRUSTEES
In addition to the Global Invesco Proxy Advisory Committee, the Invesco mutual funds board of trustees provides oversight of the proxy process through quarterly reporting and an annual in-person presentation by Invescos Global Head of Proxy Governance and Responsible Investment.
C. USE OF THIRD PARTY PROXY ADVISORY SERVICES
Invesco has direct access to third-party proxy advisory analyses and recommendations (currently provided by Glass Lewis (GL) and Institutional Shareholder Services, Inc. (ISS)), among other research tools, and uses the information gleaned from those sources to make independent voting decisions.
Invescos proxy administration team performs extensive initial and ongoing due diligence on the proxy advisory firms that it engages. When deemed appropriate, representatives from the proxy advisory firms are asked to deliver updates directly to the mutual funds board of trustees. Invesco conducts semi-annual, in-person policy roundtables with key heads of research from ISS and GL to ensure transparency, dialogue and engagement with the firms. These meetings provide Invesco with an opportunity to assess the firms capabilities, conflicts of interest and service levels, as well as provide investment professionals with direct insight into the advisory firms stances on key governance and proxy topics and their policy framework/methodologies. Invescos proxy administration team also reviews the annual SSAE 16 reports for, and the periodic proxy guideline updates published by, each proxy advisory firm to ensure that their guidelines remain consistent with Invescos policies and procedures. Furthermore, each proxy advisory firm completes an annual due diligence questionnaire submitted by Invesco, and Invesco conducts on-site due diligence at each firm, in part to discuss their responses to the questionnaire.
If Invesco becomes aware of any material inaccuracies in the information provided by ISS or GL, Invescos proxy administration team will investigate the matter to determine the cause, evaluate the adequacy of the proxy advisory firms control structure and assess the efficacy of the measures instituted to prevent further errors.
ISS and GL provide updates to previously issued proxy reports when necessary to incorporate newly available information or to correct factual errors. ISS also has a Feedback Review Board, which provides a mechanism for stakeholders to communicate with ISS about issues related to proxy voting and policy formulation, research, and the accuracy of data contained in ISS reports.
D. PROXY VOTING GUIDELINES
The following guidelines describe Invescos general positions on various common proxy issues. The guidelines are not intended to be exhaustive or prescriptive. Invescos proxy process is investor-driven, and each portfolio manager retains ultimate discretion to vote proxies in the manner that he or she deems to be the most appropriate, consistent with the proxy voting principles and philosophy discussed in the Invesco Global Proxy Policy. Individual proxy votes therefore will differ from these guidelines from time to time.
I. |
Corporate Governance |
Management teams of companies are accountable to the boards of directors and directors of publicly held companies are accountable to shareholders. Invesco endeavors to vote the proxies of companies in a manner that will reinforce the notion of a boards accountability. Consequently, Invesco generally votes against any actions that would impair the rights of shareholders or would reduce shareholders influence over the board.
2
The following are specific voting issues that illustrate how Invesco applies this principle of accountability.
Elections of directors
In uncontested director elections for companies that do not have a controlling shareholder, Invesco generally 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.
Director performance
Invesco generally withholds votes from directors who exhibit a lack of accountability to shareholders, either through their Level of attendance at meetings or by adopting or approving 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 generally votes in favor of proposals to elect directors by a majority vote.
Staggered Boards/Annual Election of Directors
Invesco generally supports proposals to elect each director annually rather than electing directors to staggered multi-year terms because annual elections increase a boards level of accountability to its shareholders.
Supermajority voting requirements
Unless required by law in the state of incorporation, Invesco generally votes against actions that would impose any supermajority voting requirement, and generally supports actions to dismantle existing supermajority requirements.
Responsiveness of Directors
Invesco generally withholds votes for directors who do not adequately respond to shareholder proposals that were approved by a majority of votes cast the prior year.
3
Cumulative voting
The practice of cumulative voting can enable minority shareholders to have representation on a companys board, Invesco generally 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.
Proxy access
Invesco generally supports shareholders nominations of directors in the proxy statement and ballot because it increases the accountability of the board to shareholders. Invesco will generally consider the proposed minimum period of ownership (e.g., three years), minimum ownership percentage (e.g., three percent), limitations on a proponents ability to aggregate holdings with other shareholders and the maximum percentage of directors who can be nominated when determining how to vote on proxy access proposals.
Shareholder access
On business matters with potential financial consequences, Invesco generally 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. Furthermore, Invesco generally votes for shareholder proposals that are designed to protect shareholder rights if a companys corporate governance standards indicate that such additional protections are warranted.
Exclusive Forum
Invesco generally supports proposals that would designate a specific jurisdiction in company bylaws as the exclusive venue for certain types of shareholder lawsuits in order to reduce costs arising out of multijurisdidional litigation.
II. |
Compensation and Incentives |
Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce management and employees of companies to create greater shareholder wealth. Invesco generally supports equity compensation plans that promote the proper alignment of incentives with shareholders long-term interests, and generally votes against plans that are overly dilutive to existing shareholders, plans that contain objectionable structural features, and plans that appear likely to reduce the value of the Clients investment.
Following are specific voting issues that illustrate how Invesco evaluates incentive plans.
Executive compensation
Invesco evaluates executive compensation plans 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. Invesco views the election of 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 generally supports proposals requesting that companies subject each years compensation record to an advisory shareholder vote, or so-called say on pay proposals.
4
Equity-based compensation plans
Invesco generally 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 automatically to replenish shares without shareholder approval.
Employee stock-purchase plans
Invesco generally 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, Invesco generally opposes proposals requiring such agreements to be ratified by shareholders in advance of their adoption. Given the vast differences that may occur in these agreements, some severance agreements are evaluated on an individual basis.
III. |
Capitalization |
Examples of management proposals related to a companys capital structure include authorizing or issuing additional equity capital, repurchasing outstanding stock, or enacting a stock split or reverse stock split. On requests for additional capital stock, Invesco analyzes the companys stated reasons for the request. Except where the request could adversely affect the Clients ownership stake or voting rights, Invesco generally supports a boards decisions on its needs for additional capital stock. Some capitalization proposals require a case-by-case analysis. Examples of such proposals include authorizing common or preferred stock with special voting rights, or issuing additional stock in connection with an acquisition.
IV. |
Mergers, Acquisitions and Other Corporate Actions |
Issuers occasionally require shareholder approval to engage in certain corporate actions such as mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and reincorporations and the votes for these types of corporate actions are generally determined on a case-by-case basis.
V. |
Anti-Takeover Measures |
Practices designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they potentially create conflicts of interests among directors, management and shareholders. Except under special issuer-specific circumstances, Invesco generally votes to reduce or eliminate such measures. These measures include adopting or renewing poison pills, requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. Invesco generally votes against management proposals to impose these types of measures, and generally votes for shareholder proposals designed to reduce such measures. Invesco generally supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote.
5
VI. |
Environmental, Social and Corporate Responsibility Issues |
Invesco believes that a companys response to environmental, social and corporate responsibility issues and the risks attendant to them can have a significant effect on its long-term shareholder value. Invesco recognizes that to manage a corporation effectively, directors and management must consider not only the interest of shareholders, but also the interests of employees, customers, suppliers and creditors, among others. While Invesco generally affords management discretion with respect to the operation of a companys business, Invesco will evaluate such proposals on a case-by-case basis and will vote proposals relating to these issues in a manner intended to maximize long-term shareholder value.
VII. |
Routine Business Matters |
Routine business matters rarely have the potential to have a material effect on the economic prospects of Clients holdings, so Invesco generally supports a boards discretion on these items. However, Invesco generally votes against proposals where there is insufficient information to make a decision about the nature of the proposal. Similarly, Invesco generally votes against proposals to conduct other unidentified business at shareholder meetings.
D. |
EXCEPTIONS |
Client Maintains Right to Vote Proxies
In the case of institutional or sub-advised Clients, Invesco will vote the proxies in accordance with these guidelines and the Invesco Global Proxy Policy, unless the Client retains in writing the right to vote or the named fiduciary of a Client (e.g., the plan sponsor of an ERISA Client) retains in writing the right to direct the plan trustee or a third party to vote proxies.
Voting for Certain Investment Strategies
For cash sweep investment vehicles selected by a Client but for which Invesco has proxy voting authority over the account and where no other Client holds the same securities, Invesco will vote proxies based on ISS recommendations.
Funds of Funds
Some Invesco Funds offering diversified asset allocation within one investment vehicle own shares in other Invesco Funds. A potential conflict of interest could arise if an underlying Invesco Fund has a shareholder meeting with any proxy issues to be voted on, because Invescos asset-allocation funds or target-maturity funds may be large shareholders of the underlying fund. In order to avoid any potential for a conflict, the asset-allocation funds and target maturity funds vote their shares in the same proportion as the votes of the external shareholders of the underlying fund.
6
F. |
POLICIES AND VOTE DISCLOSURE |
A copy of these guidelines, the Invesco Global Proxy Policy and the voting record of each Invesco Retail Fund are available on Invescos web site, www.invesco.com. In accordance with Securities and Exchange Commission regulations, all Invesco Funds file a record of all proxy-voting activity for the prior 12 months ending June 30th. That filing is made on or before August 31st of each year. In the case of institutional and sub-advised Clients, Clients may contact their client service representative to request information about how Invesco voted proxies on their behalf. Absent specific contractual guidelines, such requests may be made on a semi-annual basis.
7
Proxy Voting Guidelines
for
Invesco Asset Management Limited (UK)
Page |
||||
03 |
Introduction | |||
03 |
What is the UK Stewardship Code? | |||
03 |
Our compliance with the Stewardship Code | |||
04 |
Introduction to the principles of the Stewardship Code | |||
05 |
Institutional investors should publicly disclose their policy on how they will discharge their stewardship responsibilities. |
|||
06 |
Institutional investors should have a robust policy on managing conflicts of interest in relation to stewardship and this policy should be publicly disclosed. |
|||
07 |
Institutional investors should monitor their investee companies. |
|||
08 |
Institutional investors should establish clear guidelines on when and how they will escalate their activities as a method of protecting and enhancing shareholder value. |
|||
09 |
Institutional investors should be willing to act collectively with other investors where appropriate |
|||
09 |
Institutional investors should have a clear policy on voting and disclosure of voting activity |
|||
11 |
Institutional investors should report periodically on their stewardship and voting activities |
|||
11 |
Further information/useful links | |||
11 |
Key contact details for matters concerning stewardship |
Henley Investment Centre UK Stewardship Policy |
03 |
This paper describes Invescos approach to stewardship in the UK and in particular how our policy and procedures meet the requirements of the Financial Reporting Councils (FRC) UK Stewardship Code (the Code). Its purpose is to increase understanding of the philosophy, beliefs and practices that drive the Henley Investment Centres behaviours as a significant institutional investor in markets around the world.
Invescos Henley Investment Centre has supported the development of good governance in the UK and beyond for many years. We are signatories and supporters of the FRCs Stewardship Code. The Code sets out a number of areas of good practice to which the FRC believes institutional investors should aspire. It also describes steps asset owners can take to protect and enhance the value that accrues to the ultimate beneficiary.
This document is designed to describe how we approach our stewardship responsibilities and how this is consistent with and complies with the Code. It also provides useful links to relevant documents, codes and regulation for those who would like to look further at the broader context of our policy and the Code, as well as our commitment to other initiatives in this area, such as the UN supported Principles for Responsible Investment, of which Invesco is a signatory.
Key contact details are available at the end of this document should you have any questions on any aspect of our stewardship activities.
What is the UK Stewardship Code?
The UK Stewardship Code is a set of principles and guidance for institutional investors which represents current best practice on how they should perform their stewardship duties. The purpose of the Code is to improve 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 was published by the FRC in July 2010, was updated in September 2012, and will continue to be overseen by the FRC. Commitment to the Code is on a comply or explain basis.
Our compliance with the UK Stewardship Code
Invesco is committed to being a responsible investor. We serve our clients in this space as a trusted partner both on specific responsible investment product strategies as well as part of our commitment to deliver a superior investment experience. Invesco signed the UN sponsored Principles for Responsible Investment (PRI) in 2013 thereby formalising our commitment to responsible investment globally. We achieved an A+ rating in our 2017 PRI assessment for our strategy and governance in responsible investment. This rating demonstrates our extensive efforts in terms of environmental, social and governance (ESG) integration, active ownership, investor collaboration and transparency. The diversity of Invesco means that investment centres and strategies will vary in their approaches to implementation of responsible investment. Global resources both in terms of external research input and a global team of experts underpin and drive this effort alongside our investment centres. Invesco is a signatory to the UK Stewardship Code. The Code sets out seven principles, which support good practice on engagement with investee companies, and to which the FRC believes institutional investors should aspire.
The Henley Investment Centre takes its responsibilities for investing its clients money very seriously. As a core part of the investment process, its fund managers will endeavour to establish a dialogue with company management to promote company decision making that is in the best interests of shareholders, and takes into account ESG issues.
Being a major shareholder in a company is more than simply expecting to benefit from its future earnings streams. In the Henley Investment Centres view, it is about helping to provide the capital a company needs to grow, about being actively involved in its strategy, when necessary, and helping to ensure that shareholder interests are always at the forefront of managements thoughts.
We recognize that different asset classes will vary in their approach to implementation of stewardship activities. Where relevant, the fixed interest and multi-asset teams consider ESG elements as part of their investment research.
The Henley Investment Centre primarily defines stewardship as representing the best interests of clients in its fiduciary role as a discretionary asset manager (not asset owner) and as an institutional shareholder. This is considered more appropriate than undertaking the direct management of investee companies, which we believe should always remain the responsibility of the directors and executives of those companies.
The Henley Investment Centre may at times seek to influence strategies of investee companies, where appropriate, on behalf of its clients, but it will never seek to be involved in the day to day running of any investee companies. The Henley Investment Centre considers that being an active shareholder 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 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. Given that the majority of the Henley Investment Centres investments are part of a very active asset management culture, engagement with those companies in which it chooses to invest its clients money is very important. Encouraging high standards of corporate governance within those companies that it invests is key to achieving successful outcomes for its clients.
The Henley Investment Centre sets out below how it complies with each principle of the FRCs Stewardship code, or details why we have chosen to take a different approach, where relevant.
Henley Investment Centre UK Stewardship Policy |
04 |
Scope
The scope of this policy covers all portfolios that are managed by the Invesco 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, all falling under the broader global policy. As an example, within Invescos UK ICVC range the following funds are excluded: Invesco US Enhanced Index Fund (UK), Invesco Balanced Risk 8 Fund (UK), Invesco Balanced Risk 10 Fund (UK), Invesco European ex UK Enhanced Index Fund (UK), Invesco Global Balanced Index Fund (UK), Invesco Global ex-UK Core Equity Index Fund (UK), Invesco Global ex-UK Enhanced Index Fund (UK), Invesco Hong Kong & China Fund (UK), Invesco Japanese Smaller Companies Fund (UK) and Invesco UK Enhanced Index Fund (UK).
Introduction to the principles of the Stewardship Code
There are 7 principles under the Stewardship Code. Each principle is accompanied by guidance to help investors focus on how to meet it.
The principles are as follows:
- Principle 1: |
Institutional investors should publicly disclose their policy on how they will discharge their stewardship responsibilities. | |
- 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. | |
- Principle 3: |
Institutional investors should monitor their investee companies. | |
- 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. | |
- Principle 5: |
Institutional investors should be willing to act collectively with other investors where appropriate. | |
- Principle 6: |
Institutional investors should have a clear policy on voting and disclosure of voting activity. | |
- Principle 7: |
Institutional investors should report periodically on their stewardship and voting activities. |
Henley Investment Centre UK Stewardship Policy |
05 |
Institutional investors should publicly disclose their policy on how they will discharge their stewardship responsibilities.
Guidance
Stewardship activities include monitoring and engaging with companies on matters such as strategy, performance, risk, capital structure and corporate governance, including culture and remuneration.
Engagement is purposeful dialogue with companies on those matters as well as on issues that are the immediate subject of votes at general meetings.
The policy should disclose how the institutional investor applies stewardship with the aim of enhancing and protecting the value for the ultimate beneficiary or client.
The statement should reflect the institutional investors activities within the investment chain, as well as the responsibilities that arise from those activities. In particular, the stewardship responsibilities of those whose primary activities are related to asset ownership may be different from those whose primary activities are related to asset management or other investment related services.
Where activities are outsourced, the statement should explain how this is compatible with the proper exercise of the institutional investors stewardship responsibilities and what steps the investor has taken to ensure that they are carried out in a manner consistent with the approach to stewardship set out in the statement.
The disclosure should describe arrangements for integrating stewardship within the wider investment process.
Invescos Investors approach:
The Henley Investment Centre complies with Principle 1 by publishing Invescos Global Policy Statement on Corporate Governance and Proxy Voting and this document around the specific application to Invesco on its website.
In this document we explain our philosophy on stewardship, our proxy voting policy and how we deal with conflicts of interest. In addition, this statement of compliance with the UK Stewardship Code indicates how the Henley Investment Centre addresses engagement, monitoring, and incorporates environmental, social and governance (ESG) activities within our investment process. All of our activities are aimed at enhancing and protecting the value of our investments for our clients.
These documents are reviewed and updated on an annual basis.
Integration of stewardship activities as part of the wider investment process
The investment process and philosophy in Henley is rooted in a culture of long term, valuation led, active management. Fundamental research of companies includes a holistic set of factors.
When analysing companies prospects for future profitability and hence returns to shareholders, we will take many variables into account, including but not limited to, the following:
- |
Nomination and audit committees |
- |
Remuneration policies, reporting and directors remuneration |
- |
Board balance and structure |
- |
Financial reporting principles |
- |
Internal control system and annual review of its effectiveness |
- |
Dividend and Capital Management policies |
- |
ESG activities |
Frequent dialogue with companies on these topics is an essential part of our fundamental research process and we will regularly support companies to improve and develop overtime. As such, stewardship is core to our wider investment process.
Dialogue with companies
We will endeavour, where practicable and in accordance with its investment approach, to enter into a dialogue with companies management based on the mutual understanding of objectives. This dialogue is likely to include regular meetings with company representatives to explore any concerns about ESG issues where these may impact on the best interests of clients. In discussion with company boards and senior non-Executive Directors, we will endeavour to cover any matters of particular relevance to investee company shareholder value.
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, the Henley Investment Centre will seek to influence the direction of that company where practicable. In our view, this is part of our responsibility to clients.
Ultimately the business performance will have an impact on the returns generated by the Henley Investment Centres portfolios, whether it is in terms of share price performance or dividends, and the business wants to seek to ensure that the capital invested on behalf of its clients is being used as effectively as possible. In the majority of cases the business 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. Corporate engagement provides an opportunity for regular reviews of these issues.
Henley Investment Centre UK Stewardship Policy |
06 |
The building of this relationship facilitates frank and open discussion, and on-going interaction is an integral part of the fund managers role. The fact that the Henley Investment Centre has been a major shareholder in a number of companies for a long time, reflects both the fact that the original investments were based on a joint understanding of where the businesses were going and the ability of the companies management to execute that plan. It adds depth to the sophistication of our understanding of the firm, its clients and markets. Inevitably there are times when our views diverge from those of the companies executives but, where possible, we attempt to work with companies towards a practical solution. However, the Henley Investment Centre believes that its status as part-owner of companies means that it has both the right and the responsibility to make its views known. The option of selling out of those businesses is always open, but normally we prefer to push for change, (i.e. we believe that we are more influential as an owner of equity) even if this can be a slow process.
Specifically when considering resolutions put to shareholders, we will pay attention to the companies compliance with the relevant local requirements.
Non-routine resolutions and other topics
These will be considered on a case-by-case basis and where proposals are put to a 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).
Other considerations that the Henley Investment Centre 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 |
Institutional investors should have a robust policy on managing conflicts of interest in relation to stewardship and this policy should be publicly disclosed.
Guidance
An institutional investors duty is to act in the interests of its clients and/or beneficiaries.
Conflicts of interest will inevitably arise from time to time, which may include when voting on matters affecting a parent company or client.
Institutional investors should put in place, maintain and publicly disclose a policy for identifying and managing conflicts of interest with the aim of taking all reasonable steps to put the interests of their client or beneficiary first. The policy should also address how matters are handled when the interests of clients or beneficiaries diverge from each other.
Invescos Investors approach:
Invesco is required to take all appropriate steps to identify, manage, record and, where relevant, disclose actual or potential conflicts of interest between ourselves (including our managers and employees and any person directly or indirectly linked) and our clients and between one client and another. Invesco has a UK Conflicts of Interest Policy which lists the types of potential conflicts of interest which may arise through the normal course of business whose existence may damage the interests of clients and details the administrative arrangements taken to prevent and manage these. A copy of the UK Conflicts of Interest Policy is provided to investors on request.
Invesco has a UK Code of Ethics for its employees which covers expectations around our principles and obligations as a fiduciary, material non-public information, personal account dealing, outside business activity, and other potential conflicts of interest. All employees are required to provide an annual attestation that they have read the Code of Ethics and will comply with its provisions.
Invesco maintains policies and procedures that deal with conflicts of interest in all of its business dealings. In particular in relation to conflicts of interest that exist in its stewardship and proxy voting activities, these policies can be found in the Global Policy Statement on Corporate Governance and Proxy Voting found on our website.
There may be occasions where voting proxies may present a real or perceived conflict of interest between Invesco, as investment manager, and one or more of Invescos clients or vendors. Under Invescos Code of Conduct, Invesco entities and individuals are strictly prohibited from putting personal benefit, whether tangible or intangible, before the interests of clients. Personal benefit includes any intended benefit for Invesco, oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for the relevant Invesco client.
Firm-level Conflicts of Interest
A conflict of interest may exist if Invesco has a material business relationship with, or is actively soliciting business from, either the company soliciting a proxy vote or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote (e.g., issuers that are distributors of Invescos products, or issuers that employ Invesco to manage portions of their retirement plans or treasury accounts). Invescos proxy administration team maintains a list of all such issuers for which a conflict of interest actually exists.
If the proposal that gives rise to the potential conflict is specifically addressed by this Policy or the operating guidelines and procedures of the relevant regional investment centre, Invesco generally will vote the proxy in accordance therewith. Where this is not the case, Invesco operates a global Invesco proxy advisory committee (IPAC) who will vote the proxy based on the majority vote of its members (see full description of IPAC in the section on Principle 6).
Henley Investment Centre UK Stewardship Policy |
07 |
Because this Policy and the operating guidelines and procedures of each regional investment centre are pre-determined and crafted to be in the best economic interest of clients, applying them to vote client proxies should, in most instances, adequately resolve any potential conflict of interest. As an additional safeguard, persons from Invescos marketing, distribution and other customer-facing functions may not serve on the IPAC.
Personal Conflicts of Interest
A conflict also may exist where an Invesco employee has a known personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors or candidates for directorships.
All Invesco personnel with proxy voting responsibilities are required to report any known personal conflicts of interest regarding proxy issues with which they are involved. In such instances, the individual(s) with the conflict will be excluded from the decision making process relating to such issues.
Other Conflicts of Interest
In order to avoid any appearance of a conflict of interest, Invesco will not vote proxies issued by, or related to matters involving, Invesco Ltd. that may be held in client accounts from time to time.
Institutional investors should monitor their investee companies.
Guidance
Effective monitoring is an essential component of stewardship. It should take place regularly and be checked periodically for effectiveness.
When monitoring companies, institutional investors should seek to:
- |
Keep abreast of the companys performance; |
- |
Keep abreast of developments, both internal and external to the company, that drive the companys value and risks; |
- |
Satisfy themselves that the companys leadership is effective; |
- |
Satisfy themselves that the companys board and committees adhere to the spirit of the UK Corporate Governance Code, including through meetings with the chairman and other board members; |
- |
Consider the quality of the companys reporting; and |
- |
Attend the General Meetings of companies in which they have a major holding, where appropriate and practicable |
Institutional investors should consider carefully explanations given for departure from the UK Corporate Governance Code and make reasoned judgements in each case. They should give a timely explanation to the company, in writing where appropriate, and be prepared to enter a dialogue if they do not accept the companys position.
Institutional investors should endeavour to identify at an early stage issues that may result in a significant loss in investment value. If they have concerns, they should seek to ensure that the appropriate members of the investee companys board or management are made aware.
Institutional investors may or may not wish to be made insiders. An institutional investor who may be willing to become an insider should indicate in its stewardship statement the willingness to do so, and the mechanism by which this could be done.
Institutional investors will expect investee companies and their advisers to ensure that information that could affect their ability to deal in the shares of the company concerned is not conveyed to them without their prior agreement.
Invescos Investors approach:
Through the Henley Investment Centres active investment process, fund managers endeavour to establish on a proportionate basis, on-going dialogue with company management and this includes regular meetings. The business will also engage with companies on particular ESG related matters.
Meeting investee companies is a core part of the investment process and the Henley Investment Centre is committed to keeping records of all key engagement activities.
However, meeting company management is not the only method of corporate engagement.
- |
Our investment teams regularly review company filings and publicly available information to gain a fuller understanding of the relevant company. |
- |
We also attend public meetings that companies call in order to hear from company boards and to discuss topics with other company shareholders on an informal basis. |
- |
Our investment teams also utilise research provided by market participants on the companies that we invest in. This allows us to understand what other participants in the capital markets think about those companies, and helps us develop a more rounded view. Invesco expenses research costs. |
- |
Our investment teams have access to external corporate governance research that flags corporate non-compliance with best practice corporate governance standards. While we believe this is a helpful guide, we consider each company on a case by case basis and may well support management where we believe this is in our clients best interest. |
This approach, and these methods of gaining information allows us to review the performance of our investee companies on a regular basis, and ask questions and raise concerns promptly.
Invescos approach to the receipt of inside information
Invesco has a global and interconnected asset management business without internal information barriers, which means that the receipt of inside information by one area of Invescos global business results in all of Invescos global business being deemed to be in receipt of inside information.
The Henley Investment Centre acknowledges that the receipt of inside information has the potential to negatively impact other investment teams, our clients and more generally the efficient and fair operation of capital markets.
Henley Investment Centre UK Stewardship Policy |
08 |
For these reasons and as a matter of general policy the business does not want to receive inside information.
However, it is acknowledged that as part of the Henley Investment Centres investment approach and duty to act in the best interests of our clients, there are circumstances in which the business may receive inside information which are detailed further in relevant procedures and policies.
The Henley Investment Centres investment approach is about forming strong, long term relationships with the companies it invests in. We do this by maintaining regular and direct contact with corporate brokers and the management of companies that they invest in so that we can build real insight into and a deep understanding of such companies, as well as the markets and industry in which they operate.
This, along with the corporate governance responsibilities of being long term asset managers, means participating in meaningful conversations about our investee companies with the company itself and its advisors. This approach provides us with the opportunity to engage in discussions regarding the direction of the strategy of those companies before decisions by the companies have been made. Such engagement is an important aspect of the exercise of our responsibilities as asset manager owners.
Fund managers individually have a key fiduciary responsibility in assessing information received and managing it effectively. In accepting that fund managers may be exposed to receiving inside information, the business has in place policies and procedures to effectively manage this risk. Anyone in receipt of inside information should only disclose to colleagues where necessary or required through the normal course of business and on a need to know basis. As soon as an individual has received inside information and been made an insider, compliance will be notified together with the names of those known to also be in receipt of the information. Compliance will update the Invesco insider list and ensure trading systems are updated to prevent any further trading until the information becomes public. Further details are available upon request.
Institutional investors should establish clear guidelines on when and how they will escalate their activities as a method of protecting and enhancing shareholder value.
Guidance
Institutional investors should set out the circumstances in which they will actively intervene and regularly assess the outcomes of doing so. Intervention should be considered regardless of whether an active or passive investment policy is followed. In addition, being underweight is not, of itself, a reason for not intervening. Instances when institutional investors may want to intervene include, but are not limited to, when they have concerns about the companys strategy, performance, governance, remuneration or approach to risks, including those that may arise from social and environmental matters.
Initial discussions should take place on a confidential basis. However, if companies do not respond constructively when institutional investors intervene, then institutional investors should consider whether to escalate their action, for example, by:
- |
Holding additional meetings with management specifically to discuss concerns; |
- |
Expressing concerns through the companys advisers; |
- |
Meeting with the chairman or other board members; |
- |
Intervening jointly with other institutions on particular issues; |
- |
Making a public statement in advance of General Meetings; |
- |
Submitting resolutions and speaking at General Meetings; and |
- |
Requisitioning a General Meeting, in some cases proposing to change board membership |
Invescos Investors approach:
The Henley Investment Centres fund managers escalate stewardship activities in several stages. Initially any issues/concerns would be raised by its fund managers through a process of on-going dialogue and company meetings. We may then take a number of actions to escalate our concerns along the lines of a broad escalation hierarchy, via a number of different approaches including (but not limited to) as follows:
- |
Meeting with non-executive members of company boards to discuss our concerns |
- |
Attendance and active participation at company annual general meetings (AGMs) |
- |
Writing of letters to company boards expressing our concerns and requiring action to be taken |
- |
Votes against management through the use of proxy voting on company resolutions |
On occasions where a fund manager believes an issue is significant enough to be escalated, we will ensure the relevant internal resources are made available to support the fund manager in securing the most appropriate outcome for our clients.
Henley Investment Centre UK Stewardship Policy |
09 |
Examples of issues that would prompt us to escalate our concerns may include:
- |
Poor examples of corporate governance practice within companies for example where management structures are created that increase conflicts of interest, or leave management control in the hands of dominant shareholders. |
- |
Concerns over remuneration policies at companies where those policies do not align with the ongoing positive growth of the company. This may include us exercising our proxy votes against the reappointment of chairs of the remuneration committees in order to express our concerns. |
- |
Where the strategic direction of companies that we invest in changes significantly, and does not match with the original investment rationale that attracted us to the company in the first place, and where we believe that the new strategy will no longer return the best value to shareholders, and ultimately to our clients. |
- |
Where Board structure or individual composition at an investee company does not meet our standards in terms of the qualifications and expertise required. |
We believe that our approach to escalation is consistent with the intent of the Code. However, because we approach each engagement individually we do not see this as a mechanistic process, and therefore our approach will vary based on the individual situations. Through regular and frank meetings with management, we try as much as possible to raise queries and issues before they become areas of concern that require more direct intervention such as votes against management or disinvestment of positions.
Our preference is to engage privately as we believe it better serves the long-term interests of our clients to establish relationships, and a reputation with companies that enhances rather than hinders dialogue.
Institutional investors should be willing to act collectively with other investors where appropriate
Guidance
At times collaboration with other investors may be the most effective manner in which to engage.
Collective engagement may be most appropriate at times of significant corporate or wider economic stress, or when the risks posed threaten to destroy significant value.
Institutional investors should disclose their policy on collective engagement, which should indicate their readiness to work with other investors through formal and informal groups when this is necessary to achieve their objectives and ensure companies are aware of concerns. The disclosure should also indicate the kinds of circumstances in which the institutional investor would consider participating in collective engagement.
Invescos Investors approach:
The Henley Investment Centre is supportive of collective engagement in cases where objectives between parties are mutually agreeable and there are no conflicts of interest.
In taking collaborative action we are cognisant of legal and regulatory requirements, including on market abuse, insider dealing and concert party regulations.
The Investment Association (IA), the UK Sustainable Investment and Finance Association (UKSIF) and the UN backed Principles for Responsible Investment (PRI) coordinate and support collective shareholder meetings which can be very effective as they are carried out in a neutral environment. Where we have an interest, we are regular participants in such meetings.
Invesco are also members of the UK Investor Forum, an organisation set up to create an effective model for collective engagement with UK companies.
All of our engagement activities are undertaken in the best interests of our clients.
Institutional investors should have a clear policy on voting and disclosure of voting activity
Guidance
Institutional investors should seek to vote on all shares held. They should not automatically support the board.
If they have been unable to reach a satisfactory outcome through active dialogue then they should register an abstention or vote against the resolution. In both instances, it is good practice to inform the company in advance of their intention and the reasons why.
Institutional investors should disclose publicly voting records.
Institutional investors should disclose the use made, if any, of proxy voting or other voting advisory services. They should describe the scope of such services, identify the providers and disclose the extent to which they follow, rely upon or use recommendations made by such services.
Institutional investors should disclose their approach to stock lending and recalling lent stock.
Invescos Investors approach:
Invesco views proxy voting as an integral part of its investment management responsibilities and believes that the right to vote proxies should be managed with the same high standards of care and fiduciary duty to its clients as all other elements of the investment process. Invescos proxy voting philosophy, governance structure and process are designed to ensure that proxy votes are cast in accordance with clients best interests, which Invesco interprets to mean clients best economic interests.
Invesco investment teams vote proxies on behalf of Invesco-sponsored funds and non-fund advisory clients that have explicitly granted Invesco authority in writing to vote proxies on their behalf.
Henley Investment Centre UK Stewardship Policy |
10 |
The proxy voting process at Invesco, which is driven by investment professionals, focuses on maximizing long-term value for our clients, protecting clients rights and promoting governance structures and practices that reinforce the accountability of corporate management and boards of directors to shareholders. Invesco takes a nuanced approach to voting and, therefore, many matters to be voted upon are reviewed on a case by case basis. The Henley Investment Centre buys research from several providers to make an informed voting decision. Globally we use ISS and Glass Lewis and we use the Investment Association IVIS service for research for UK securities.
The Henley Investment Centre reports the investment teams proxy voting records through an easily accessible portal on our website. This allows our clients to see votes that have been cast by our investment professionals on each of our ICVC funds managed by IAML, by company that we are shareholders of, and by resolution, and to easily search for the records that they are interested in. This can be viewed on our website at: www.invesco.co.uk/proxy-voting-records This data will be updated on an annual basis.
Global Proxy Voting Platform and Administration
Guided by its philosophy that investment teams should manage proxy voting, Invesco has created the Global Invesco Proxy Advisory Committee (Global IPAC). The Global IPAC is a global investments-driven committee which compromises representatives from various investment management teams and Invescos Head of Global Governance, Policy and Responsible Investment (Head of Global Governance). The Global IPAC provides a forum for investment teams to monitor, understand and discuss key proxy issues and voting trends within the Invesco group. In addition to the Global IPAC, for some clients, third parties (e.g., U.S. mutual fund boards) provide oversight of the proxy process.
The Global IPAC and Invescos proxy administration and governance team, compliance and legal teams regularly communicate and review this Policy and the operating guidelines and procedures of each regional investment centre to ensure that they remain consistent with clients best interests, regulatory requirements, governance trends and industry best practices.
Invesco maintains a proprietary global proxy administration platform, supported by the Global Head of Responsible Investment and a dedicated team of internal proxy specialists. This proprietary portal is supported by Institutional Shareholder Services (ISS) to process the underlying voting ballots. The platform streamlines the proxy voting and ballot reconciliation processes, as well as related functions, such as share blocking and managing conflicts of interest issuers. Managing these processes internally, as opposed to relying on third parties, gives Invesco greater quality control, oversight and independence in the proxy administration process.
The platform also includes advanced global reporting and record-keeping capabilities regarding proxy matters that enable Invesco to satisfy client, regulatory and management requirements. Certain investment teams also use the platform to access third-party proxy research.
Non-Votes
In the vast majority of instances, Invesco is able to vote proxies successfully. However, in certain circumstances Invesco may refrain from voting where the economic or other opportunity costs of voting exceeds any anticipated benefits of that proxy proposal. In addition, there may be instances in which Invesco is unable to vote all of its clients proxies despite using commercially reasonable efforts to do so. For example:
- |
Invesco may not receive proxy materials from the relevant fund or client custodian with sufficient time and information to make an informed independent voting decision. In such cases, Invesco may choose not to vote, to abstain from voting or to vote in accordance with proxy advisor recommendations |
- |
If the security in question is on loan as part of a securities lending program, Invesco may determine that the benefit to the client of voting a particular proxy is outweighed by the revenue that would be lost by terminating the loan and recalling the securities |
- |
In some countries the exercise of voting rights imposes temporary transfer restrictions on the related securities (share blocking). Invesco generally refrains from voting proxies in share-blocking countries unless Invesco determines that the benefit to the clients of voting a specific proxy outweighs the clients temporary inability to sell the security |
- |
Some companies require a representative to attend meetings in person in order to vote a proxy. In such cases, Invesco may determine that the costs of sending a representative or signing a power-of-attorney outweigh the benefit of voting a particular proxy |
Approach to Stock Lending
The Henley Investment Centre does not enter into stock lending arrangements.
Henley Investment Centre UK Stewardship Policy |
11 |
Institutional investors should report periodically on their stewardship and voting activities
Guidance
Institutional investors should maintain a clear record of their stewardship activities.
Asset managers should regularly account to their clients or beneficiaries as to how they have discharged their responsibilities. Such reports will be likely to comprise qualitative as well as quantitative information. The particular information reported and the format used, should be a matter for agreement between agents and their principals.
Asset owners should report at least annually to those to whom they are accountable on their stewardship policy and its execution.
Transparency is an important feature of effective stewardship. Institutional investors should not, however, be expected to make disclosures that might be counterproductive. Confidentiality in specific situations may well be crucial to achieving a positive outcome.
Asset managers that sign up to this Code should obtain an independent opinion on their engagement and voting processes having regard to an international standard or a UK framework such as AAF 01/062. The existence of such assurance reporting should be publicly disclosed. If requested, clients should be provided access to such assurance reports.
Invescos Investors approach:
Invesco produces an annual stewardship report which highlights our activities at a global level in terms of ESG activity and in various investment centres.
The Henley Investment Centre reports our investment teams proxy voting records through an easily accessible portal on our website. This allows our clients to see votes that have been cast by our investment professionals on each of our ICVC funds managed by IAML, by company that we are shareholders of, and by resolution, and to easily search for the records that they are interested in. This can be viewed on our website at: www.invesco.co.uk/proxy-voting-results
This data will be updated on an annual basis.
The processes relating to our corporate governance activities are subject to audit by our internal audit function. This function is independent from the front office, and the rest of the business, and provides an independent assessment of business practises directly to Board level.
We believe that this level of scrutiny and oversight provides our clients with the assurance that our policies and practises meet and exceed current industry standards.
We will continue to assess this approach.
Further information/useful links (also available via our website):
www.invesco.co.uk/corporategovernance-and-stewardship-code
Key contact details for matters concerning stewardship:
Bonnie Saynay
Global Head of Proxy Governance and Responsible Investment
Tel: +1 (713) 214-4774
Email: Bonnie.Saynay@invesco.com
Stuart Howard
Head of Investment Management Operations
Tel: +44 1491 417175
Email: Stuart_Howard@invesco.com
Dan Baker
Operations Manager
Tel: +44 1491 416514
Email: Dan_Baker@invesco.com
Charles Henderson
UK Equities Business Manager
Tel: +44 1491 417672
Email: Charles_Henderson@invesco.com
Cathrine de Coninck-Lopez
Head of ESG, Henley Investment Centre
Tel +44 1491416139
Email: Cathrine.deconinck-lopez@invesco.com
Telephone calls may be recorded.
Important information
Where individuals or the business have expressed opinions, they are based on current market conditions, they may differ from those of other investment professionals and are subject to change without notice.
All information as at 12 December 2017 sourced from Invesco unless otherwise stated.
Invesco Asset Management Limited
Registered in England 949417
Perpetual Park, Perpetual Park Drive, Henley-on-Thames,
Oxfordshire RG9 1HH, UK Authorised and regulated by the Financial Conduct Authority
EMEA7636/64080/PDF/161018
Proxy Voting Guidelines
for
Invesco Asset Management (Japan) Limited
Basic Policy on Proxy Voting
We vote proxies for the purpose of seeking to maximize the interests of our clients (investors) and beneficiaries over time, acknowledging the importance of corporate governance, based on fiduciary duties to our clients (investors) and beneficiaries. We do not vote proxies for the interests of ourselves and any third party other than clients (investors) and beneficiaries. The interests of clients (investors) and beneficiaries is to expand the corporate value or the economic interest of shareholders or the preventing of damage thereto. . Proxy voting is an integral part of our stewardship activities and we make voting decisions considering whether or not the proposal would contribute to the corporate value expansion and sustainable growth.
In order to vote proxies adequately we have established the Responsible Investment Committee and developed these Proxy Voting Guidelines to oversee control of the decision making process concerning proxy voting. While we may seek advice from an external service provider based on our own guidelines, our investment professionals make voting decisions in principle, based on our proxy voting guidelines, taking into account whether or not they contribute to shareholder value enhancement of the subject company.
Responsible proxy voting and constructive dialogue with investee companies are important components of stewardship activities. While the proxy voting guidelines are principles for our making voting decisions, depending on the proposals, we may make special decisions to maximize the interests of clients (investors) and beneficiaries, through the establishment of constructive dialogue with the investee companies. In such case, approval of the Responsible Investment Committee shall be obtained.
The Responsible Investment Committee is consisted of members including Director in charge of the Investment Division as the chair, Head of Compliance, Responsible Investment Officer, investment professionals nominated by the chair and persons in charge at the Client Reporting Department.
We have developed the Conflict of Interest Control Policy and, even in the situation where any conflict of interest is likely to arise, we work to control conflict of interest to protect the interests of clients (investors) and beneficiaries. The Compliance Department is responsible for overseeing company-wide control of conflict of interest. The Compliance Department is independent from investment and marketing divisions, and shall not receive any command or order with respect to the matters concerning compliance with the laws and regulations including the matters concerning conflict of interest from investment and marketing divisions.
- 1 -
Proxy Voting Guidelines
1. |
Profit Allocation and Dividends |
We decide how to vote on the proposals seeking approval for profit allocation and dividends, taking into account the financial conditions and business performance of the subject company, and the economic interest of shareholders, etc.
|
Taking into account the status of capital adequacy and business strategies, etc. of the subject company, if the total payout ratio including dividends and share buybacks is significantly low, we consider to vote against the proposals, unless reasonable explanation is given by the company. |
With respect to the company where profit allocation is determined by the board of directors, taking into account the status of capital adequacy and business strategies, etc. of the subject company, if the total payout ratio including dividends and share buybacks is significantly low, we consider to vote against reelection of directors, unless reasonable explanation is given by the company.
Taking into account the status of capital adequacy and business strategies, etc. of the subject company, if the total payout ratio including dividends and share buybacks is significantly low, we consider to vote for the shareholder proposals that require more payout to shareholders.
2. |
Election of Directors |
We decide how to vote on the proposals concerning election of directors, taking into account independence, competence and existence of anti-social acts of director candidates, etc. We decide how to vote on reelection of director candidates, taking into account their approach to corporate governance and accountability during their tenure, business performance of the company and existence of anti-social acts of the company, etc. in addition to the above factors.
Directors should make efforts to continuously gain knowledge and skills from time to time to fulfill the important role and responsibilities in governance of the subject company. Companies are also required to provide sufficient opportunities of such training.
Independent outside directors are expected to play a significant role such as to secure the interest of minority shareholders through activities based on their insights to increase the corporate value of the subject company. It is desirable to enhance the boards governance function with independent outside directors accounting for the majority of the board. However, given the
- 2 -
challenge to secure competent candidates, we also recognize that, under the current conditions, it is difficult for all the companies, irrespective of their size, to deploy a majority of the board with independent outside directors.
(1) Independence
|
We generally vote for election of outside directors; provided, however, that we generally vote against the candidate who is not regarded as independent from the subject company. With respect to independence, it is desirable that the subject company discloses numerical standard which should support our decision. |
|
We view following candidates for outside directors are not enough independent; |
|
Candidates who have been working for following companies during the last 10 years or relatives of those people. |
|
The subject company |
|
Subsidiary of the subject company |
|
Parent of the subject company |
|
Candidates who have been working for following companies during the last five years or relatives of those people. |
|
Shareholders who own more than 10% of the subject company |
|
Principal loan lender |
|
Principal securities broker |
|
Major business relationship |
|
Auditor of the subject company |
|
Audit companies, consulting companies or any related service providers which have any consulting contracts with the subject company |
|
Any other counterparts which have any interests in the subject company |
|
We further scrutinize the independence of candidates who are regarded as not independent enough, even though those are not categorized the case listed above. |
|
We carefully consider the independence of the candidates who are regarded as being in the cross-share-holding relationship, or the relationship in which companies are sending outside directors each other. We expect that the company should disclose the detail information related to the independence of those candidates reasonably, to enable investors to understand those relationships enough, both in terms of the disclosure timing and method. |
|
We judge independence based on the independence criteria stipulated by the stock exchange, with focus on whether independence is substantially secured. We consider each companys business surroundings and make best effort to have |
- 3 -
constructive dialogue with the subject company to understand the independence of the candidates. |
|
We regard the outside director with significantly long tenure as non-independent, and vote against reelection of such outside director. We generally consider voting against the candidate whose tenure is longer than 10 years. |
|
In the case where the subject company is the company with a board with audit committee structure, we judge independence of outside director candidates who become members of the audit committee based on the same independence criteria for election of statutory auditors in principle. |
|
In the case where the subject company is the company with a three committee board structure or the company with a board with audit committee structure, we generally consider to vote against the director candidates who are top executives of the subject company, if independent outside directors of the subject company account for less than 1/3 of the board after the shareholders meeting. |
|
In the case where the subject company is the company with a statutory auditor structure, we generally vote against the director candidates who are top executives, unless there are at least two outside directors who are independent from the subject company after the shareholders meeting. |
|
In the case where the subject company has a parent company, we generally consider voting against the director candidates who are top executives of the subject company, if outside directors who are independent from the subject company account for less than half of the board after the shareholders meeting. |
(2) Attendance rate and concurrent duties
|
All members are expected to attend the board meetings and each committee in principle, and companies are generally obligated to facilitate all members to attend meetings. We generally vote against reelection of the director candidate who attended less than 75% of the board meetings or the respective committee. |
|
We take into account not only the number of attendance but reasons for nomination and substantial contribution, if disclosed. |
|
We carefully consider the quality of the candidates who have many concurrent duties as outside directors or outside auditors of listed companies, given that outside directors/auditors are expected to make an important contribution to the board discussion. The company which nominates the candidates who have many concurrent duties should explain the reasonable background and eligibility for such nomination and make best effort to enable investors to understand them enough, both in terms of the disclosure timing and method. |
- 4 -
(3) Business performance of the company
|
We consider voting against reelection of director candidates, if the subject company made a loss for the three-consecutive year during their tenure. |
|
We consider voting against reelection of director candidates, if it is judged that the business performance of the subject company is significantly behind peers in the same industry during their tenure. |
|
We consider voting against the directors who are top executives, if business strategies that enable the corporate value enhancement and sustainable growth are not demonstrated and no constructive dialogue is conducted, with respect to capital efficiency including return on capital. |
(4) Anti-social acts of the company
|
If it is judged that there has been any corporate scandal that has significant social effects and has impaired, or is likely to impair, the shareholder value during the tenure, we shall conduct sufficient dialogue with the subject company on the background and subsequent resolutions of the scandal. Based on the dialogue and taking into account impact on the shareholder value, we decide how to vote on reelection of the director candidates who are top executives, directors in charge of those cases and members of the audit committee or the similar committee. |
|
With respect to domestic scandals, if the company has received administrative disposition on cartel or bid-rigging, we consider voting against reelection of the director candidates who are top executives, directors in charge and members of the audit committee or the similar committee, at the time when the disposition is determined by the Fair Trade Commission, etc. If the final disposition is subsequently determined on appeal or complaint, we do not vote against reelection again at such time. We decide case-by-case with respect to an order for compensation in a civil case or disposition by the Consumer Affairs Agency and administrative disposition imposed overseas. |
|
With respect to administrative disposition imposed on a subsidiary or affiliate, if the subsidiary or affiliate is unlisted, we consider voting against reelection of the director candidates who are top executives, directors in charge and members of the audit committee or the similar committee of the holding company or the parent company. If the subsidiary or affiliate is listed, we consider to vote against reelection of the director candidates who are top executives, directors in charge and members of the audit committee or the similar committee of the subsidiary or affiliate and the parent company; provided, however, that we decide case-by-case depending on importance of the disposition on the subsidiary or affiliate, its impact on business performance of the |
- 5 -
holding company or parent company. |
|
With respect to a scandal of an individual employee, if such scandal has impaired, or is likely to impair the shareholder value, and it is judged that the subject company should assume responsibility as a manager, we consider to vote against reelection of the director candidates who are top executives, directors in charge and members of the audit committee or the similar committee. |
|
We consider voting against reelection of director candidates, if the subject company has committed window-dressing and inadequate accounting activities during their tenure. |
(5) Acts against the interest of shareholders
|
If the company has increased capital through a third-party allotment that is excessively dilutive without resolution by the shareholders meeting, we consider to vote against reelection of director candidates, particularly the director candidates who are top executives. |
|
If the company has increased capital through a large-scale public offering without reasonable explanation, we consider voting against reelection of director candidates, particularly the director candidates who are top executives. |
|
If the shareholder proposal that is judged desirable for minority shareholders has received the majority support, but the company does not implement such proposal or make the similar proposal as the company proposal at the shareholders meeting in the following year, we consider voting against the director candidates who are top executives. |
(6) Other
|
If information of a director candidate is not fully disclosed, we generally vote against such director candidate. |
3. |
Composition of Board of Directors, etc. |
Depending on the size of companies, etc., we believe that a three-committee board structure is desirable to achieve better governance as a listed company. Even for a company with a statutory auditor structure or a company with a board with audit committee, it is also desirable to voluntarily deploy the nomination committee, compensation committee and other necessary committees. It is also desirable that the chair of the board of directors is an independent outside director. We believe that composition of the highly transparent board of directors secures transparency of the management and contributes to a persistent increase in the enterprise value. It is also desirable that the third-party assessment of the board of directors is disclosed.
We are concerned about the retired director assuming a consulting, advisory or other similar position which is likely to have negative impact on greater transparency and decision making of
- 6 -
the board of directors. If such position or a person assuming such position exists, it is desirable that its existence, expected role and effects or compensation and other treatment for such position are fully disclosed.
(1) Number of members and change in constituents of the board of directors
|
We decide how to vote on the proposals concerning the number of members and change in constituents of the board of directors, by comparing with the current structure and taking into account impact on the subject company and the economic interest of shareholders. |
|
Number of the board member should be well optimized to make the right management decision at the right timing. We may take into consideration each companys business situation and business scale; however we generally consider to vote against the director candidates who are top executives, in the case that the number of board member exceeds 20 and is not decreased from the previous shareholders meeting and also the reason for such case is not enough disclosed and reasonably explained. |
|
We generally vote against the director candidates who are top executives in the case that the percentage of outside directors declines substantially through the decrease of outside directors or the increase of internal directors. |
(2) Procedures for election of directors, scope of responsibilities of directors, etc.
|
We decide how to vote on the proposals concerning a change in procedures for election of directors, by comparing with the current procedures and taking into account reasonableness of such change, etc. |
|
We generally vote against the proposals that reduce responsibility of directors for monetary damages due to their breach of duty of care of a prudent manager. |
|
Responsibilities of the board of directors include proper supervision over the succession plan for top executives. The nomination committee at the company with a three-committee board structure, or the nomination committee that should be voluntarily deployed by the company with a different structure, should provide proper supervision over fostering and election of successors with secured transparency. It is desirable that an independent outside director serves as the chair of the nomination committee. If the process is judged to significantly lack transparency and reasonableness, we consider to vote against the director candidates who are top executives. |
4. |
Election of Statutory Auditors |
- 7 -
We decide how to vote on the proposals concerning election of statutory auditors, taking into account independence, competence and existence of anti-social acts of auditor candidates, etc. We decide how to vote on reelection of statutory auditor candidates, taking into account their approach to corporate governance and accountability during their tenure, existence of anti-social acts of the company, etc. in addition to the above factors.
Statutory auditors and directors who are members of the audit committee or the similar committee are required to have deep specialized knowledge of accounting and laws and regulations, and should make efforts to continuously gain knowledge and skills from time to time to fulfill the important role and responsibilities in governance of the subject company. Companies are also required to provide sufficient opportunities of such training.
(1) Independence
|
We generally vote against non-independent outside statutory auditors. |
|
The person who has no relationship with the subject company other than being elected as a statutory auditor is regarded as independent. |
|
We regard the outside statutory auditor with significantly long tenure as non-independent, and vote against reelection of such outside statutory auditor. We generally consider to vote against the candidate whose tenure is longer than 10 years. |
(2) Attendance rate and concurrent duties
|
All statutory auditors are expected to attend meetings of the board of directors or the board of statutory auditors in principle, and companies are generally obligated to facilitate all statutory auditors to attend meetings. We generally vote against reelection of the statutory auditor candidate who attended less than 75% of meetings of the board of directors or the board of statutory auditors. |
|
We take into account not only the number of attendance but reasons for nomination and substantial contribution, if disclosed. |
|
We carefully consider the quality of the candidates who have many concurrent duties as outside directors or outside auditors of listed companies, given that outside directors/auditors are expected to make an important contribution to the board discussion. The company which nominate the candidates who have many concurrent duties should explain the reasonable background and eligibility for such nomination and make best effort to enable investors to understand them enough, both in terms of the disclosure timing and method. |
(3) Accountability
|
If there are material concerns about the provided auditor report or auditing procedures, or if |
- 8 -
the matters to be disclosed are not fully disclosed, we vote against reelection of statutory auditor candidates. |
(4) Anti-social acts of the company
|
If it is judged that there has been any corporate scandal that has significant social effects and has impaired, or is likely to impair, the shareholder value during the tenure, we shall conduct sufficient engagement with the subject company on the background and subsequent resolutions of the scandal. Based on the engagement and taking into account impact on the shareholder value, we decide how to vote on reelection of statutory auditor candidates. |
|
With respect to domestic scandals, if the company has received administrative disposition on cartel or bid-rigging, we consider to vote against reelection of statutory auditor candidates, at the time when the disposition is determined by the Fair Trade Commission, etc. If the final disposition is subsequently determined on appeal or complaint, we do not vote against reelection again at such time. We decide case-by-case with respect to an order for compensation in a civil case or disposition by the Consumer Affairs Agency and administrative disposition imposed overseas. |
|
With respect to administrative disposition imposed on a subsidiary or affiliate, if the subsidiary or affiliate is unlisted, we consider to vote against reelection of statutory auditor candidates of the holding company or the parent company. If the subsidiary or affiliate is listed, we consider to vote against reelection of statutory auditor candidates of the subsidiary or affiliate and the holding company; provided, however, that we decide case-by-case depending on importance of the disposition on the subsidiary or affiliate, its impact on business performance of the holding company or parent company. |
|
With respect to a scandal of an individual employee, if such scandal has impaired, or is likely to impair the shareholder value, and it is judged that the subject company should assume responsibility as a manager, we consider to vote against reelection of statutory auditor candidates. |
|
We consider voting against reelection of statutory auditor candidates, if the subject company has committed window-dressing and inadequate accounting activities during their tenure. |
5. |
Composition of Board of Statutory Auditors |
We decide how to vote on the proposals concerning the number of members and change in constituents of the board of statutory auditors, by comparing with the current structure and taking into account impact on the subject company and the economic interest of shareholders.
|
We favorably consider an increase in the number of statutory auditors, but in the case of a decrease in the number of statutory auditors, unless reasons are clearly and |
- 9 -
reasonably stated, we consider to vote against reelection of the director candidates who are top executives. |
6. |
Election and Removal of Accounting Auditors |
We decide how to vote on the proposals concerning election and removal of accounting auditors, taking into account competence of candidates and the level of costs for the accounting audit, etc.
|
If it is judged that there are following problems with the accounting audit services in the subject company, and the accounting auditor in question is not removed but reelected, we generally vote against reelection of the statutory auditor candidates and the director candidates who are members of the audit committee or the similar committee: |
|
It is judged that the accounting auditor has expressed incorrect opinions on financial conditions; |
|
In the case where there are concerns on the financial statements, the matters to be disclosed are not fully disclosed; |
|
In the case where the accounting auditor has a contract of non-accounting audit services with the subject company, it is judged that such non-accounting audit services are recognized to have conflict of interest with accounting audit services; |
|
In the case where excessive accounting audit costs are paid; |
|
It is judged that gross fraudulence or negligence of the accounting auditor is recognized. |
|
If it is judged that there are problems with accounting audit services in another company, and the accounting auditor in question becomes a candidate for election or is not removed but reelected, we decide how to vote, giving full consideration to impact on the enterprise value of the subject company. |
|
We generally vote against the proposals concerning a change in accounting auditors, if difference in views about the accounting principles between the previous accounting auditor and the subject company is judged to be the reason for such change. |
7. |
Compensation and Bonuses for Directors, Statutory Auditors and Employees |
(1) Compensation and bonuses for Directors
|
In determining compensation and bonuses for directors, it is desirable to increase the proportion of stocks in compensation and bonuses, taking into account whether the performance-based compensation structure is developed, whether transparency is fully secured such as disclosure of an index or formula as a basis for calculation, and impact on shareholders such as dilution. The compensation committee at the company with a three- |
- 10 -
committee board structure, or the compensation committee that should be voluntarily deployed by the company with a different structure, should ensure the compensation structure with secured transparency. It is desirable that an independent outside director serves as the chair of the compensation committee. |
|
We consider to vote against the proposals seeking approval for compensation and bonuses in the following cases: |
|
where negative correlation is seen between the business performance of the subject company and compensation and bonuses; |
|
where there exist problematic system and practices; |
|
where the aggregate amount of compensation and bonuses is not disclosed; |
|
where mismanagement is clear as shown by share price erosion or and significant deterioration in profit; |
|
where the person who is judged to be responsible for acts against the interest of shareholders is among recipients of compensation and bonuses. |
|
We generally vote for the proposals requesting disclosure of compensation and bonuses of individual directors. |
|
If any measures are implemented to secure transparency of the system other than individual disclosure, such measures are taken into account. |
|
If there is no proposal seeking approval for compensation and bonuses and the system is not clear, we consider to vote against election of the director candidates who are top executives, |
|
We generally vote against bonuses for statutory auditors and the directors who become members of the audit committee under the audit committee system |
|
As directors who become members of the audit committee at the company with a three committee structure, directors who become members of the audit committee at the company with a board with audit committee structure and outside directors are required to perform duties as director, we consider their compensation and bonuses differently from statutory auditors at the company with a statutory auditor structure. |
(2) Stock compensation
|
We decide how to vote on the proposals concerning stock compensation including stock option plans and restricted stock units, taking into account impact on the shareholder value and rights of shareholders, the level of compensation, the recipients of stock compensation, and reasonableness, etc. |
- 11 -
|
We generally vote against the proposals seeking to lower the strike price of stock options. |
|
We generally vote for the proposals seeking to require approval of shareholders for change in the strike price of stock options. |
|
We generally vote against the stock compensation, if terms of exercise including the percentage of dilution are unclear. We generally consider to vote against the proposal in which there is a 10% or more dilution potentiality. |
|
Stock compensation should be a long-term incentive and its plan should be aligned with a long-term corporate value growth. Considering that, we generally vote against the proposal which enables the beneficiaries to exercise whole rights vested in the subject year within two years. However, the beneficiary who retires during the subject year is the exception for this clause. We will carefully review its validity if the restricted period is regarded as too long. |
|
We generally vote against the stock compensation granted to statutory auditors and the directors who become members of the audit committee under the audit committee system. |
|
As directors who become members of the audit committee at the company with a three committee structure are required to perform duties as director, we consider the stock compensation for them differently from statutory auditors and the directors who become members of the audit committee under the audit committee system at the company with a statutory auditor structure. |
|
We generally vote against the stock compensation granted to any third parties other than employees. |
|
We generally vote against the stock compensation if it is judged likely to be used as a tool for takeover defense. |
(3) Stock purchase plan
|
We decide how to vote on the proposals concerning stock purchase plan, taking into account impact on the shareholder value and rights of shareholders, the recipients of stock compensation and reasonableness, etc. |
(4) Retirement benefits for directors
|
We decide how to vote on the proposals concerning grant of retirement benefits, taking into account the scope of recipients, existence of anti-social acts of recipients, business performance of the company and anti-social acts of the company, etc. |
|
We generally vote for the proposals granting retirement benefits, if all of the following criteria are met: |
|
The granted amount is disclosed; |
- 12 -
|
Outside directors, statutory auditors and the directors who become members of the audit committee under the audit committee system are not included in recipients; |
|
There has been no serious scandal involving recipients during their tenure; |
|
The subject company has not suffered from loss for the three consecutive year, or its business performance is not judged to significantly lag relative to peers in the same industry; |
|
There has been no corporate scandal that has significant social effects on the subject company and has impaired, or likely to impair, the shareholder value during the tenure of recipients; |
|
The subject company has not committed window-dressing and inadequate accounting activities during the tenure of recipients. |
8. |
Cross-shareholdings |
If the company holds shares for relationship purpose, we believe that the company is required to explain about medium- to long-term business and financial strategies and disclose criteria for proxy voting decisions and voting results, etc. If no reasonable views are indicated and no constructive dialogue is conducted, we consider to vote against the director candidates who are top executives. It is important that the company does not prevent companies who have its shares as a policy-share-holding from selling/reducing them.
9. |
Capital Policy |
As the capital policy of listed companies is likely to have important impact on the shareholder value and the interest of shareholders of the subject company, the subject company should implement the reasonable capital policy and explain basic policies of the capital policy to shareholders. We consider voting against the proposals concerning the capital policy that is judged to impair the shareholder value. If there exists the capital policy that is not part of proposals at the shareholders meeting but is judged to impair the shareholder value, we consider voting against reelection of director candidates.
|
The company may not intend to keep/increase so-called loyal shareholders for the company management to hinder minority shareholders right through the third party allotment, transfer of the treasury stocks or transfer of the stocks which are held by the company management to the foundations which have a close relationship with the subject company. |
(1) Change in authorized capital
|
We decide how to vote on the proposals seeking to increase authorized capital, taking into account impact of the change in authorized capital on the shareholder value and rights of shareholders, reasonableness of the change in authorized capital and impact on share listing |
- 13 -
or sustainability of the company, etc. |
|
We generally vote for the proposals seeking to increase authorized capital, if it is judged that not increasing authorized capital is likely to cause delisting of the subject company or have significant impact on sustainability of the company. |
|
We generally vote against the proposals seeking to increase authorized capital after emergence of acquirer. |
(2) Issuance of new shares
|
We decide how to vote on issuance of new shares, taking into account reasons for issuance of new shares, issuing terms, impact of dilution on the shareholder value and rights of shareholders, and impact on share listing or sustainability of the company, etc. |
(3) Share buybacks, reissuance of shares
|
We decide how to vote on the proposals concerning share buybacks or reissuance of shares, taking into account their reasonableness, etc. |
(4) Share split
|
We generally vote for the proposals seeking to split shares. |
(5) Consolidation of shares (reverse share split)
|
We decide how to vote on the proposals seeking consolidation of shares, taking into account its reasonableness, etc. |
(6) Preferred shares
|
We generally vote against the proposals seeking to create, or increase authorized capital of, carte blanche preferred shares that are issued without specifying the voting right, dividends, conversion and other rights. |
|
We generally vote for the proposals seeking to create, or increase authorized capital of, preferred shares where the voting right, dividends, conversion and other rights are specified and those rights are judged reasonable. |
|
We generally vote for the proposals requiring approval of shareholders for issuance of preferred shares. |
(7) Issuance of bonds with share options
|
We decide how to vote on the proposals seeking to issue bonds with share options, taking into account the number of new shares and the redemption period of bonds, etc. |
- 14 -
(8) Issuance of straight bonds, expansion of credit facility
|
We decide how to vote on the proposals concerning issuance of straight bonds or expansion of credit facility, taking into account the financial conditions, etc. of the subject company. |
(9) Capitalization of debt
|
We decide how to vote on the proposals seeking to change authorized capital or issue shares in connection with restructuring of debt, taking into account the terms of change in authorized capital or issuance of shares, impact on the shareholder value and rights of shareholders, their reasonableness and impact on share listing or sustainability of the company, etc. |
(10) Capital reduction
|
We decide how to vote on the proposals concerning reduction in capital, taking into account impact of capital reduction on the shareholder value and rights of shareholders, reasonableness of capital reduction and impact on share listing or sustainability of the company, etc. |
|
We generally vote for the proposals seeking to reduce capital as typical accounting procedures. |
(11) Financing plan
|
We decide how to vote on the proposals concerning financing plan, taking into account impact on the shareholder value and rights of shareholders, its reasonableness and impact on share listing or sustainability of the company, etc. |
(12) Capitalization of reserves
|
We decide how to vote on the proposals seeking capitalization of reserves, taking into account its reasonableness, etc. |
10. |
Amendment to the Articles of Incorporation, etc. |
(1) Change in accounting period
|
We generally vote for the proposals seeking to change the accounting period, unless it is judged to aim to delay the shareholders meeting. |
(2) Amendments of articles of incorporation
|
We decide how to vote on the proposals concerning article amendments, taking into account impact of article amendments on the shareholder value and rights of shareholders, necessity |
- 15 -
and reasonableness of article amendments, etc. |
|
We generally vote for the proposals seeking article amendments, if such amendments are required by the laws. |
|
We generally vote against the proposals seeking article amendments, if such amendments are judged to be likely to infringe on rights of shareholders or impair the shareholder value. |
|
We generally vote for transition to the company with a three committee board structure. |
|
We decide how to vote on the proposals seeking to ease or eliminate requirements for special resolutions, taking into account its reasonableness. |
|
We are concerned about the retired director assuming a consulting, advisory or other similar position which is likely to have negative impact on greater transparency and decision making of the board of directors. We generally vote against the proposals seeking to create such position. |
(3) Change in quorum for the shareholders meeting
|
We decide how to vote on the proposals concerning change in quorum for the shareholders meeting, taking into account impact on the shareholder value and rights of shareholders, etc. |
11. |
Change in company organization, etc |
(1) Change in trade name and registered address
|
We decide how to vote on the proposals seeking to change the trade name, taking into account impact on the shareholder value, etc. |
|
We generally vote for the proposals seeking to change the registered address. |
(2) Company reorganization
|
We decide how to vote on the proposals concerning the following company reorganization, taking into account their respective impact on the shareholder value and rights of shareholders, impact on financial conditions and business performance of the subject company, and impact on share listing or sustainability of the company, etc. |
Mergers and acquisitions
Transfer of business
Spin-off
Sale of assets
Sale of company
Liquidation
- 16 -
12. |
Proxy Fight |
(1) |
Proxy fight |
|
We decide how to vote on the proposals concerning election of directors among rival candidates, taking into account independence, competence, existence of anti-social acts, approach to corporate governance and accountability of director candidates, business performance of the company, existence of anti-social acts of the company, as well as the background of the proxy fight, etc. |
(2) Proxy fight defense measures
|
Classified board structure |
|
We generally vote against the proposals seeking to introduce the classified board structure. |
|
We generally vote for the proposals seeking to set a directors term of one year. |
|
Right to remove directors |
|
We generally vote against the proposals seeking to tighten requirements for shareholders to remove directors. |
|
Cumulative voting system |
|
We decide how to vote on the proposals seeking to introduce the cumulative voting system for election of directors, taking into account its background, etc. |
|
We decide how to vote on the proposals seeking to eliminate the cumulative voting system for election of directors, taking into account its background, etc. |
13. |
Takeover Defense |
We believe that the interests of the management and shareholders do not always align with each other, and generally vote against new establishment, amendment and update of takeover defense measures that are judged to decrease the shareholder value or interfere with rights of shareholders. We generally vote against reelection of director candidates, if there exist takeover defense measures that are not part of proposals at the shareholders meeting but are judged to decrease the shareholder value or interfere with rights of shareholders.
|
Relaxation of requirements for amendment to the articles of incorporation and company regulations |
|
We decide how to vote on the proposals seeking to relax the requirements for amendment to the articles of incorporation or company regulations, taking into account impact on the shareholder value and rights of shareholders, etc. |
- 17 -
|
Relaxation of requirements for approval of mergers |
|
We decide how to vote on the proposals seeking to relax the requirements for approval of mergers, taking into account impact on the shareholder value and rights of shareholders. |
14. |
ESG |
We support the United Nations Principles for Responsible Investment and acknowledge that how companies address to ESG is an important factor in making investment decisions. Thus, we consider voting against reelection of the director candidates who are top executives and directors in charge, if it is judged that any event that is likely to significantly impair the enterprise value has occurred. We consider to vote for the related proposal, if it is judged to contribute to protection from impairment of, or enhancement of, the enterprise value, and if not, vote against such proposal.
15. |
Disclosure |
Disclosure of information and constructive dialogue based thereon are important in making proxy voting decisions and investment decisions.
|
We generally vote against the proposals where sufficient information to make proxy voting decision is not disclosed. |
|
We generally vote for the proposals seeking to enhance disclosure of information, if such information is beneficial to shareholders. |
|
If disclosure of information about financial and non-financial information of the subject company is significantly poor, and if the level of investor relations activities by the management or persons in charge is significantly low, we consider to vote against reelection of the director candidates who are top executives and directors in charge. |
16. |
Conflict of Interest |
We abstain from voting proxies of the following companies that are likely to have conflict of interest.
We also abstain from voting proxies with respect to the following investment trusts, etc. that are managed by us or Invesco Group companies, as conflict of interest is likely to arise.
|
Companies and investment trusts, etc. that we abstain from voting proxies: |
|
Invesco Ltd. |
|
Investment corporations managed by Invesco Global Real Estate Asia Pacific, Inc. |
- 18 -
Our proxy voting and stewardship activities are to be reported to Responsible Investment Committee and approved by the Committee. Further, the Compliance Department reviews appropriateness of proxy voting activities from a conflict of interest viewpoint and then reports to Conflict of Interest Committee. Those results are reported to Tokyos Executive Committee and global Proxy Advisory Committee.
We have developed the Conflict of Interest Control Policy. If any conflict of interest may arise, we work to control conflict of interest so as to protect the interests of clients (investors) and beneficiaries. The Compliance Department is responsible for overseeing company-wide control of conflict of interest. The Compliance Department is independent from investment, sales and marketing department, and shall not receive any command or order from investment, sales and marketing department with respect to the matters concerning compliance with the laws and regulations including the matters concerning conflict of interest.
17. |
Shareholder Proposals |
We vote case-by-case on the shareholder proposals in accordance with the Guidelines along with the company proposals in principle.
DISCLAIMER: The English version is a translation of the original in Japanese for information purposes only. In case of a discrepancy, the Japanese original will prevail. You can download the Japanese version from our website:
http://www.invesco.co.jp/footer/proxy.html.
C2019-08-021
- 19 -
Proxy Voting Guidelines
for
Invesco Capital Management LLC
(formerly known as Invesco PowerShares Capital Management LLC)
PROXY VOTING GUIDELINES
Applicable to | All funds advised by Invesco Capital Management LLC (ICM or the Adviser) for which it has been delegated proxy voting authority. | |
Risk Addressed by Policy | Breach of fiduciary duty to clients under the Investment Advisers Act of 1940 by placing Invescos interests ahead of clients best interests in voting proxies | |
Relevant Law and Other Sources | Investment Advisers Act of 1940 | |
Effective Date | June 24, 2014 | |
Last Amended Date | January 7, 2019 |
I. GENERAL POLICY
ICM has adopted proxy voting policies with respect to securities owned by series for which it serves as investment adviser and has been delegated the authority to vote proxies. ICMs proxy voting policies are designed to provide that proxies are voted in the best interests of shareholders.
Invesco Ltd. (Invesco), the parent to the Adviser, has adopted a global policy statement on corporate governance and proxy voting (the Global Invesco Policy) (see Exhibit A), which details Invescos views on governance matters and describes the proxy administration and governance approach. The Adviser will approach proxy constraints according to the Invesco global statement on corporate governance and proxy voting. The Adviser will approach conflicts of interest in accordance with Invescos global policy statement on corporate governance and proxy voting. The Adviser votes proxies by utilizing the procedures and mechanisms outlined in the Global Invesco Policy, while maintaining specific guidelines for products advised by the Adviser or an affiliate of the Adviser (Affiliated Funds), as set forth below:
Overlapping Securities
In instances where both an Affiliated Fund advised by the Adviser and an Affiliated Fund advised by an Invesco Ltd. entity hold an equity security (Overlapping Securities), the Adviser will vote proxies in accordance with the recommendation of an Invesco Ltd. adviser based on the comprehensive proxy review and under the Global Invesco Policy. The Global Invesco Policy is overseen by the Invesco Proxy Advisory Committee (IPAC), which also orchestrates the review and analysis of the top twenty-five proxy voting matters, measured by overall size of holdings by funds within the Invesco family. The Adviser consults with the IPAC on specific proxy votes and general proxy voting matters as it deems necessary. In addition, as part of the Global Invesco Proxy Voting Process, the IPAC oversees instances when possible conflicts of interest arise among funds. (Please see the Global Invesco Policy for the detailed conflicts of interest approach.)
In instances where the global proxy administration team does not receive a recommendation in a timely manner, the proxy administration team will automatically vote such ballots in accordance with Invescos custom guidelines established in Invescos global proxy voting policy and US guidelines.
Non-Overlapping Securities
In instances where securities are held only by an Affiliated Fund advised by the Adviser and not also by an Invesco Ltd. active equity entity fund, the Adviser will instruct the proxy administration team to vote proxies in accordance with said Invesco custom guidelines implemented by ISS, Invescos vote execution agent.
1
Under this Policy, the Adviser retains the power to vote contrary to the recommendation of the Invesco Voting Process (for Overlapping Securities) or Invescos custom guidelines (for Non-Overlapping Securities) at its discretion, so long as the reasons for doing so are well documented.
II. SPECIAL POLICY
Certain Affiliated Funds pursue their investment objectives by investing in other registered investment companies pursuant to an exemptive order granted by the Securities and Exchange Commission. The relief granted by that order is conditioned upon complying with a number of undertakings, some of which require such Affiliated Fund to vote its shares in an acquired investment company in the same proportion as other holders of the acquired funds shares. In instances in which an Affiliated Fund is required to vote in this manner to rely on the exemptive order, the Adviser will vote shares of these acquired investment companies in compliance with the voting mechanism required by the order.
2
Proxy Voting Guidelines
for
Invesco Asset Management (India) Pvt. Ltd.
Voting Policy
Invesco Asset Management (India) Pvt. Ltd.
Voting Policy
Draft | : | Final | ||
Version | : | 6 | ||
Effective Date | : | May 31, 2018 |
Invesco Asset Management (India) Pvt. Ltd.
Voting Policy
A. |
Preamble |
SEBI vide its circular reference no. SEBI/IMD/Cir No.18/198647/2010 dated March 15, 2010 has stated that mutual fund should play an active role in ensuring better corporate governance of listed companies. The said circular stated that the AMCs should disclose their general policies and procedures for exercising the voting rights in respect of shares held by them.
Subsequently, SEBI vide its circular ref. no. CIR/IMD/DF/05/2014 dated March 24, 2014 and SEBI/HO/IMD/DF2/CIR/P/2016/68 dated August 10, 2016 have amended certain provisions of above mentioned circular specifying additional compliance / disclosure requirements with respect to exercise of voting rights by mutual funds.
This policy is drafted in pursuance of SEBI circular dated March 15, 2010 read with March 24, 2014 and August 10, 2016 and provides general philosophy, broad guidelines and procedures for exercising voting rights.
Invesco Asset Management (India) Private Limited (IAMI) is an Investment Manager to the scheme(s) of Invesco Mutual Fund (the Fund). As an investment manager, IAMI has fiduciary responsibility to act in the best interest of unit-holders of the Fund. This responsibility includes exercising voting rights attached to the securities of the companies in which the schemes of the Fund invest. It will be IAMIs endeavor to participate in the voting process (i.e. exercise voting rights) based on the philosophy enunciated in this policy.
B. |
Philosophy of Voting Policy |
Good corporate governance ensures that a corporation is managed keeping in mind the long-term interest of shareholders. Promoting good corporate governance standards forms an integral part of corporate ownership responsibilities.
With this in the forefront, IAMI expects all corporations, in which it invests in, to comply with high corporate governance standards. Accordingly, as the decision to invest is generally an endorsement of sound management practices, IAMI may generally vote with the management of these corporations. However, when IAMI is of the view that the unit holders will be prejudiced by any such proposal, then it may vote against such proposal to protect the interest of unit holders. Also in case of resolutions moved by the shareholders of the company, IAMI will exercise its voting rights in the best interest of its unit holders. In certain circumstances, IAMI may also decide to refrain from voting where it has insufficient information or there is conflict of interest or it does not have a clear stance on the proposal under consideration.
IAMI, as an investment manager, will generally vote in accordance with the Voting Policy. However, it may deviate from the policy if there are particular facts and/or circumstances that warrant for such deviation to protect the interests of unit-holders of the Fund.
C. |
Conflict of Interest in Exercising Voting Rights |
IAMI, under schemes, may invest in the securities of associate/group companies (to the extent permitted under SEBI (Mutual Funds) Regulations, 1996). Further, IAMI is an affiliate of a diverse financial services organization consisting of many affiliates. Moreover IAMI under schemes may invest in securities of companies which have invested in schemes of Invesco Mutual Fund. Such scenarios may lead to a situation creating conflict of interest.
In a situation where an investee company, an affiliate or associate/group company were to approach IAMI with regard to a particular voting decision then such matter will be referred to the Voting Committee.
IAMI will attempt to avoid conflict of interest and will exercise its voting rights in the best interest of the unit-holders. Voting decisions in such cases will be based on merits without any bias and the same parameters will be applied for taking voting decisions as are applied for other companies.
D. |
Voting Policy Guidelines |
The matters regarding, but not limited to, which the IAMI may exercise the voting rights in the Annual General Meeting (AGMs) /Extra Ordinary General Meeting (EGMs)/ Through Postal Ballots/Electronic voting of the investee companies are as follows:
|
Corporate governance matters, including changes in the state of incorporation, merger and other corporate restructuring and anti- takeover provisions. |
|
Changes to capital structure, including increase and decrease of capital and preferred stock issuances. |
|
Stock option plans and other management compensation issues. |
|
Social and corporate responsibility issues. |
|
Appointment and Removal of Directors. |
|
Any other issue that may affect the interest of the shareholders in general and interest of the unit-holders in particular. |
IAMI will exercise voting rights keeping in mind the need to improve economic value of the companies and importance of protecting the interests of unit holders of its schemes but subject to importance of the matter and cost/time implications. The analysts in equity team will make recommendations on key voting issues and same will be approved by the Head of Equity or Fund Manager. In case of conflicts or need for a clearer direction, the matter may be referred to the Voting Committee for its guidance.
E. |
Voting Committee |
As a guiding principle, IAMI shall exercise voting rights solely in the interest of unit holders of the Fund. IAMI has constituted a Voting Committee (VC). The Committee is empowered to provide guidance on the voting matters referred to it, establish voting guidelines and procedures as it may consider necessary and is responsible to ensure that these guidelines and procedures are adhered to and also make changes in the Policy as may be required from time to time. The members of this Committee are as follows:
|
CEO / COO/Head - Operations (any one) |
|
Head of Compliance or Member of compliance team |
|
Head of Equity or Fund Manager (equity) |
|
Head of Fixed Income and/ or Fund Managers (fixed income) |
|
Any other representative as the Committee may co-opt from time to time |
Broad Guidelines for functioning of Voting Committee are:
1. |
Voting Committee may record its decisions by circulation including decisions/guidance on voting matters that have been referred to it. |
2. |
Voting Committee may consult with outside experts and other investors on issues as it may deem fit |
3. |
Decisions of Voting Committee should be maintained by compliance |
4. |
Details of voting decisions taken by the Fund Management team will be presented to the Voting Committee/Investment Committee. |
5. |
Voting Committee may review this policy from time to time. |
F. |
Steps (Procedure) in Exercising Voting Rights |
The following points outline the key steps in exercising Voting rights:
1) |
Notification of company AGMs / EGMs and relevant voting items to Fund Management Team. |
2) |
The IAMI shall endeavor to vote for all holdings of the Fund, aggregated for all its schemes, but subject to the importance of the matter and the cost/time implications. The voting will cover all equity holding across all schemes of Invesco Mutual Fund. |
3) |
Custodian will send ballots and or other relevant papers (notice of meeting, proxy form, attendance slips etc.) to IAMI relating to AGM/EGM as soon as it receives. |
4) |
The fund management team is authorized to decide on voting decisions but may refer decisions to the Voting Committee for its guidance/direction. |
5) |
Based on internal discussion within the fund management team, a decision would be arrived at as to whether IAMI should vote on the proposed resolution. Routine matters and ordinary resolutions like adoption of financials (unless there are significant auditor qualifications), dividend declaration, general updating/corrective amendments to the Articles of Association would also be considered for voting purpose. However, IAMI may on a case to case basis, not vote on such resolutions, if it deems fit to do so. |
6) |
Proposed resolutions would be discussed within the fund management team and decision would be taken on whether to vote (for/ against) or abstain from voting. IAMI may abstain from voting on proposals that do not have a readily determinable financial impact on shareholder value and/or matters for which disclosure is inadequate. For the remaining proposals, IAMI would vote either for or against based on overall merits and demerits of the proposed resolution. IAMI will generally support and vote for proposals which are likely to result in maximizing long-term investment returns for unit holders. IAMI would not support and will vote against proposals that appear to be detrimental to the company financials / interest of the minority shareholders or which would adversely impact shareholders value. |
7) |
IAMI may exercise its voting rights by authorizing its own executives/authorized representative to attend the AGM/EGM or may instruct the Custodian to exercise voting rights in accordance with the instructions of IAMI. |
8) |
IAMI may exercise its voting rights through Postal Ballot or may use Electronic voting mechanism, wherever available, either through its own executives or by authorizing the Custodian. The records of voting exercised through Postal Ballot will be maintained by IAMI. |
9) |
IAMI may utilize the services of third party professional agencies for getting in-depth analyses of proposals and vote recommendations. However, the recommendations of the third party agencies will be non-binding in nature. IAMI will perform due diligence on proxy voting advisory firms at the time of initial selection as well as at the time of renewal of services of the proxy voting. The due diligence will be carried out on parameters viz. resource strength, Companies under coverage, extent of institutional ownership, depth of analysis, quality of advice / recommendations, analyst access & support, timely availability of reports, composition of board of directors, advisory board and top management, web-based interface platform and clientele. |
10) |
The rationale supporting each voting decision (For, Against and Abstain) will be recorded and such records will be retained for number of years (currently 8 years) as may be required under the SEBI (Mutual Funds) Regulations, 1996 from time to time. |
G. |
Disclosures |
The disclosures of voting rights exercised are as follows:
|
Details of votes cast by the schemes of the Fund will be uploaded on the website of IAMI (www.invescomutualfund.com) on a quarterly basis in the prescribed format within the stipulated timelines as prescribed by SEBI from time to time. |
|
Details of votes cast by the schemes of the Fund will be uploaded on the website of IAMI (www.invescomutualfund.com) on an annual basis in the prescribed format and the same will also be disclosed in Annual Report of the schemes of the Fund. |
|
Summary on actual exercise of votes cast and its break-up in terms of total number of votes cast in favor, against or abstained will also be uploaded on the website of IAMI (www.invescomutualfund.com) on an annual basis. |
H. |
Certification/Confirmation |
|
On an annual basis, IAMI will obtain a certification from scrutinizer (in terms of Rule 20 (3) (ix) of Companies (Management and Administration) Rules, 2014) on voting reports and the same will be placed before the Boards of AMC and Trustee. The scrutinizers certificate will form part of Annual Report and will also be uploaded on the website of IAMI (www.invescomutualfund.com). |
|
A confirmation shall also be submitted by Trustees in its half yearly report to SEBI that IAMI have voted on important decisions affecting interests of unitholders. |
I. |
Review |
The Board of Directors of IAMI and Trustees shall review and ensure that IAMI have voted on important decisions affecting interests of unitholders and the rationale recorded for vote decision is prudent and adequate.
References of SEBI Circular:
Sr. # |
Circular Number |
Date |
||||
1. |
SEBI/IMD/CIR No 18 / 198647 /2010 |
March 15, 2010 |
||||
2. |
E-mail from SEBI |
June 23, 2011 |
||||
3. |
CIR/IMD/DF/05/2014 |
March 24, 2014 |
||||
4. |
SEBI/HO/IMD/DF2/CIR/P/2016/68 |
August 10, 2016 |
The Voting Policy of Invesco Mutual Fund was initially approved by the Board of Directors Invesco Asset Management (India) Private Limited and Invesco Trustee Private Limited in their respective meetings held on September 16, 2010. The Voting Policy (Version 3) amended pursuant to SEBI Circular dated March 24, 2014 was approved in Board meetings of Invesco Asset Management (India) Private Limited and Invesco Trustee Private Limited held on May 22, 2014 and May 23, 2014, respectively.
The Voting Policy will be available on the website of the fund (www.invescomutualfund.com) and link will be provided on the home page.
Date of Review: May 31, 2018
Next Date of Review: On or before May 31, 2019
Noted for Implementation:
Taher Badshah Head - Equity |
Sujoy Das Head - Fixed Income |
Suresh Jakhotiya Head - Compliance & Risk |
||
Neelesh Dhamnaskar Fund Manager |
Kavita Bhanej Senior Vice President - Operations |
Noted:
Saurabh Nanavati | Ketan Ugrankar | |
Chief Executive Officer | COO & CFO |
Version History:
Version |
Date |
Description |
Initiator |
Approved by |
||||
1.0 | September 2, 2010 |
Initial Adoption of Voting Policy |
Suresh Jakhotiya |
Board of Religare Invesco AMC and Trustees at board meetings held on September 16, 2010. |
||||
2.0 | June 28, 2011 |
Policy amended pursuant to SEBI e-mail dated June 23, 2011 |
Suresh Jakhotiya |
Board of Religare Invesco AMC and Trustees at board meetings held on July 13, 2011. |
||||
3.0 | May 23, 2014 |
Policy amended pursuant to SEBI circular dated March 24, 2014 |
Suresh Jakhotiya |
Board of Religare Invesco AMC and Trustees at board meetings held on May 22, 2014 and May 23, 2014 respectively. |
||||
3.1 | July 5, 2016 |
Names of AMC and Trustee |
Suresh Jakhotiya |
N.A. |
Company were changed to reflect new names and logo was changed |
||||||||
4 | November 18, 2016 |
Amended Policy pursuant to SEBI circular dated August 10, 2016 and for the purpose of IAMIs application to SEC for registration as an advisor. |
Suresh Jakhotiya |
Board of IAMI & ITPL at their meetings held on November 18, 2016 and November 25, 2016 respectively. |
||||
5 | May 5, 2017 |
Reviewed and no changes to be made |
Suresh Jakhotiya |
N.A. | ||||
6 | May 31, 2018 |
Changes in the voting policy guidelines. |
Suresh Jakhotiya |
Board of IAMI & ITPL at their meetings held on July 13, 2018 respectively. |
APPENDIX F
CONTROL PERSONS AND PRINCIPAL HOLDERS OF SECURITIES
To the best knowledge of the Trust, the names and addresses of the record and beneficial holders of 5% or more of the outstanding shares of each class of the Funds equity securities and the percentage of the outstanding shares held by such holders are set forth below. Unless otherwise indicated below, the Trust has no knowledge as to whether all or any portion of the shares owned of record are also owned beneficially.
A shareholder who owns beneficially 25% or more of the outstanding securities of a Fund is presumed to control that Fund as defined in the 1940 Act. Such control may affect the voting rights of other shareholders.
All information listed below is as of December 2, 2019.
Invesco Premier Portfolio |
Investor
Class Shares |
Institutional
Class Shares |
Personal
Investment Class Shares |
Private
Investment Class Shares |
Reserve
Class Shares |
Resource
Class Shares |
||||||||||||||||||
Name and Address of
|
Percentage
Owned of Record |
Percentage
Owned of Record |
Percentage
Owned of Record |
Percentage
Owned of Record |
Percentage
Owned of Record |
Percentage
Owned of Record |
||||||||||||||||||
Charles Schwab & Co Inc Special Custody Acct FBO Customers Attn: Mutual Funds 211 Main St. San Francisco, CA 94105-1905 |
76.38 | % | | | | | | |||||||||||||||||
Morgan Stanley Smith Barney LLC For Exclusive Benefit Of Customers 1 New York Plz Fl 12 New York, NY 10004-1901 |
| 70.27 | % | | | | | |||||||||||||||||
National Financial Services LLC FEBO Customers Mutual Funds 499 Washington Blvd., Floor 5 Jersey City, NJ 07310-2010 |
| 6.61 | % | | | | | |||||||||||||||||
Wells Fargo Clearing Services LLC Special Custody Acct For The Exclusive Benefit Of Customer 2801 Market St. Saint Louis, MO 63103-2523 |
| | | | | 100.00 | %* |
* |
Owned of record and beneficially |
F-1
Invesco Premier Tax-Exempt Portfolio |
Investor
Class Shares |
Institutional
Class Shares |
||||||
Name and Address of
|
Percentage
Owned of Record |
Percentage
Owned of Record |
||||||
Gary Crum Or Sylvie Crum TTEES CFP Revocable Trust Houston, TX |
19.95 | % | | |||||
Juliet S. Ellis Houston, TX |
16.58 | % | | |||||
CFP Holdings Ltd Partnership Partnership Attn Gary Crum 11 E Greenway Plaza Ste 1919 Houston, TX 77046-1103 |
28.91 | % | | |||||
Monica Louis Plangman TTEE Clayton M. Crum GST Trust Houston, TX |
5.40 | % | | |||||
Morgan Stanley Smith Barney LLC For Exclusive Benefit of Customers 1 New York Plz Fl 12 New York, NY 10004-1901 |
| 67.88 | % | |||||
National Financial Services LLC FEBO Customers Mutual Funds 499 Washington Blvd Floor 5 Jersey City, NJ 07310-2010 |
| 15.79 | % |
F-2
Invesco Premier U.S. Government Money Portfolio |
Investor
Class Shares |
Institutional
Class Shares |
||||||
Name and Address of
|
Percentage
Owned of Record |
Percentage
Owned of Record |
||||||
Charles Schwab & Co Inc Special Custody Acct FBO Customers Attn: Mutual Funds 211 Main St. San Francisco, CA 94105-1905 |
8.66 | % | | |||||
Great West Trust Company LLC Plans of Great West Financial 8515 E. Orchard Rd 2T2 Greenwood Village, CO 80111-5002 |
22.74 | % | | |||||
Morgan Stanley Smith Barney LLC For Exclusive Benefit of Customers 1 New York Plz Fl 12 New York, NY 10004-1901 |
| 83.58 | % | |||||
Pershing LLC 1 Pershing Plaza Jersey City, NJ 07399-0001 |
6.67 | % | | |||||
Reliance Trust Co CUST FBO MassMutual Omnibus PLL/SMF P. O. Box 48529 Atlanta, GA 30362-1529 |
7.33 | % | | |||||
SEI Private TrustCo c/o Moody National Bank Attn: Mutual Fund Admin One Freedom Valley Drive Oaks, PA 19456-9989 |
| 6.70 | % |
Management Ownership
As of December 2, 2019, the trustees and officers as a group owned less than 1% of the outstanding shares of each class of the Funds.
F-3
APPENDIX G
For the last three fiscal years ended August 31, the management fees payable by each Fund, the amounts waived by Invesco and the net fees paid by each Fund were:
Invesco Premier Portfolio
August 31, 2019 | August 31, 2018 | August 31, 2017 | ||||||||||||||||||||||||||||||||||
Adviser |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
|||||||||||||||||||||||||||
Invesco |
$ | 3,883,008 | $ | (1,087,244 | ) | $ | 2,795,764 | $ | 1,995,303 | $ | (558,685 | ) | $ | 1,436,818 | $ | 2,697,569 | $ | (755,320 | ) | $ | 1,942,249 |
Invesco Premier Tax-Exempt Portfolio
August 31, 2019 | August 31, 2018 | August 31, 2017 | ||||||||||||||||||||||||||||||||||
Adviser |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
|||||||||||||||||||||||||||
Invesco |
$ | 334,602 | $ | (66,920 | ) | $ | 267,682 | $ | 241,241 | $ | (48,249 | ) | $ | 192,992 | $ | 181,287 | $ | (36,257 | ) | $ | 145,030 |
Invesco Premier U.S. Government Money Portfolio
August 31, 2019 | August 31, 2018 | August 31, 2017 | ||||||||||||||||||||||||||||||||||
Adviser |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
Management
Fee Payable |
Management
Fee Waivers |
Net
Management Fee Payable |
|||||||||||||||||||||||||||
Invesco |
$ | 19,126,687 | $ | (5,355,478 | ) | $ | 13,771,209 | $ | 15,316,058 | $ | (4,288,493 | ) | $ | 11,027,565 | $ | 14,759,818 | $ | (4,132,749 | ) | $ | 10,627,069 |
G-1
CERTAIN FINANCIAL INTERMEDIARIES THAT RECEIVE ONE OR MORE TYPES OF PAYMENTS
1st Global Capital Corporation 1st Partners, Inc. 401k Exchange, Inc. 401k Producer Services ADP Broker Dealer, Inc. Advantage Capital Corporation Advest Inc. Advisor Group Advisory Services Admin Partners LLC AIG Capital Services, Inc. Alight Financial Solutions Alliance Benefit Group Allianz Life Allstate Alta Montclair American Enterprise Investment American Fidelity Assurance Company American General American Portfolios Financial Services Inc. American Skandia Life Assurance Corporation American United Life Insurance Company Ameriprise Financial Services Inc. Ameritas Life Insurance Corp Ameritrade APEX Clearing Corporation Ascensus Associated Securities Corporation AXA Baden Retirement Plan Services Bay Bridge Administrators LLC Bank of America Bank of New York Mellon Bank of Oklahoma Barclays Capital Inc. BB&T Capital Markets BCG Securities BC Ziegler Benefit Plans Administrators Benefit Trust Company Benefits Consultants Group BMO Harris Bank NA BNP Paribas BOSC, Inc. Branch Banking & Trust Company Brighthouse Life Insurance Co Brinker Capital Brown Brothers Harriman & Co. Buck Kwasha Securities LLC |
Cadaret Grant & Company, Inc. Cambridge Investment Research, Inc. Cantella & Co., Inc. Cantor Fitzgerald & Co. Capital One Investment Services LLC Centennial Bank Center for Due Diligence Cetera Charles Schwab & Company, Inc. Chase Citi Smith Barney Citibank NA Citigroup Global Markets Inc. City National Bank Comerica Bank Commerce Bank Commonwealth Financial Network LPL Community National Bank Compass Compusys / ERISA Group Inc Conduent HR Services LLC Contemporary Financial Solutions, Inc. CPI Qualified Plan Consultants, Inc. Credit Suisse Securities Crowell Weedon & Co. CUSO Financial Services, Inc. CUNA Mutual Life D.A. Davidson & Company Daily Access Corporation Delaware Life Insurance Company Deutsche Bank Digital Retirement Solutions, Inc. Diversified Investment Advisors Dorsey & Company Inc. Dyatech Corporation Edward Jones & Co. Education Trust Board of New Mexico Envestnet Envoy Plan Services Inc Equitable Life Insurance Company Equity Services, Inc. Erisa Administrative Services Expertplan Farmers Financial Solutions Fidelity Fifth Third Financial Data Services Inc. Financial Planning Association |
Financial Services Corporation First Clearing Corp. First Command Financial Planning, Inc. First Financial Equity Corp. First Southwest Company Forrest T Jones & Company Forethought Life Insurance Company Frost FSC Securities Corporation FTB Advisors Fund Services Advisors, Inc. Gardner Michael Capital, Inc. GE Genworth Glenbrook Life and Annuity Company Global Atlantic Goldman, Sachs & Co. Great West Life Guaranty Bank & Trust Guardian GunnAllen Financial GWFS Equities, Inc. H.D. Vest Hantz Financial Services Inc Hare and Company Hartford Hightower Securities, LLC Hornor, Townsend & Kent, Inc. HSBC Huntington ICMA Retirement Corporation Institutional Cash Distributors Intersecurities, Inc. INVEST Financial Corporation, Inc. Investment Centers of America, Inc. J.M. Lummis Securities Jackson National Life Jefferson National Life Insurance Company Jefferson Pilot Securities Corporation John Hancock JP Morgan Kanaly Trust Company Kaufmann and Global Associates Kestra Investment Services LLC Kemper Key Bank Ladenburg Thalmann LaSalle Bank, N.A. |
H-1
Lincoln Lincoln Investment Planning Loop Capital Markets, LLC LPL Financial M & T Securities, Inc. M M L Investors Services, Inc. M&T Bank Marshall & Ilsley Trust Co., N.A. Mass Mutual Matrix Mellon Mercer Merrill Lynch Metlife Meyer Financial Group, Inc. Mid Atlantic Capital Corporation Minnesota Life Insurance Co. MMC Securities Money Concepts Morgan Keegan & Company, Inc. Morgan Stanley Morningstar Inc MSCS Financial Services, LLC Municipal Capital Markets Group, Inc. Mutual Service Corporation Mutual Services, Inc. N F P Securities, Inc. NatCity Investments, Inc. National Benefit Services, LLC National Financial Services National Plan Administrators National Planning National Retirement Partners Inc. Nationwide New York Life Newport Retirement Plan Services, Inc. Next Financial Group, Inc. NFP Securities Inc. Northeast Securities, Inc. Northern Trust Northwestern Mutual Investment Services NRP Financial Ohio National Omni Group OnBrands24 Inc OneAmerica Financial Partners Inc. Oppenheimer Pacific Life Park Avenue Programs, Inc. Park Avenue Securities LLC Pen-Cal Administrators Penn Mutual Life Penserv Plan Services Penson Financial Services Pershing LLC |
PFS Investments, Inc. Phoenix Piper Jaffray PJ Robb Plains Capital Bank Plan Administrators Plan Member Services Corporation Planco PNC Primerica Shareholder Services, Inc. Prime Trust LLC Princeton Retirement Group, Inc. Principal Princor Financial Services Corporation Proequities, Inc. Protective Life Pruco Securities LLC Prudential Qualified Benefits Consultants, Inc. R B C Dain Rauscher, Inc. Randall & Hurley, Inc. Raymond James RBC Wealth Management Reliance Trust Company Ridge Clearing Riversource (Ameriprise) Robert W. Baird & Co. Ross Sinclair & Associates LLC Royal Alliance Associates RSBCO S I I Investments, Inc. SagePoint Financial, Inc. Salomon Smith Barney Sanders Morris Harris SCF Securities, Inc. Securian Financial Services, Inc. Security Benefit Security Distributors, Inc. Security Financial Resources, Inc. Sentra Securities Signator Investors, Inc. Silverton Capital, Corp. Simmons First Investment Group, Inc. Siracusa Benefits Programs Smith Barney Inc. Smith Hayes Financial Services Southwest Securities Sovereign Bank Spelman & Company Standard Insurance Company State Farm State Street Bank & Trust Company Sterne Agee Financial Services, Inc. Stifel Nicolaus & Company Summit Sun Life |
SunAmerica Securities, Inc. SunGard SunTrust SWS Financial Services, Inc. Symetra Investment Services Inc. T Rowe Price Talcott Resolution Life Insurance Company TD Ameritrade TDS Group Thrivent TSA Consulting Group Teacher Insurance and Annuity Association of America TFS Securities, Inc. The (Wilson) William Financial Group The Bank of New York The Huntington Investment Company The OMNI Group The Retirement Plan Company LLC The Vanguard Group Thrivent Investment Management Inc. Transamerica Trautmann Maher & Associates, Inc. Treasury Curve Treasury Strategies Trust Management Network, LLC Tuition Plan Consortium U.S. Bancorp UBS Financial Services Inc. UMB Financial Services, Inc. Unified Fund Services, Inc. Union Bank Union Central Life Insurance Company United Planners Financial United States Life Insurance Company UPromise Investment Advisors LLC UBS Financial Services, Inc. USI Securities, Inc. UVEST V S R Financial Services, Inc. VALIC Vanguard Vining Sparks IBG, LP VLP Corporate Services LLC VOYA VRSCO American General Distributors Wachovia Waddell & Reed, Inc. Wadsworth Investment Co., Inc. Wall Street Financial Group, Inc. Waterstone Financial Group, Inc. Wells Fargo |
H-2
Wilmington Trust Retirement and Institutional Services Company |
||||
Woodbury Financial Services, Inc. |
||||
Xerox HR Solutions LLC |
||||
Zions Bank |
||||
Zurich American Life Insurance Company |
H-3
APPENDIX I
For the last three fiscal years ended August 31, the Funds paid no administrative fees to Invesco for Administrative services.
I-1
APPENDIX J
PURCHASE OF SECURITIES OF REGULAR BROKERS OR DEALERS
During the last fiscal year ended August 31, 2019, Invesco Premier Portfolio, Invesco Premier Tax-Exempt Portfolio and Invesco Premier U.S. Government Money Portfolio did not purchase securities of its regular brokers or dealers.
J-1
AMOUNTS PAID TO INVESCO DISTRIBUTORS, INC. PURSUANT TO DISTRIBUTION PLANS
A list of amounts paid by each class of shares of Invesco Premier Portfolio to Invesco Distributors, Inc. pursuant to the Plans for the year ended August 31, 2019, are as follows:
Invesco Premier Portfolio
Class |
Amount* | |||
Personal Investment Class |
$ | 13,774 | ||
Private Investment Class |
12,135 | |||
Reserve Class |
88 | |||
Resource Class |
6,288 |
* |
Net of 12b-1 fee waiver. |
K-1
APPENDIX L
ALLOCATION OF ACTUAL FEES PAID PURSUANT TO DISTRIBUTION PLANS
An estimate by category of the allocation of actual fees paid by following classes of the Fund during the year ended August 31, 2019, are as follows:
Invesco Premier Portfolio |
Personal
Investment Class |
Private
Investment Class |
Reserve Class |
Resource
Class |
||||||||||||
Advertising |
$ | -0- | $ | 2 | $ | -0- | $ | -0- | ||||||||
Printing and Mailing prospectuses, semi-annual reports and annual reports (other than to current shareholders) |
-0- | -0- | -0- | -0- | ||||||||||||
Seminars |
-0- | 1 | -0- | -0- | ||||||||||||
Underwriters Compensation |
50 | 2,020 | 63 | -0- | ||||||||||||
Dealers Compensation |
13,721 | 10,034 | 25 | 6,285 | ||||||||||||
Sales Personnel Compensation |
3 | 74 | -0- | 3 | ||||||||||||
Travel Expenses related to Marketing |
-0- | 4 | -0- | -0- | ||||||||||||
Annual Report Total |
$ | 13,774 | $ | 12,135 | $ | 88 | $ | 6,288 |
L-1
PART C
OTHER INFORMATION
Item 28. | Exhibits | |||
a | | (a) Third Amended and Restated Agreement and Declaration of Trust of Registrant dated April 11, 2017.(30) | ||
| (b) Amendment No. 1, effective December 15, 2017, to the Third Amended and Restated Agreement and Declaration of Trust of Registrant dated April 11, 2017.(30) | |||
| (c) Amendment No. 2, effective March 27, 2019, to the Third Amended and Restated Agreement and Declaration of Trust of Registrant dated April 11, 2017.(*) | |||
b | | Second Amended and Restated Bylaws of Registrant adopted effective October 26, 2016.(29) | ||
c | | Articles II, VI, VII, VIII and IX of the Third Amended and Restated Agreement and Declaration of Trust, as amended, and Articles IV, V and VI of the Second Amended and Restated Bylaws, define rights of holders of shares. | ||
d (1) | | (a) Master Investment Advisory Agreement, dated November 25, 2003, between Registrant and A I M Advisors, Inc. with respect to INVESCO Treasurers Money Market Reserve Fund and INVESCO Treasurers Tax-Exempt Reserve Fund.(7) | ||
| (b) Amendment No. 1, dated October 15, 2004, to the Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. with respect to INVESCO Treasurers Money Market Reserve Fund and INVESCO Treasurers Tax-Exempt Reserve Fund.(7) | |||
| (c) Amendment No. 2, dated February 25, 2005, to the Master Investment Advisory Agreement between Registrant and A I M Advisors, Inc. with respect to Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.(10) | |||
| (d) Amendment No. 3, dated January 1, 2010, to the Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc. with respect to Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.(18) | |||
| (e) Amendment No. 4, dated April 30, 2010, to the Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc. with respect to Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.(18) | |||
| (f) Amendment No. 5, dated December 15, 2017, to the Master Investment Advisory Agreement between Registrant and Invesco Advisers, Inc. with respect to Invesco Premier Portfolio, Invesco Premier Tax-Exempt Portfolio and Invesco Premier U.S. Government Money Portfolio.(30) | |||
(2) | | (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 Limited, 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. (16) |
C-1
| (b) Amendment No. 1, dated January 1, 2010, to the Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008, between Invesco Aim Advisors, Inc., on behalf of Registrant, and each of Invesco Trimark Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Global Asset Management (N.A.), Inc., Invesco Hong Kong Limited, Invesco Institutional (N.A.), Inc., and Invesco Senior Secured Management, Inc. (18) | |||
| (c) Amendment No. 2, dated April 30, 2010, to the Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Trimark Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Australia Limited, Invesco Hong Kong Limited, and Invesco Senior Secured Management, Inc. (18) | |||
| (d) Termination Agreement dated January 16, 2015 between Invesco Advisers, Inc., the Adviser and Invesco Australia Limited.(24) | |||
| (e) Amendment No. 3, dated December 15, 2017, to the Master Intergroup Sub-Advisory Contract for Mutual Funds, dated May 1, 2008, between Invesco Advisers, Inc., on behalf of Registrant, and each of Invesco Canada Ltd., Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, and Invesco Senior Secured Management, Inc. (31) | |||
(3) | | (a) Sub-Advisory Contract Invesco Advisers, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | ||
| (b) Amendment No. 1, dated July 30, 2012, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (c) Amendment No. 2, dated September 25, 2012, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (d) Amendment No. 3, dated February 25, 2013, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (e) Amendment No. 4, dated December 16, 2013, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (f) Amendment No. 5, dated April 22, 2014, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (g) Amendment No. 6, dated June 26, 2014, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (h) Amendment No. 7, dated October 14, 2014, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (i) Amendment No. 8, dated September 30, 2015, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) |
C-2
| (j) Amendment No. 9, dated December 21, 2015, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (k) Amendment No. 10 dated June 30, 2016, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (l) Amendment No. 11, dated July 1, 2016, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (m) Amendment No. 12, dated July 27, 2016, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (n) Amendment No. 13, dated October 28, 2016, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (o) Amendment No. 14, dated February 27, 2017, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (p) Amendment No. 15, dated April 11, 2017, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (q) Amendment No. 16, dated December 15, 2017, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(30) | |||
| (r) Amendment No. 17, dated December 18, 2017, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(31) | |||
| (s) Amendment No. 18, dated April 30, 2018, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco PowerShares Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(31) | |||
|
(t) Amendment No. 19, dated November 1, 2018, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio
dated
December 14, 2011.(37) |
|||
| (u) Amendment No. 20, dated May 24, 2019, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt Portfolio dated December 14, 2011.(33) | |||
|
(v) Amendment No. 21, dated August 15, 2019, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt
Portfolio dated
December 14, 2011.(34) |
|||
|
(w) Amendment No. 22, dated October 30, 2019, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt
Portfolio dated
December 14, 2011.(35) |
|||
|
(x) Amendment No. 23, dated November 18, 2019, to the Sub-Advisory Contract Invesco Advisors, Inc. and Invesco Capital Management, LLC on behalf of Premier Portfolio and Premier Tax-Exempt
Portfolio dated
December 14, 2011.(36) |
C-3
(4) | | (a) Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited, dated April 11, 2017.(31) | ||
| (b) Amendment No. 1, dated December 15, 2017, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited, dated April 11, 2017.(31) | |||
| (c) Amendment No. 2, dated December 18, 2017, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited, dated April 11, 2017.(31) | |||
| (d) Amendment No. 3, dated April 30, 2018, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited, dated April 11, 2017.(31) | |||
| (e) Amendment No. 4, dated November 1, 2018, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited dated April 11, 2017.(37) | |||
| (f) Amendment No. 5, dated May 24, 2019, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited dated April 11, 2017.(33) | |||
| (g) Amendment No. 6, dated August 14, 2019, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited dated April 11, 2017.(34) | |||
| (h) Amendment No. 7, dated October 30, 2019, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited dated April 11, 2017.(36) | |||
| (i) Amendment No. 8, dated November 18, 2019, to the Sub-Advisory Contract Invesco Advisers, Inc. and Invesco Asset Management (India) Private Limited dated April 11, 2017.(36) | |||
e (1) | | Underwriting Agreement, dated December 7, 2007, between Registrant and A I M Distributors, Inc., with respect to Institutional Class Shares of Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.(14) | ||
(2) | | (a) Master Distribution Agreement dated July 1, 2014 between Registrant and Invesco Distributors, Inc.(23) | ||
| (b) Amendment No. 1, dated October 14, 2014, to the Master Distribution Agreement between Registrant and Invesco Distributors, Inc.(23) | |||
| (c) Amendment No. 2, dated January 30, 2015, to the Master Distribution Agreement between Registrant and Invesco Distributors, Inc.(24) | |||
| (d) Amendment No. 3, dated April 30, 2015, to the Master Distribution Agreement between Registrant and Invesco Distributors, Inc.(24) | |||
| (e) Amendment No. 4, dated June 15, 2015, to the Master Distribution Agreement between Registrant and Invesco Distributors, Inc.(24) | |||
| (f) Amendment No. 5, dated September 30, 2015, to the Master Distribution Agreement between Registrant and Invesco Distributors, Inc.(24) |
C-4
C-5
(4) | | Form of Bank Selling Group Agreement between Invesco Aim Distributors, Inc. and banks.(17) | ||
f (1) | | Form of Invesco Funds Retirement Plan for Eligible Directors/Trustees, as approved by the Board of Directors/Trustees on December 31, 2013.(23) | ||
(2) | | (a) Form of Invesco Funds Trustee Deferred Compensation Agreement for Registrants Non-Affiliated Directors, as approved by the Board of Directors/Trustees on December 31, 2011.(24) | ||
| (b) Form of Amendment to Form of Invesco Funds Trustee Deferred Compensation Agreement.(24) | |||
g (1) | | Custody Agreement between Registrant and The Bank of New York, dated August 30, 2018.(31) | ||
(2) | | Agreement among JPMorgan Chase Bank, N.A., The Bank of New York, A I M Investment Services, Inc. and Registrant, dated June 20, 2005.(11) | ||
h (1) | | (a) Amended and Restated Transfer Agency Agreement, dated February 25, 2005, between Registrant and AIM Investment Services, Inc. with respect to Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio.(7) | ||
| (b) Amendment No. 1, dated July 1, 2005, to the Amended and Restated Transfer Agency Agreement between Registrant and AIM Investment Services, Inc.(11) | |||
(2) | | (a) Second Amended and Restated Master Administrative Services Agreement, dated July 1, 2006, between Registrant and A I M Advisors, Inc.(12) | ||
| (b) Amendment No. 1, dated January 1, 2010, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(18) | |||
| (c) Amendment No. 2, dated, April 30, 2010, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(18) | |||
| (d) Amendment No. 3, dated July 1, 2012, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(21) | |||
| (e) Amendment No. 4, dated June 1, 2016, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(25) | |||
| (f) Amendment No. 5, dated December 15, 2017, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(30) | |||
| (g) Amendment No. 6, dated January 1, 2019, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc.(*) | |||
(3) | | Eighth Amended and Restated Memorandum of Agreement, regarding securities lending, dated July 1, 2014, between Registrant, on behalf of all Funds, and Invesco Advisers, Inc.(23) |
C-6
(4) | | Memorandum of Agreement regarding expense limitations, dated December 9, 2019, between Registrant and Invesco Advisers, Inc. (*) | ||
(5) | | Memorandum of Agreement, regarding fee waivers, dated December 9, 2019, between Registrant and Invesco Advisers, Inc.(*) | ||
(6) | | Third Amended and Restated Interfund Loan Agreement, dated December 30, 2005, between Registrant and A I M Advisors, Inc.(13) | ||
i | | Legal Opinion -None. | ||
j | | Consent of PricewaterhouseCoopers LLP. (*) | ||
k | | Omitted Financial Statements Not applicable. | ||
l | | Not applicable. | ||
m (1) | | (a) Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation) effective as of July 1, 2016, as subsequently amended.(26) | ||
| (b) Amendment No. 1, dated July 1, 2016, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(26) | |||
| (c) Amendment No. 2, dated July 27, 2016, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(26) | |||
| (d) Amendment No. 3, dated September 1, 2016, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(27) | |||
| (e) Amendment No. 4, dated October 28, 2016, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(29) | |||
| (f) Amendment No. 5, dated December 1, 2016, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(29) | |||
| (g) Amendment No. 6, dated February 27, 2017, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(30) | |||
| (h) Amendment No. 7, dated June 9, 2017, to the Third Amended and Restated Distribution Plan (Class A, A2, C, Investor Class, P, R, S, Series II Shares, Cash Reserve Shares and Classes of Shares of Short-Term Investments Trust) (Compensation).(30) |
C-7
C-8
(5) | | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Canada Ltd. (*) | ||
(6) | | Invesco EMEA (ex UK) Employees Code of Ethics dated 2018, relating to Invesco Asset Management Deutschland (GmbH). (32) | ||
(7) | | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Senior Secured Management. (*) | ||
(8) | | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Capital Management, LLC. (*) | ||
(9) | | Invesco Asset Management (India) PVT. LTD. Personal Trading Policy amended June 30, 2018 and Invesco Ltd. Code of Conduct dated October 2019 relating to Invesco Asset Management (India) PVT. LTD. (37) | ||
q (1) | | Powers of Attorney for Arch, Crockett, Fields, Flanagan, Jones, Hostetler, Mathai-Davis, Ressel, Stern, Stickel, Taylor, Troccoli and Wilson dated March 28, 2018. (31) | ||
(2) | | Power of Attorney for LaCava dated March 1, 2019. (38) | ||
(3) | | Powers of Attorney for Brown, Krentzman, Motley, Vaughn and Vandivort dated June 10, 2019.(38) |
C-9
(1) |
Incorporated by reference to PEA No. 31 to the registration statement filed on August 28, 2003. | |
(2) |
Incorporated by reference to PEA No. 30 to the registration statement filed on August 27, 2003. (Identical except for the name of the Registrant (AIM Treasurers Series Trust) and the date.) | |
(3) |
Incorporated by reference to PEA No. 47 to the Registration Statement of INVESCO Money Market Funds, Inc. filed on August 12, 2003. (Identical except for the name of the Registrant (AIM Treasurers Series Trust) and the date.) | |
(4) |
Incorporated by reference to the Registration Statements on Form N-14 of AIM Investment Securities Funds and AIM Tax-Exempt Funds filed on August 13, 2003. | |
(5) |
Incorporated by reference to PEA No. 77 to the Registration Statement of AIM Equity Funds filed on July 7, 2003. | |
(6) |
Incorporated by reference to PEA No. 32 to the Registration Statement filed on October 30, 2003. | |
(7) |
Incorporated by reference to PEA No. 34 to the Registration Statement filed on December 2, 2004. | |
(8) |
Incorporated by reference to PEA No. 35 to the Registration Statement filed on December 23, 2004. | |
(9) |
Incorporated by reference to PEA No. 36 to the Registration Statement filed on December 23, 2004. | |
(10) |
Incorporated by reference to PEA No. 37 to the Registration Statement filed on October 19, 2005. | |
(11) |
Incorporated by reference to PEA No. 38 to the Registration Statement filed on December 19, 2005. | |
(12) |
Incorporated by reference to PEA No. 39 to the Registration Statement filed on October 13, 2006. | |
(13) |
Incorporated by reference to PEA No. 40 to the Registration Statement filed on December 14, 2006. | |
(14) |
Incorporated by reference to PEA No. 41 to the Registration Statement filed on December 18, 2007. | |
(15) |
Incorporated by reference to PEA No. 42 to the Registration Statement filed on February 15, 2008. | |
(16) |
Incorporated by reference to PEA No. 43 to the Registration Statement filed on February 17, 2008. | |
(17) |
Incorporated by reference to PEA No. 44 to the Registration Statement filed on December 3, 2009. | |
(18) |
Incorporated by reference to PEA No. 45 to the Registration Statement filed on October 15, 2010. | |
(19) |
Incorporated by reference to PEA No. 47 to the Registration Statement filed on December 21, 2010. | |
(20) |
Incorporated by reference to PEA No. 48 to the Registration Statement filed on December 14, 2011. | |
(21) |
Incorporated by reference to PEA No. 50 to the Registration Statement filed on December 18, 2012. | |
(22) |
Incorporated by reference to PEA No. 52 to the Registration Statement filed on December 17, 2013. | |
(23) |
Incorporated by reference to PEA No. 54 to the Registration Statement filed on December 17, 2014. | |
(24) |
Incorporated by reference to PEA No. 56 to the Registration Statement filed on December 16, 2015. | |
(25) |
Incorporated by reference to PEA No. 58 to the Registration Statement filed on July 1, 2016. | |
(26) |
Incorporated by reference to PEA No. 59 to the Registration Statement filed on July 29, 2016. | |
(27) |
Incorporated by reference to PEA No. 61 to the Registration Statement filed on October 11, 2016. | |
(28) |
Incorporated by reference to PEA No. 62 to the Registration Statement filed on October 11, 2016. | |
(29) |
Incorporated by reference to PEA No. 64 to the Registration Statement filed on December 14, 2016. | |
(30) |
Incorporated by reference to PEA No. 66 to the Registration Statement filed on December 13, 2017. |
(31) |
Incorporated by reference to PEA No. 68 to the Registration Statement filed on December 19, 2018. |
(32) |
Incorporated by reference to PEA No. 13 to Invesco Management Trust Registration Statement on Form N-1A, filed on December 21, 2018. |
(33) |
Incorporated by reference to PEA No. 178 to AIM Investment Funds (Invesco Investment Funds) Registration Statement on Form N-1A, filed on September 26, 2019. |
(34) |
Incorporated by reference to PEA No. 91 to AIM Investment Securities Funds (Invesco Investment Securities Funds) Registration Statement on Form N-1A, filed on September 26, 2019. |
(35) |
Incorporated by reference to PEA No. 135 to AIM Equity Funds (Invesco Equity Funds) Registration Statement on Form N-1A, filed on November 21, 2019. |
(36) |
Incorporated by reference to PEA No. 154 to AIM Growth Series (Invesco Growth Series) Registration Statement on Form N-1A, filed on December 9, 2019. |
(37) |
Incorporated by reference to PEA No. 112 to AIM Sector Funds (Invesco Sector Funds) Registration Statement on Form N-1A, filed on October 25, 2019. |
(38) |
Incorporated by reference to PEA No. 15 to Invesco Management Trust Registration Statement on Form N-1A, filed on December 10, 2019. |
(*) |
Filed herewith electronically. |
Item 29. | Persons Controlled by or Under Common Control With the Fund | |
No person is presently controlled by or under common control with the Trust. |
C-10
Item 30. | Indemnification | |
Indemnification provisions for officers, trustees, and employees of the Registrant are set forth in Article VIII of the Registrants Third Amended and Restated Agreement and Declaration of Trust and Article VIII of its Second Amended and Restated Bylaws, and are hereby incorporated by reference. See Item 28(a) and (b) above. Under the Third Amended and Restated Agreement and Declaration of Trust effective as of April 11, 2017, (i) Trustees or officers, when acting in such capacity, shall not be personally liable for any act, omission or obligation of the Registrant or any Trustee or officer except by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his office with the Trust; (ii) every Trustee, officer, employee or agent of the Registrant shall be indemnified to the fullest extent permitted under the Delaware Statutory Trust act, the Registrants Bylaws and other applicable law; (iii) in case any shareholder or former shareholder of the Registrant shall be held to be personally liable solely by reason of his being or having been a shareholder of the Registrant or any portfolio or class and not because of his acts or omissions or for some other reason, the shareholder or former shareholder (or his heirs, executors, administrators or other legal representatives, or, in the case of a corporation or other entity, its corporate or general successor) shall be entitled, out of the assets belonging to the applicable portfolio (or allocable to the applicable class), to be held harmless from and indemnified against all loss and expense arising from such liability in accordance with the Bylaws and applicable law. The Registrant, on behalf of the affected portfolio (or class), shall upon request by the shareholder, assume the defense of any such claim made against the shareholder for any act or obligation of that portfolio (or class). |
The Registrant and other investment companies and their respective officers and trustees are insured under a joint Mutual Fund Directors and Officers Liability Policy, issued by ICI Mutual Insurance Company and certain other domestic insurers with limits up to $100,000,000 and an additional $40,000,000 of excess coverage (plus an additional $30,000,000 limit that applies to independent directors/trustees only). |
Section 16 of the Master Investment Advisory Agreement between the Registrant and Invesco Advisers, Inc. (Invesco Advisers) provides that in the absence of willful misfeasance, bad faith, gross negligence or reckless disregard of obligations or duties hereunder on the part of Invesco or any of its officers, directors or employees, that Invesco Advisers shall not be subject to liability to the Registrant or to any series of the Registrant, or to any shareholder of any series of the Registrant for any act or omission in the course of, or connected with, rendering services hereunder or for any losses that may be sustained in the purchase, holding or sale of any security. Any liability of Invesco Advisers to any series of the Registrant shall not automatically impart liability on the part of Invesco Advisers to any other series of the Registrant. No series of the Registrant shall be liable for the obligations of any other series of the Registrant. |
Section 10 of the Master Intergroup Sub-Advisory Contract for Mutual Funds (the Sub-Advisory Contract) between Invesco on behalf of Registrant, and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc., Invesco Canada Ltd. and separate Sub-Advisory Agreements with Invesco Capital Management LLC, and Invesco Asset Management (India) Private Limited (each a Sub-Adviser, collectively the Sub-Advisers) provides that the Sub-Adviser shall not be liable for any costs or liabilities arising from any error of judgment or mistake of law or any loss suffered by any series of the Registrant or the Registrant in connection with the matters to which the Sub-Advisory Contract relates except a loss resulting from willful misfeasance, bad faith or gross negligence on the part of the Sub-Adviser in the performance by the Sub-Adviser of its duties or from reckless disregard by the Sub-Adviser of its obligations and duties under the Sub-Advisory Contract. |
C-11
C-12
(b) | The following table sets forth information with respect to each director, officer or partner of Invesco Distributors, Inc. |
Name and Principal Business Address* |
Position and Offices with Invesco Distributors, Inc. |
Positions and Offices with Registrant |
||
John McDonough | President & Chief Executive Officer | None | ||
Adam Rochlin | Senior Vice President | None | ||
Annette J. Lege | Treasurer | None | ||
Ben Utt | Executive Vice President | None | ||
Benjamin Stewart | Senior Vice President | None | ||
Brian Kiley | Senior Vice President | None | ||
Brian Levitt | Senior Vice President | None | ||
Clint Modler | Senior Vice President | None | ||
Crissie Wisdom | Anti-Money Laundering Compliance Officer | Anti-Money Laundering Compliance Officer | ||
Daniel E. Draper | Senior Vice President | None | ||
David Borrelli | Senior Vice President | None | ||
Donne White | Senior Vice President | None | ||
Eliot Honaker | Senior Vice President | None | ||
Gary K. Wendler | Senior Vice President, Director, Marketing Research & Analysis | Assistant Vice President | ||
George Fahey | Senior Vice President | None | ||
Jeffrey H. Kupor | Secretary and Senior Vice President | Senior Vice President, Chief Legal Officer & Secretary | ||
Jill Glazerman | Senior Vice President | None | ||
Jay Fortuna | Senior Vice President | None | ||
John Hoffman | Senior Vice President | None | ||
John M. Zerr | Senior Vice President | Senior Vice President | ||
Ken Brodsky | Senior Vice President | None | ||
Kevin Neznek | Senior Vice President | None | ||
Mark W. Gregson | Chief Financial Officer | None |
C-13
Name and Principal Business Address* |
Position and Offices with Invesco Distributors, Inc. |
Positions and Offices with Registrant |
||
Paul Blease | Senior Vice President | None | ||
Peter Mintzberg | Senior Vice President | None | ||
Peter S. Gallagher | Director | Assistant Vice President | ||
Rocco Benedetto | Senior Vice President | None | ||
Rohit Vohra | Senior Vice President | None | ||
Tony Oh | Senior Vice President & Assistant Treasurer | None | ||
Trisha B. Hancock | Senior Vice President & Chief Compliance Officer | None |
* |
11 Greenway Plaza, Suite 1000, Houston, Texas 77046-1173 |
(c) | Not applicable. |
C-14
C-15
C-16
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, the Registrant certifies that it meets all of the requirements for effectiveness of this Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to its Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the city of Houston, Texas on the 19th day of December, 2019.
Registrant: |
AIM TREASURERS SERIES TRUST |
(INVESCO TREASURERS SERIES TRUST) |
By: |
/s/ Sheri Morris |
|
Sheri Morris, President |
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the dates indicated:
SIGNATURES |
TITLE |
DATE |
||
/s/ Sheri Morris |
President & Treasurer | December 19, 2019 | ||
(Sheri Morris) | (Principal Executive Officer) | |||
/s/ David C. Arch* |
Trustee | December 19, 2019 | ||
(David C. Arch) | ||||
/s/ Beth Ann Brown*** |
Trustee | December 19, 2019 | ||
(Beth Ann Brown) | ||||
/s/ Bruce L. Crockett* |
Chair & Trustee | December 19, 2019 | ||
(Bruce L. Crockett) | ||||
/s/ Jack M. Fields* |
Trustee | December 19, 2019 | ||
(Jack M. Fields) | ||||
/s/ Martin L. Flanagan* |
Vice Chair & Trustee | December 19, 2019 | ||
(Martin L. Flanagan) | ||||
/s/ Cynthia Hostetler* |
Trustee | December 19, 2019 | ||
(Cynthia Hostetler) | ||||
/s/ Eli Jones* |
Trustee | December 19, 2019 | ||
(Eli Jones) | ||||
/s/ Elizabeth Krentzman*** |
Trustee | December 19, 2019 | ||
(Elizabeth Krentzman) | ||||
/s/ Anthony J. LaCava, Jr.** |
Trustee | December 19, 2019 | ||
(Anthony J. LaCava, Jr.) | ||||
/s/ Prema Mathai-Davis* |
Trustee | December 19, 2019 | ||
(Prema Mathai-Davis) |
/s/ Joel W. Motley*** |
Trustee | December 19, 2019 | ||
(Joel W. Motley) | ||||
/s/ Teresa M. Ressel* |
Trustee | December 19, 2019 | ||
(Teresa M. Ressel) | ||||
/s/ Ann Barnett Stern* |
Trustee | December 19, 2019 | ||
(Ann Barnett Stern) | ||||
/s/ Raymond Stickel, Jr.* |
Trustee | December 19, 2019 | ||
(Raymond Stickel, Jr.) | ||||
/s/ Philip A. Taylor* |
Trustee | December 19, 2019 | ||
(Philip A. Taylor) | ||||
/s/ Robert C. Troccoli* |
Trustee | December 19, 2019 | ||
(Robert C. Troccoli) | ||||
/s/ Daniel S. Vandivort*** |
Trustee | December 19, 2019 | ||
(Daniel S. Vandivort) | ||||
/s/ James D. Vaughn*** |
Trustee | December 19, 2019 | ||
(James D. Vaughn) | ||||
/s/ Christopher L. Wilson* |
Trustee | December 19, 2019 | ||
(Christopher L. Wilson) | ||||
/s/ Kelli Gallegos |
Vice President & Assistant Treasurer (Principal Financial Officer) |
December 19, 2019 | ||
(Kelli Gallegos) |
By: |
/s/ Sheri Morris |
|
Sheri Morris | ||
Attorney-in-Fact |
* |
Sheri Morris, pursuant to powers of attorney dated March 28, 2018, filed in Registrants Post-Effective Amendment No. 68 on December 19, 2018. |
** |
Sheri Morris, pursuant to power of attorney dated March 1, 2019, incorporated by reference to Post-Effective Amendment No. 15 to Invesco Management Trust Registration Statement on Form N-1A, filed on December 10, 2019. |
*** |
Sheri Morris, pursuant to powers of attorney dated June 10, 2019, incorporated by reference to Post-Effective Amendment No. 15 to Invesco Management Trust Registration Statement on Form N-1A, filed on December 10, 2019. |
INDEX
Exhibit Number |
Description |
|
a(c) | Amendment No. 2, effective March 27, 2019, to the Third Amended and Restated Agreement and Declaration of Trust of Registrant dated April 11, 2017. | |
h(2)(g) | Amendment No. 6, dated January 1, 2019, to the Second Amended and Restated Master Administrative Services Agreement between Registrant and Invesco Advisers, Inc. | |
h(4) | Memorandum of Agreement regarding expense limitations, dated December 9, 2019, between Registrant and Invesco Advisers, Inc. | |
h(5) | Memorandum of Agreement, regarding fee waivers, dated December 9, 2019, between Registrant and Invesco Advisers, Inc. | |
j | Consent of PricewaterhouseCoopers LLP. | |
p(1) | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Advisers, Inc. | |
p(5) | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Canada Ltd. | |
p(7) | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Senior Secured Management. | |
p(8) | Code of Ethics and Personal Trading Policy for North America, dated January 2020, relating to Invesco Capital Management, LLC. |
AMENDMENT NO. 2
TO THE THIRD AMENDED AND RESTATED
AGREEMENT AND DECLARATION OF TRUST
OF
AIM TREASURERS SERIES TRUST (INVESCO TREASURERS SERIES TRUST)
This Amendment No. 2 (the Amendment) to the Third Amended and Restated Agreement and Declaration of Trust of AIM Treasurers Series Trust (Invesco Treasurers Series Trust) (the Trust) amends, effective March 27, 2019, the Third Amended and Restated Agreement and Declaration of Trust of the Trust dated as of April 11, 2017, as amended (the Agreement).
Under Section 9.7 of the Agreement, this Amendment may be executed by a duly authorized officer of the Trust.
WHEREAS, the Trustees of the Trust approved this amendment and a vote of the Shareholders are not required for this amendment;
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. |
Section 3.2 is amended to read as follows: |
Section 3.2 Trustees. The number of Trustees shall be such number as shall be fixed from time to time by a majority of the Trustees; provided, however, that the number of Trustees shall in no event be less than two (2) nor more than (20).
2. |
All references in the Agreement to this Agreement shall mean the Agreement as amended by this Amendment. |
3. |
Except as specifically amended by this Amendment, the Agreement is hereby confirmed and remains in full force and effect. |
IN WITNESS WHEREOF, the undersigned, a duly authorized officer of the Trust, has executed this Amendment as of March 27, 2019.
By: | /s/ Jeffrey H. Kupor | |
Name: | Jeffrey H. Kupor | |
Title: | Senior Vice President |
AMENDMENT NO. 6
TO
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
This Amendment dated as of January 1, 2019, amends the Second Amended and Restated Master Administrative Services Agreement (the Agreement), dated July 1, 2006, by and between Invesco Advisers, Inc., a Delaware corporation, and AIM Treasurers Series Trust (Invesco Treasurers Series Trust), a Delaware statutory trust is hereby amended as follows:
WITNESSETH:
WHEREAS, the parties agree to amend the Agreement to change to the fee structure under the Agreement;
NOW, THEREFORE, the parties agree that;
1. Appendix A of the Agreement is hereby deleted in its entirety and replaced with the following:
APPENDIX A
FEE SCHEDULE TO
SECOND AMENDED AND RESTATED MASTER ADMINISTRATIVE SERVICES AGREEMENT
OF
AIM TREASURERS SERIES TRUST (INVESCO TREASURERS SERIES TRUST)
Portfolios |
Effective Date of Agreement |
|
Invesco Premier Portfolio*** | July 1, 2006 | |
Invesco Premier Tax-Exempt Portfolio*** | July 1, 2006 | |
Invesco Premier U.S. Government Money Portfolio*** | July 1, 2006 |
The Administrator may receive from each Portfolio reimbursement for costs or reasonable compensation for such services as follows:
Rate* |
Invesco Fund Complex Net Assets** | |
0.0175% |
First $100 billion | |
0.0150% |
Next $100 billion | |
0.0135% |
Next $100 billion | |
0.0125% |
Next $100 billion | |
0.010% |
Over $400 billion |
* |
The fee will be paid monthly at 1/12 of the annualized effective fee rate based on the average assets under management of the Invesco Fund Complex Net Assets of the prior month not to exceed 0.0140% through June 30, 2019. |
** |
Invesco Fund Complex Net Assets means the aggregate monthly net assets of each mutual fund and closed-end fund in the Invesco Fund complex overseen by the Invesco Funds Board. |
In addition to the rate described above, Premier Portfolio, Premier Tax-Exempt Portfolio and Premier U.S. Government Money Portfolio shall also pay the Administrator 0.03% for the provision of the Money Market Fund Administrative Services.
*** |
Notwithstanding the foregoing, Administrator, will not charge Premier Portfolio, Premier Tax-Exempt Portfolio or Premier U.S. Government Money Portfolio any fees under this Agreement. However, this commitment may be changed following consultation with the Trustees. |
2. All other terms and provisions of the Agreement not amended herein shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed by their respective officers on the date first written above.
INVESCO ADVISERS, INC. | ||||||||
Attest: | /s/ Peter Davidson | By: | /s/ Jeffrey H. Kupor | |||||
Assistant Secretary | Jeffrey H. Kupor | |||||||
Senior Vice President | ||||||||
(SEAL) | ||||||||
AIM TREASURERS SERIES TRUST | ||||||||
(INVESCO TREASURERS SERIES TRUST) | ||||||||
Attest: | /s/ Peter Davidson | By: | /s/ Jeffrey H. Kupor | |||||
Assistant Secretary | Jeffrey H. Kupor | |||||||
Senior Vice President | ||||||||
(SEAL) |
2
MEMORANDUM OF AGREEMENT
(Expense Limitations)
This Memorandum of Agreement is entered into as of the Effective Date on the attached exhibits (the Exhibits), between 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), Invesco Management Trust, Invesco Securities Trust and Short-Term Investments Trust (each a Trust or, collectively, the Trusts), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the Funds), and Invesco Advisers, Inc. (Invesco). Invesco shall and hereby agrees to waive fees or reimburse expenses of each Fund, on behalf of its respective classes as applicable, severally and not jointly, as indicated in the attached Exhibits.
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows:
For the Contractual Limits (listed in Exhibits A D), Invesco agrees until at least the expiration date set forth on the attached Exhibits A D (the Expiration Date) that Invesco will waive its fees or reimburse expenses to the extent that expenses of a class of a Fund (excluding (i) interest; (ii) taxes; (iii) dividend expense on short sales; (iv) extraordinary or non-routine items, including litigation expenses; and (v) expenses that each Fund has incurred but did not actually pay because of an expense offset arrangement, if applicable) exceed the rate, on an annualized basis, set forth on the Exhibits of the average daily net assets allocable to such class. Acquired fund fees and expenses are not fees or expenses incurred by a fund directly but are expenses of the investment companies in which a fund invests. These fees and expenses are incurred indirectly through the valuation of a funds investment in these investment companies. Acquired fund fees and expenses are required to be disclosed and included in the total annual fund operating expenses in the prospectus fee table. As a result, the net total annual fund operating expenses shown in the prospectus fee table may exceed the expense limits reflected in Exhibits A - D. Neither a Trust nor Invesco may remove or amend the Contractual Limits to a Trusts detriment prior to the Expiration Date without requesting and receiving the approval of the Board of Trustees of the applicable Funds Trust to remove or amend such Contractual Limits. Invesco will not have any right to reimbursement of any amount so waived or reimbursed.
For the Contractual Limits, Invesco agrees to review the then-current expense limitations for each class of each Fund listed on the Exhibits on a date prior to the Expiration Date to determine whether such limitations should be amended, continued or terminated. The expense limitations will expire upon the Expiration Date unless Invesco has agreed to continue them. The Exhibits will be amended to reflect any such agreement.
For the Voluntary Limits (listed in Exhibits A D), Invesco agrees that these are not contractual in nature and that Invesco may establish, amend and/or terminate such expense limitations at any time in its sole discretion. Any delay or failure by Invesco to update this Memorandum of Agreement with regards to the terminations, extensions, or expirations of the Voluntary Limits shall have no effect on the term of such Voluntary Limitations; the Voluntary Limitations are listed herein for informational purposes only.
It is expressly agreed that the obligations of each Trust hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of each Fund, as provided in each Trusts Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of the Trusts, and this Memorandum of Agreement has been executed and delivered by an authorized officer of the Trusts acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trusts Agreement and Declaration of Trust.
IN WITNESS WHEREOF, each of the Trusts and Invesco have entered into this Memorandum of Agreement as of the Effective Dates on the attached Exhibits.
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)
INVESCO MANAGEMENT TRUST
INVESCO SECURITIES TRUST
SHORT-TERM INVESTMENTS TRUST
on behalf of the Funds listed in the Exhibits
to this Memorandum of Agreement
By: |
/s/ Jeffrey H. Kupor |
|||
Title: | Senior Vice President | |||
INVESCO ADVISERS, INC. | ||||
By: |
/s/ Jeffrey H. Kupor |
|||
Title: | Senior Vice President |
2
EXHIBIT A RETAIL FUNDS1
AIM Counselor Series Trust (Invesco Counselor Series Trust)
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||||||||||
Invesco American Franchise Fund |
||||||||||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.75% | July 1, 2013 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 2.25% | July 1, 2013 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||||||||||
Invesco California Tax-Free Income Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Invesco Core Plus Bond Fund |
||||||||||||||||
Class A Shares |
Contractual | 0.75% | December 16, 2016 | December 31, 2020 | ||||||||||||
Class C Shares |
Contractual | 1.50% | December 16, 2016 | December 31, 2020 | ||||||||||||
Class R Shares |
Contractual | 1.00% | December 16, 2016 | December 31, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 0.50% | December 16, 2016 | December 31, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 0.50% | December 16, 2016 | December 31, 2020 | ||||||||||||
Class Y Shares |
Contractual | 0.50% | December 16, 2016 | December 31, 2020 | ||||||||||||
Invesco Equally-Weighted S&P 500 Fund |
||||||||||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Invesco Equity and Income Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.25% | September 24, 2012 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Invesco Floating Rate Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.50% | April 14, 2006 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.00% | April 14, 2006 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 1.75% | April 14, 2006 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.25% | April 14, 2006 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.25% | September 24, 2012 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.25% | October 3, 2008 | June 30, 2020 | ||||||||||||
Invesco Global Real Estate Income Fund |
||||||||||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||||||||||
Invesco Growth and Income Fund |
||||||||||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
3
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||||||||||
Invesco Low Volatility Equity Yield Fund |
||||||||||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||||||||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||||||||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||||||||||
Invesco Oppenheimer Capital Appreciation Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 1.80% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R Shares |
Contractual | 1.30% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.68% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.63% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||||||||||
Invesco Oppenheimer Discovery Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.08% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 1.84% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R Shares |
Contractual | 1.33% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.73% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.68% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 0.84% | May 28, 2019 | May 31, 2021 | ||||||||||||
Invesco Oppenheimer Equity Income Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 1.80% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R Shares |
Contractual | 1.30% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.66% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.61% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||||||||||
Invesco Oppenheimer Master Loan Fund |
||||||||||||||||
Class R6 |
Contractual | 0.38% | May 28, 2019 | May 31, 2021 | ||||||||||||
Invesco Oppenheimer Real Estate Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.34% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 2.09% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R Shares |
Contractual | 1.59% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.97% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 1.09% | May 28, 2019 | May 31, 2021 | ||||||||||||
Invesco Oppenheimer Rochester® Short Duration High Yield Municipal Fund |
||||||||||||||||
Class A Shares |
Contractual | 0.81% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 1.56% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.51% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.46% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 0.56% | May 28, 2019 | May 31, 2021 | ||||||||||||
May 31, 2021 | ||||||||||||||||
Invesco Oppenheimer Senior Floating Rate Fund |
||||||||||||||||
Class A Shares |
Contractual | 1.00% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class C Shares |
Contractual | 1.75% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R5 Shares |
Contractual | 0.69% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class R6 Shares |
Contractual | 0.64% | May 28, 2019 | May 31, 2021 | ||||||||||||
Class Y Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
4
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Senior Floating Rate Plus Fund |
||||||||
Class A Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.00% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.88% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.83% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Short Term Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.79% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.54% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.44% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.54% | May 28, 2019 | May 31, 2021 | ||||
Invesco Pennsylvania Tax Free Income Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco S&P 500 Index Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Invesco Short Duration High Yield Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.79% | September 30, 2015 | December 31, 2020 | ||||
Class C Shares |
Contractual | 1.54% | September 30, 2015 | December 31, 2020 | ||||
Class R5 Shares |
Contractual | 0.54% | September 30, 2015 | December 31, 2020 | ||||
Class R6 Shares |
Contractual | 0.54% | April 4, 2017 | December 31, 2020 | ||||
Class Y Shares |
Contractual | 0.54% | September 30, 2015 | December 31, 2020 | ||||
Invesco Small Cap Discovery Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
AIM Equity Funds (Invesco Equity Funds) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Charter Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class S Shares |
Contractual | 1.90% | September 25, 2009 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
5
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Diversified Dividend Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2013 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2013 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Invesco Oppenheimer Dividend Opportunity Fund |
||||||||
Class A Shares |
Contractual | 1.14% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.88% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.37% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.76% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.71% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.88% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Main Street All Cap Fund® |
||||||||
Class A Shares |
Contractual | 1.16% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.90% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.41% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.86% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.81% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.91% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Main Street Fund® |
||||||||
Class A Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.68% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.18% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.55% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.50% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.67% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rising Dividends Fund |
||||||||
Class A Shares |
Contractual | 1.08% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.83% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.33% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.69% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.64% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.83% | May 28, 2019 | May 31, 2021 | ||||
Invesco Summit Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class P Shares |
Contractual | 1.85% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class S Shares |
Contractual | 1.90% | September 25, 2009 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
AIM Funds Group (Invesco Funds Group) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco European Small Company Fund |
||||||||
Class A Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
6
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Global Core Equity Fund |
||||||||
Class A Shares |
Contractual | 1.22% | January 1, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.97% | January 1, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.47% | January 1, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.97% | January 1, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.97% | April 4, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.97% | January 1, 2017 | April 30, 2021 | ||||
Invesco International Small Company Fund |
||||||||
Class A Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Invesco Small Cap Equity Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
AIM Growth Series (Invesco Growth Series) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Balanced-Risk Retirement 2020 Fund |
||||||||
Class A Shares |
Contractual | 0.25% | November 4, 2009 | April 30, 2021 | ||||
Class AX Shares |
Contractual | 0.25% | February 12, 2010 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | November 4, 2009 | April 30, 2021 | ||||
Class CX Shares |
Contractual | 1.00% | February 12, 2010 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | November 4, 2009 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | September 24, 2012 | April 30, 2021 | ||||
Class RX Shares |
Contractual | 0.50% | February 12, 2010 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Invesco Balanced-Risk Retirement 2030 Fund |
||||||||
Class A Shares |
Contractual | 0.25% | November 4, 2009 | April 30, 2021 | ||||
Class AX Shares |
Contractual | 0.25% | February 12, 2010 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | November 4, 2009 | April 30, 2021 | ||||
Class CX Shares |
Contractual | 1.00% | February 12, 2010 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | November 4, 2009 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | September 24, 2012 | April 30, 2021 | ||||
Class RX Shares |
Contractual | 0.50% | February 12, 2010 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Invesco Balanced-Risk Retirement 2040 Fund |
||||||||
Class A Shares |
Contractual | 0.25% | November 4, 2009 | April 30, 2021 | ||||
Class AX Shares |
Contractual | 0.25% | February 12, 2010 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | November 4, 2009 | April 30, 2021 | ||||
Class CX Shares |
Contractual | 1.00% | February 12, 2010 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | November 4, 2009 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | September 24, 2012 | April 30, 2021 | ||||
Class RX Shares |
Contractual | 0.50% | February 12, 2010 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 |
See page 25 for footnotes to Exhibit A.
7
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Balanced-Risk Retirement 2050 Fund |
||||||||
Class A Shares |
Contractual | 0.25% | November 4, 2009 | April 30, 2021 | ||||
Class AX Shares |
Contractual | 0.25% | February 12, 2010 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | November 4, 2009 | April 30, 2021 | ||||
Class CX Shares |
Contractual | 1.00% | February 12, 2010 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | November 4, 2009 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | September 24, 2012 | April 30, 2021 | ||||
Class RX Shares |
Contractual | 0.50% | February 12, 2010 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Invesco Balanced-Risk Retirement Now Fund |
||||||||
Class A Shares |
Contractual | 0.25% | November 4, 2009 | April 30, 2021 | ||||
Class AX Shares |
Contractual | 0.25% | February 12, 2010 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | November 4, 2009 | April 30, 2021 | ||||
Class CX Shares |
Contractual | 1.00% | February 12, 2010 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | November 4, 2009 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | September 24, 2012 | April 30, 2021 | ||||
Class RX Shares |
Contractual | 0.50% | February 12, 2010 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | November 4, 2009 | April 30, 2021 | ||||
Invesco Conservative Allocation Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class S Shares |
Contractual | 1.40% | July 1, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Convertible Securities Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Global Low Volatility Equity Yield Fund |
||||||||
Class A Shares |
Contractual | 2.00% | May 1, 2016 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | May 1, 2016 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | May 1, 2016 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | May 1, 2016 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | May 1, 2016 | June 30, 2020 | ||||
Invesco Growth Allocation Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class S Shares |
Contractual | 1.90% | July 1, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Invesco Income Allocation Fund |
||||||||
Class A Shares |
Contractual | 0.25% | May 1, 2012 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.00% | May 1, 2012 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.50% | May 1, 2012 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.00% | May 1, 2012 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.00% | April 4, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.00% | May 1, 2012 | April 30, 2021 |
See page 25 for footnotes to Exhibit A.
8
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco International Allocation Fund |
||||||||
Class A Shares |
Contractual | 2.25% | May 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | May 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.50% | May 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 2.00% | May 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | May 1, 2012 | June 30, 2020 | ||||
Invesco Mid Cap Core Equity Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Invesco Moderate Allocation Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class S Shares |
Contractual | 1.40% | July 1, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Oppenheimer International Diversified Fund |
||||||||
Class A Shares |
Contractual | 1.29% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.04% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.54% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.93% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.88% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.99% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Main Street Mid Cap Fund® |
||||||||
Class A Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.84% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.34% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.72% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.67% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.84% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Main Street Small Cap Fund® |
||||||||
Class A Shares |
Contractual | 1.20% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.94% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.45% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.82% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.77% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.90% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Master Event-Linked Bond Fund |
||||||||
Class R6 Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Mid Cap Value Fund |
||||||||
Class A Shares |
Contractual | 1.16% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.90% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.40% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.91% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
9
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Portfolio Series:
|
||||||||
Class A Shares |
Contractual | 0.57% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.32% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 0.82% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.26% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.21% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.31% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Portfolio Series: Conservative Investor Fund |
||||||||
Class A Shares |
Contractual | 0.50% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.20% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.15% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.25% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Portfolio Series:
|
||||||||
Class A Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.20% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 0.70% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.15% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.10% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.20% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Portfolio Series:
|
||||||||
Class A Shares |
Contractual | 0.47% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.23% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 0.72% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.17% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.12% | May 28, 2019 | May 31, 2021 | ||||
Class S Shares |
Contracutal | 0.37% | December 9, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.22% | May 28, 2019 | May 31, 2021 | ||||
Invesco Peak Retirement 2015 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2020 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2025 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 |
See page 25 for footnotes to Exhibit A.
10
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Peak Retirement 2030 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2035 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2040 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2045 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2050 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2055 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2060 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement 2065 Fund |
||||||||
Class A Shares |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Invesco Peak Retirement Now Fund |
Contractual | 0.81% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class A Shares |
Contractual | 1.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class C Shares |
Contractual | 1.06% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R5 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 | ||||
Class Y Shares |
Contractual | 0.56% less net AFFE* | December 18, 2017 | April 30, 2021 |
See page 25 for footnotes to Exhibit A.
11
See page 25 for footnotes to Exhibit A.
12
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Global Responsibility Equity Fund |
||||||||
Class A Shares |
Contractual | 0.85% | June 30, 2016 | February 28, 2021 | ||||
Class C Shares |
Contractual | 1.60% | June 30, 2016 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.10% | June 30, 2016 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 0.60% | June 30, 2016 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 0.60% | June 30, 2016 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 0.60% | June 30, 2016 | February 28, 2021 | ||||
Invesco International Select Equity Fund |
||||||||
Class A Shares |
Contractual | 1.12% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 1.87% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.37% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Invesco International Core Equity Fund |
||||||||
Class A Shares |
Contractual | 1.12% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 1.87% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.37% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 0.87% | January 1, 2017 | February 28, 2021 | ||||
Investor Class Shares |
Contractual | 1.12% | January 1, 2017 | February 28, 2021 | ||||
Invesco International Growth Fund |
||||||||
Class A Shares |
Contractual | 2.25% | July 1, 2013 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | July 1, 2013 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.50% | July 1, 2013 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Invesco Oppenheimer Global Focus Fund |
||||||||
Class A Shares |
Contractual | 1.27% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.01% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.52% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.90% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.02% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Global Fund |
||||||||
Class A Shares |
Contractual | 1.15% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.89% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.39% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.70% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.89% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Global Multi-Asset Growth Fund2 |
||||||||
Class A Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.85% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.90% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.95% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
13
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Global Opportunities Fund |
||||||||
Class A Shares |
Contractual | 1.17% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.92% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.42% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.78% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.73% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer International Equity Fund |
||||||||
Class A Shares |
Contractual | 1.23% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.98% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.48% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer International Growth Fund |
||||||||
Class A Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.85% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.74% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.69% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer International Small-Mid Company Fund |
||||||||
Class A Shares |
Contractual | 1.38% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.13% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.63% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.01% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.96% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.14% | May 28, 2019 | May 31, 2021 | ||||
Invesco Select Opportunities Fund |
||||||||
Class A Shares |
Contractual | 1.02% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 1.77% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.27% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 0.77% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 0.77% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 0.77% | January 1, 2017 | February 28, 2021 | ||||
AIM Investment Funds (Invesco Investment Funds) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco All Cap Market Neutral Fund |
||||||||
Class A Shares |
Contractual | 1.50% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.25% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.75% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Invesco Balanced-Risk Allocation Fund3 |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
14
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Balanced-Risk Commodity Strategy Fund4 |
||||||||
Class A Shares |
Contractual | 1.40% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.15% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.65% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.15% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.15% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.15% less net AFFE* | September 20, 2018 | February 28, 2021 | ||||
Invesco Developing Markets Fund |
||||||||
Class A Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Invesco Emerging Markets Select Equity Fund |
||||||||
Class A Shares |
Contractual | 1.33% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.08% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.58% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Invesco Endeavor Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Invesco Health Care Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Invesco Global Infrastructure Fund |
||||||||
Class A Shares |
Contractual | 1.28% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.03% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.53% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.03% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.03% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.03% | January 1, 2017 | February 28, 2021 | ||||
Invesco Global Market Neutral Fund |
||||||||
Class A Shares |
Contractual | 1.50% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.25% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.75% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.25% | January 1, 2017 | February 28, 2021 | ||||
Invesco Global Targeted Returns Fund5 |
||||||||
Class A Shares |
Contractual | 1.44% less net AFFE* | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.19% less net AFFE* | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.69% less net AFFE* | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.19% less net AFFE* | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.19% less net AFFE* | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.19% less net AFFE* | January 1, 2017 | February 28, 2021 |
See page 25 for footnotes to Exhibit A.
15
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Greater China Fund |
||||||||
Class A Shares |
Contractual | 2.25% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 3.00% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 2.00% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Invesco Long/Short Equity Fund |
||||||||
Class A Shares |
Contractual | 1.59% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.34% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.84% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.34% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.34% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.34% | January 1, 2017 | February 28, 2021 | ||||
Invesco Low Volatility Emerging Markets Fund |
||||||||
Class A Shares |
Contractual | 1.33% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.08% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.58% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.08% | January 1, 2017 | February 28, 2021 | ||||
Invesco Macro Allocation Strategy Fund6 |
||||||||
Class A Shares |
Contractual | 1.44% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 2.19% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.69% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 1.19% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 1.19% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 1.19% | January 1, 2017 | February 28, 2021 | ||||
Invesco Multi-Asset Income Fund7 |
||||||||
Class A Shares |
Contractual | 0.85% | January 1, 2017 | February 28, 2021 | ||||
Class C Shares |
Contractual | 1.60% | January 1, 2017 | February 28, 2021 | ||||
Class R Shares |
Contractual | 1.10% | January 1, 2017 | February 28, 2021 | ||||
Class R5 Shares |
Contractual | 0.60% | January 1, 2017 | February 28, 2021 | ||||
Class R6 Shares |
Contractual | 0.60% | January 1, 2017 | February 28, 2021 | ||||
Class Y Shares |
Contractual | 0.60% | January 1, 2017 | February 28, 2021 | ||||
Invesco Oppenheimer Capital Income Fund8 |
||||||||
Class A Shares |
Contractual | 1.06% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.80% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.31% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.68% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.63% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Developing Markets Fund |
||||||||
Class A Shares |
Contractual | 1.29% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.05% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.55% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.87% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
16
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Discovery Mid Cap Growth Fund |
||||||||
Class A Shares |
Contractual | 1.12% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.86% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.37% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.76% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.71% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.87% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Emerging Markets Innovators Fund |
||||||||
Class A Shares |
Contractual | 1.70% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.46% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.98% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.30% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.45% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Emerging Markets Local Debt Fund |
||||||||
Class A Shares |
Contractual | 1.15% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.00% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.50% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.90% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.95% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Fundamental Alternatives Fund9 |
||||||||
Class A Shares |
Contractual | 1.33% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.10% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.59% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.96% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.91% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.09% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Global Allocation Fund10 |
||||||||
Class A Shares |
Contractual | 1.31% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.06% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.56% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.94% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.89% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.06% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Global Multi-Asset Income Fund |
||||||||
Class A Shares |
Contractual | 0.95% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.75% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.25% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.75% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.70% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.75% less net AFFE* | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Global Strategic Income Fund11 |
||||||||
Class A Shares |
Contractual | 1.04% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.79% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.29% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.70% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.65% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.79% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
17
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer International Bond Fund12 |
||||||||
Class A Shares |
Contractual | 1.01% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.76% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.26% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.67% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.62% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.76% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Macquarie Global Infrastructure Fund |
||||||||
Class A Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.15% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.65% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 1.00% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer SteelPath MLP Alpha Fund |
||||||||
Class A Shares |
Contractual | 1.50% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.25% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.75% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.24% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 1.19% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer SteelPath MLP Alpha Plus Fund |
||||||||
Class A Shares |
Contractual | 1.83% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.60% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 2.08% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.51% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 1.46% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.61% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer SteelPath MLP Income Fund |
||||||||
Class A Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.10% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.60% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 1.08% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 1.03% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer SteelPath MLP Select 40 Fund |
||||||||
Class A Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.85% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.35% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.84% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.79% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Total Return Bond Fund |
||||||||
Class A Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.56% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.40% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
18
See page 25 for footnotes to Exhibit A.
19
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Global High Yield Fund13 |
||||||||
Class A Shares |
Contractual | 1.15% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.85% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.40% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.85% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Government Cash Reserves Fund |
||||||||
Class A Shares |
Contractual | 0.89% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.44% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.19% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.54% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.64% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Government Money Market Fund |
||||||||
Class C Shares |
Contractual | 1.58% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.08% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.48% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.58% | May 28, 2019 | May 31, 2021 | ||||
Invesco Cash Reserve Shares |
Contractual | 0.73% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Intermediate Income Fund |
||||||||
Class A Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.65% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.15% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.46% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.41% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Limited-Term Bond Fund |
||||||||
Class A Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.59% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.09% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.44% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.39% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Limited-Term Government Fund |
||||||||
Class A Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.60% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.10% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.53% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.48% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.50% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Master Inflation Protected Securities Fund |
||||||||
Class R6 |
Contractual | 0.47% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
20
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Ultra-Short Duration Fund |
||||||||
Class A Shares |
Contractual | 0.30% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.25% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.25% | May 28, 2019 | May 31, 2021 | ||||
Invesco Short Duration Inflation Protected Fund |
||||||||
Class A Shares |
Contractual | 0.55% | December 31, 2015 | June 30, 2020 | ||||
Class A2 Shares |
Contractual | 0.45% | December 31, 2015 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 0.30% | December 31, 2015 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 0.30% | December 31, 2015 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 0.30% | December 31, 2015 | June 30, 2020 | ||||
Invesco Real Estate Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Invesco Short Term Bond Fund |
||||||||
Class A Shares |
Contractual | 1.40% | July 1, 2013 | June 30, 2020 | ||||
Class C Shares |
Contractual | 1.75%14 | July 1, 2013 | June 30, 2020 | ||||
Class R Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2013 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | July 1, 2013 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2013 | June 30, 2020 | ||||
AIM Sector Funds (Invesco Sector Funds) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco American Value Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2013 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2013 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2013 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2013 | June 30, 2020 | ||||
Invesco Comstock Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 24, 2012 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Invesco Energy Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
21
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Dividend Income Fund |
||||||||
Class A Shares |
Contractual | 2.00% | September 1, 2016 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | September 1, 2016 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | December 10, 2019 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | September 1, 2016 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | September 1, 2016 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | September 1, 2016 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | September 1, 2016 | June 30, 2020 | ||||
Invesco Gold & Precious Metals Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2009 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2009 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2009 | June 30, 2020 | ||||
Invesco Mid Cap Growth Fund |
||||||||
Class A Shares |
Contractual | 2.00% | August 1, 2015 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | August 1, 2015 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | August 1, 2015 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | August 1, 2015 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | August 1, 2015 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | August 1, 2015 | June 30, 2020 | ||||
Invesco Oppenheimer Gold & Special Minerals Fund15 |
||||||||
Class A Shares |
Contractual | 1.17% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.92% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.42% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Small Cap Value Fund |
||||||||
Class A Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 2.00% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.50% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.98% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.93% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 1.00% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Value Fund |
||||||||
Class A Shares |
Contractual | 0.93% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.68% | May 28, 2019 | May 31, 2021 | ||||
Class R Shares |
Contractual | 1.18% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.57% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.52% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.68% | May 28, 2019 | May 31, 2021 | ||||
Invesco Small Cap Value Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | December 10, 2019 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | February 7, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Invesco Technology Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Investor Class Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 |
See page 25 for footnotes to Exhibit A.
22
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Technology Sector Fund |
||||||||
Class A Shares |
Contractual | 2.00% | February 12, 2010 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | February 12, 2010 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | February 12, 2010 | June 30, 2020 | ||||
Invesco Value Opportunities Fund |
||||||||
Class A Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.75% | July 1, 2012 | June 30, 2020 | ||||
Class R Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.75% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
AIM Tax-Exempt Funds (Invesco Tax-Exempt Funds) | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco High Yield Municipal Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Intermediate Term Municipal Income Fund |
||||||||
Class A Shares |
Contractual | 0.84% | July 1, 2016 | June 30, 2020 | ||||
Class C Shares |
Contractual | 1.59% | July 1, 2016 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 0.59% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 0.59% | July 1, 2016 | June 30, 2020 | ||||
Invesco Limited Term Municipal Income Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class A2 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | June 30, 2013 | June 30, 2020 | ||||
Class R5 Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Municipal Income Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2013 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2013 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2013 | June 30, 2020 | ||||
Investor Class |
Contractual | 1.50% | July 15, 2013 | June 30, 2020 | ||||
Invesco New York Tax Free Income Fund |
||||||||
Class A Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Class C Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Class R6 Shares |
Contractual | 1.25% | April 4, 2017 | June 30, 2020 | ||||
Class Y Shares |
Contractual | 1.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco Oppenheimer Intermediate Term Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.95% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.73% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.73% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.63% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
23
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.70% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.45% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.35% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® AMT-Free Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.84% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.59% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.59% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.49% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® AMT-Free New York Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.83% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.59% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.59% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.49% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® California Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.96% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.71% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.70% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.60% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® High Yield Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.82% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.47% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.57% | May 28, 2019 | May 31, 2021 | ||||
Class R5 Shares |
Contractual | 0.52% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.47% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® Limited Term California Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.81% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.57% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.57% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.47% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® Limited Term New York Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.82% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.57% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.57% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.47% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® Municipals Fund |
||||||||
Class A Shares |
Contractual | 0.86% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.62% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.62% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.52% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer Rochester® New Jersey Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.97% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.62% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.73% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.63% | May 28, 2019 | May 31, 2021 |
See page 25 for footnotes to Exhibit A.
24
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer Rochester® Pennsylvania Municipal Fund |
||||||||
Class A Shares |
Contractual | 0.98% | May 28, 2019 | May 31, 2021 | ||||
Class C Shares |
Contractual | 1.62% | May 28, 2019 | May 31, 2021 | ||||
Class Y Shares |
Contractual | 0.72% | May 28, 2019 | May 31, 2021 | ||||
Class R6 Shares |
Contractual | 0.62% | May 28, 2019 | May 31, 2021 | ||||
Invesco Management Trust | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
IMT |
||||||||
Invesco Conservative Income Fund |
||||||||
Class A Shares |
Contractual | 0.40% | April 2, 2018 | April 30, 2021 | ||||
Class R6 Shares |
Contractual | 0.30% | December 10, 2019 | April 30, 2021 | ||||
Class Y shares |
Contractual | 0.30% | December 10, 2019 | April 30, 2021 | ||||
Institutional Class |
Contractual | 0.30% | January 1, 2018 | April 30, 2021 | ||||
Invesco Securities Trust | ||||||||
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
IST |
||||||||
Invesco Balanced-Risk Aggressive Allocation Fund |
Contractual | 1.11% less net AFFE* | March 1, 2019 | February 28, 2021 |
* |
Acquired Fund Fees and Expenses (AFFE) will be calculated as of the Funds fiscal year end according to Instruction 3(f) of Item 3 of Form N-1A. Net AFFE will be calculated by subtracting any waivers by Invesco associated with investments in affiliated funds, such as investments in affiliated money market funds, from the AFFE calculated in accordance with the preceding sentence. For clarity, the NET AFFE calculated as of the Funds fiscal year end will be used throughout the waiver period in establishing the Funds waiver amount, regardless of whether actual AFFE is more or less during the waiver period. |
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 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Global Multi-Asset Growth Fund (Cayman) Ltd. |
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. |
5 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund VII, Ltd. |
6 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund V, Ltd. |
7 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Multi-Asset Income Fund Cayman Ltd. |
8 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Capital Income Fund (Cayman) Ltd. |
9 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Fundamental Alternatives Fund (Cayman) Ltd. |
10 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Global Allocation Fund (Cayman) Ltd. |
11 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Global Strategic Income Fund (Cayman) Ltd. |
12 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer International Bond Fund (Cayman) Ltd. |
13 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Global High Yield Fund (Cayman) Ltd. |
14 |
The expense limit shown is the expense limit after Rule 12b-1 fee waivers by Invesco Distributors, Inc. |
15 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer Gold & Special Minerals Fund (Cayman) Ltd. |
25
EXHIBIT B INSTITUTIONAL MONEY MARKET FUNDS1,2
Short-Term Investments Trust
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Government & Agency Portfolio |
||||||||
Cash Management Class |
Contractual | 0.26% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.21% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.18% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.73% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.48% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.05% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.34% | June 1, 2016 | December 31, 2020 | ||||
Invesco Liquid Assets Portfolio |
||||||||
Cash Management Class |
Contractual | 0.26% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.21% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.18% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.73% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.48% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.05% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.38% | June 1, 2016 | December 31, 2020 | ||||
Invesco STIC Prime Portfolio |
||||||||
Cash Management Class |
Contractual | 0.26% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.21% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.18% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.73% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.48% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.05% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.34% | June 1, 2016 | December 31, 2020 | ||||
Invesco Tax-Free Cash Reserve Portfolio2 |
||||||||
Cash Management Class |
Contractual | 0.28% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.23% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.20% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.75% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.45% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.07% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.36% | June 1, 2016 | December 31, 2020 | ||||
Invesco Treasury Obligations Portfolio |
||||||||
Cash Management Class |
Contractual | 0.26% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.21% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.18% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.73% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.43% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.05% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.34% | June 1, 2016 | December 31, 2020 | ||||
Invesco Treasury Portfolio |
||||||||
Cash Management Class |
Contractual | 0.26% | June 1, 2016 | December 31, 2020 | ||||
Corporate Class |
Contractual | 0.21% | June 1, 2016 | December 31, 2020 | ||||
Institutional Class |
Contractual | 0.18% | June 1, 2016 | December 31, 2020 | ||||
Personal Investment Class |
Contractual | 0.73% | June 1, 2016 | December 31, 2020 | ||||
Private Investment Class |
Contractual | 0.48% | June 1, 2016 | December 31, 2020 | ||||
Reserve Class |
Contractual | 1.05% | June 1, 2016 | December 31, 2020 | ||||
Resource Class |
Contractual | 0.34% | June 1, 2016 | December 31, 2020 |
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 limitation also excludes Trustees fees and federal registration expenses. |
26
EXHIBIT C VARIABLE INSURANCE FUNDS
AIM Variable Insurance Funds (Invesco Variable Insurance Funds)
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco Oppenheimer V.I. Capital Appreciation Fund |
||||||||
Series I Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Conservative Balanced Fund |
||||||||
Series I Shares |
Contractual | 0.67% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 0.92% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Discovery Mid Cap Growth Fund |
||||||||
Series I Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Global Fund |
||||||||
Series I Shares |
Contractual | 0.77% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.02% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Global Strategic Income Fund1 |
||||||||
Series I Shares |
Contractual | 0.84% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.09% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Government Money Fund |
||||||||
Series I Shares |
Contractual | 0.50% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. International Growth Fund |
||||||||
Series I Shares |
Contractual | 1.00% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.25% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Main Street Fund® |
||||||||
Series I Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Main Street Small Cap Fund® |
||||||||
Series I Shares |
Contractual | 0.80% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.05% | May 28, 2019 | May 31, 2021 | ||||
Invesco Oppenheimer V.I. Total Return Bond Fund |
||||||||
Series I Shares |
Contractual | 0.75% | May 28, 2019 | May 31, 2021 | ||||
Series II Shares |
Contractual | 1.00% | May 28, 2019 | May 31, 2021 | ||||
Invesco V.I. American Franchise Fund |
||||||||
Series I Shares |
Contractual | 2.00% | July 1, 2014 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | July 1, 2014 | June 30, 2020 | ||||
Invesco V.I. American Value Fund |
||||||||
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Balanced-Risk Allocation Fund2 |
||||||||
Series I Shares |
Contractual | 0.80% less net AFFE* | May 1, 2014 | April 30, 2021 | ||||
Series II Shares |
Contractual | 1.05% less net AFFE* | May 1, 2014 | April 30, 2021 |
1 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Oppenheimer V.I. Global Strategic Income Fund (Cayman) Ltd. |
2 |
Includes waived fees or reimbursed expenses that Invesco receives from Invesco Cayman Commodity Fund IV, Ltd. |
See page 29 for footnotes to Exhibit C.
27
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco V.I. Comstock Fund |
||||||||
Series I Shares |
Contractual | 0.78% | May 1, 2013 | April 30, 2021 | ||||
Series II Shares |
Contractual | 1.03% | May 1, 2013 | April 30, 2021 | ||||
Invesco V.I. Core Equity Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1, 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Core Plus Bond Fund |
||||||||
Series I Shares |
Contractual | 0.61% | April 30, 2015 | April 30, 2021 | ||||
Series II Shares |
Contractual | 0.86% | April 30, 2015 | April 30, 2021 | ||||
Invesco V.I. Diversified Dividend Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1, 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Equally-Weighted S&P 500 Fund |
||||||||
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Equity and Income Fund |
||||||||
Series I Shares |
Contractual | 1.50% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 1.75% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Global Core Equity Fund |
||||||||
Series I Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.50% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Health Care Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Global Real Estate Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Government Money Market Fund |
||||||||
Series I Shares |
Contractual | 1.50% | May 1, 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 1.75% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Government Securities Fund |
||||||||
Series I Shares |
Contractual | 1.50% | May 1, 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 1.75% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Growth and Income Fund |
||||||||
Series I Shares |
Contractual | 0.78% | May 1. 2013 | April 30, 2021 | ||||
Series II Shares |
Contractual | 1.03% | May 1, 2013 | April 30, 2021 | ||||
Invesco V.I. High Yield Fund |
||||||||
Series I Shares |
Contractual | 1.50% | May 1, 2014 | June 30, 2020 | ||||
Series II Shares |
Contractual | 1.75% | May 1, 2014 | June 30, 2020 | ||||
Invesco V.I. International Growth Fund |
||||||||
Series I Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.50% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Managed Volatility Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1, 2015 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2015 | June 30, 2020 | ||||
Invesco V.I. Mid Cap Core Equity Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 |
28
Fund |
Contractual/
Voluntary |
Expense
Limitation |
Effective Date of
Current Limit |
Expiration
Date |
||||
Invesco V.I. Mid Cap Growth Fund |
||||||||
Series I Shares |
Contractual | 2.00% | July 1, 2014 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | July 1, 2014 | June 30, 2020 | ||||
Invesco V.I. S&P 500 Index Fund |
||||||||
Series I Shares |
Contractual | 2.00% | July 1, 2012 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | July 1, 2012 | June 30, 2020 | ||||
Invesco V.I. Small Cap Equity Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Technology Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 | ||||
Invesco V.I. Value Opportunities Fund |
||||||||
Series I Shares |
Contractual | 2.00% | May 1. 2013 | June 30, 2020 | ||||
Series II Shares |
Contractual | 2.25% | May 1, 2013 | June 30, 2020 |
* |
Acquired Fund Fees and Expenses (AFFE) will be calculated as of the Funds fiscal year end according to Instruction 3(f) of Item 3 of Form N-1A. Net AFFE will be calculated by subtracting any waivers by Invesco associated with investments in affiliated funds, such as investments in affiliated money market funds, from the AFFE calculated in accordance with the preceding sentence. For clarity, the NET AFFE calculated as of the Funds fiscal year end will be used throughout the waiver period in establishing the Funds waiver amount, regardless of whether actual AFFE is more or less during the waiver period. |
29
MEMORANDUM OF AGREEMENT
(Advisory Fee Waivers)
This Memorandum of Agreement is entered into as of the effective date on the attached Exhibit A and B (each an Exhibit or, collectively the Exhibits), between 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 Treasurers Series Trust (Invesco Treasurers Series Trust), AIM Variable Insurance Funds (Invesco Variable Insurance Funds), Invesco Advantage Municipal Income Trust II, Invesco Bond Fund, Invesco California Value Municipal Income Trust, Invesco Dynamic Credit Opportunities Fund, Invesco Exchange Fund, Invesco High Income 2023 Target Term Fund, Invesco High Income 2024 Target Term Fund, Invesco High Income Trust II, Invesco Management Trust, Invesco Municipal Income Opportunities Trust, Invesco Municipal Opportunity Trust, Invesco Municipal Trust, Invesco Pennsylvania Value Municipal Income Trust, Invesco Quality Municipal Income Trust, Invesco Securities Trust, Invesco Senior Income Trust, Invesco Trust for Investment Grade Municipals, Invesco Trust for Investment Grade New York Municipals and Invesco Value Municipal Income Trust (each a Trust or, collectively, the Trusts), on behalf of the funds listed on the Exhibits to this Memorandum of Agreement (the Funds), and Invesco Advisers, Inc. (Invesco). Invesco shall and hereby agrees to waive fees of the Funds, on behalf of their respective classes as applicable, severally and not jointly, as indicated in the Exhibits.
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, Invesco agrees that until at least the expiration date set forth on Exhibit A (the Expiration Date) and with respect to those Funds listed on the Exhibit, Invesco will waive its advisory fees at the rate set forth on the Exhibit.
For and in consideration of the mutual terms and agreements set forth herein and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Trusts and Invesco agree as follows:
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. |
For purposes of the paragraph above, the following terms shall have the following meanings:
(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 the Expiration Date without 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. |
Subject to the foregoing paragraphs, Invesco agrees to review the then-current waivers for each class of the Funds listed on the Exhibits on a date prior to the Expiration Date to determine whether such waivers should be amended, continued or terminated. The waivers will expire upon the Expiration Date unless Invesco has agreed to continue them. The Exhibits will be amended to reflect any such agreement.
It is expressly agreed that the obligations of the Trusts hereunder shall not be binding upon any of the Trustees, shareholders, nominees, officers, agents or employees of the Trusts personally, but shall only bind the assets and property of the Funds, as provided in each Trusts Agreement and Declaration of Trust. The execution and delivery of this Memorandum of Agreement have been authorized by the Trustees of each Trust, and this Memorandum of Agreement has been executed and delivered by an authorized officer of each Trust acting as such; neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them individually or to impose any liability on any of them personally, but shall bind only the assets and property of the Funds, as provided in each Trusts Agreement and Declaration of Trust.
IN WITNESS WHEREOF, each of the Trusts, on behalf of itself and its Funds listed in Exhibit A and B to this Memorandum of Agreement, and Invesco have entered into this Memorandum of Agreement as of the Effective Date on the attached Exhibits.
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 TREASURERS SERIES TRUST (INVESCO TREASURERS SERIES TRUST) |
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS) |
INVESCO ADVANTAGE MUNICIPAL INCOME TRUST II |
INVESCO BOND FUND |
INVESCO CALIFORNIA VALUE MUNICIPAL INCOME TRUST |
INVESCO DYNAMIC CREDIT OPPORTUNITIES FUND |
INVESCO EXCHANGE FUND |
INVESCO HIGH INCOME 2023 TARGET TERM FUND |
INVESCO HIGH INCOME 2024 TARGET TERM FUND |
INVESCO HIGH INCOME TRUST II |
INVESCO MANAGEMENT TRUST |
INVESCO MUNICIPAL INCOME OPPORTUNITIES TRUST |
INVESCO MUNICIPAL OPPORTUNITY TRUST |
INVESCO MUNICIPAL TRUST |
INVESCO PENNSYLVANIA VALUE MUNICIPAL INCOME TRUST |
INVESCO QUALITY MUNICIPAL INCOME TRUST |
INVESCO SECURITIES TRUST |
INVESCO SENIOR INCOME TRUST |
INVESCO TRUST FOR INVESTMENT GRADE MUNICIPALS |
INVESCO TRUST FOR INVESTMENT GRADE NEW YORK MUNICIPALS |
INVESCO VALUE MUNICIPAL INCOME TRUST |
on behalf of the Funds listed in the Exhibit
to this Memorandum of Agreement
By: |
/s/ Jeffrey H. Kupor |
|||||
Title: | Senior Vice President | |||||
INVESCO ADVISERS, INC. | ||||||
By: |
/s/ Jeffrey H. Kupor |
|||||
Title: | Senior Vice President |
Exhibit A to Advisory Fee MOA
AIM Growth Series (Invesco Growth Series) |
Waiver Description |
Effective Date |
Expiration
Date |
|||||||
Invesco Oppenheimer Portfolio Series: Active Allocation Fund |
Invesco will waive advisory fees in the amount of 0.04% of the Funds average daily net assets |
05/28/2019 | 05/31/2021 | |||||||
Invesco Oppenheimer Portfolio Series: Conservative Investor Fund |
Invesco will waive advisory fees in the amount of 0.10% of the Funds average daily net assets |
05/28/2019 | 05/31/2021 | |||||||
Invesco Oppenheimer Portfolio Series: Moderate Investor Fund |
Invesco will waive advisory fees in the amount of 0.07% of the Funds average daily net assets |
05/28/2019 | 05/31/2021 | |||||||
AIM Investment Funds (Invesco Investment Funds |
Waiver Description |
Effective Date |
Expiration
Date |
|||||||
Invesco Balanced-Risk Commodity Strategy Fund |
Invesco will waive advisory fees in an amount equal to the advisory fees earned on underlying affiliated investments |
02/24/15 | 06/30/2021 | |||||||
Invesco Global Targeted Returns Fund |
Invesco will waive advisory fees in an amount equal to the advisory fees earned on underlying affiliated investments |
12/17/2013 | 06/30/2021 | |||||||
AIM Investment Securities Funds (Invesco Investment Securities Funds |
Waiver Description |
Effective Date |
Expiration
Date |
|||||||
Invesco Oppenheimer Government Cash Reserves Fund |
Limit Management Fees to 0.40% for each class |
05/28/2019 | 05/31/2021 | |||||||
AIM Treasurers Series Trust (Invesco Treasurers Series Trust) |
Waiver Description |
Effective Date |
Expiration
Date |
|||||||
Invesco Premier Portfolio |
Invesco will waive advisory fees in the amount of 0.07% of the Funds average daily net assets |
2/1/2011 | 12/31/2020 | |||||||
Invesco Premier U.S. Government Money Portfolio |
Invesco will waive advisory fees in the amount of 0.07% of the Funds average daily net assets |
2/1/2011 | 12/31/2020 | |||||||
Invesco Premier Tax-Exempt Portfolio |
Invesco will waive advisory fees in the amount of 0.05% of the Funds average daily net assets |
06/01/2016 | 12/31/2020 |
EXHIBIT B
AIM COUNSELOR SERIES TRUST (INVESCO COUNSELOR SERIES TRUST)
PORTFOLIO |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco American Franchise Fund | February 12, 2010 | June 30, 2021 | ||
Invesco California Tax-Free Income Fund | February 12, 2010 | June 30, 2021 | ||
Invesco Core Plus Bond Fund | June 2, 2009 | June 30, 2021 | ||
Invesco Equally-Weighted S&P 500 Fund | February 12, 2010 | June 30, 2021 | ||
Invesco Equity and Income Fund | February 12, 2010 | June 30, 2021 | ||
Invesco Floating Rate Fund | July 1, 2007 | June 30, 2021 | ||
Invesco Global Real Estate Income Fund | July 1, 2007 | June 30, 2021 | ||
Invesco Growth and Income Fund | February 12, 2010 | June 30, 2021 | ||
Invesco Low Volatility Equity Yield Fund | July 1, 2007 | June 30, 2021 | ||
Invesco Oppenheimer Capital Appreciation Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Discovery Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Equity Income Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Master Loan Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Real Estate Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® Short Duration High Yield Municipal Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Senior Floating Rate Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Senior Floating Rate Plus Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Short Term Municipal Fund | May 28, 2019 | June 30, 2021 | ||
Invesco Pennsylvania Tax Free Income Fund | February 12, 2010 | June 30, 2021 | ||
Invesco S&P 500 Index Fund | February 12, 2010 | June 30, 2021 | ||
Invesco Short Duration High Yield Municipal Fund | September 30, 2015 | June 30, 2021 | ||
Invesco Small Cap Discovery Fund | February 12, 2010 | June 30, 2021 |
AIM EQUITY FUNDS (INVESCO EQUITY FUNDS)
PORTFOLIO |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Charter Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Diversified Dividend Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Oppenheimer Dividend Opportunity Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Main Street All Cap Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Main Street Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rising Dividends Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Summit Fund |
July 1, 2007 | June 30, 2021 |
AIM FUNDS GROUP (INVESCO FUNDS GROUP)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco European Small Company Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Global Core Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco International Small Company Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Small Cap Equity Fund |
July 1, 2007 | June 30, 2021 |
AIM GROWTH SERIES (INVESCO GROWTH SERIES)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Convertible Securities Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Global Low Volatility Equity Yield Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Mid Cap Core Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Oppenheimer Main Street Mid Cap Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Main Street Small Cap Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Master Event-Linked Bond Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Mid Cap Value Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Portfolio Series: Active Allocation Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Quality Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Small Cap Growth Fund |
July 1, 2007 | June 30, 2021 |
AIM INTERNATIONAL MUTUAL FUNDS (INVESCO INTERNATIONAL MUTUAL FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Asia Pacific Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco European Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Global Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Global Opportunities Fund |
August 3, 2012 | June 30, 2021 | ||
Invesco Global Responsibility Equity Fund |
June 30, 2016 | June 30, 2021 | ||
Invesco Global Small & Mid Cap Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco International Select Equity Fund |
December 21, 2015 | June 30, 2021 | ||
Invesco International Core Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco International Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Oppenheimer Global Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Global Focus Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Global Multi-Asset Growth Fund1 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Global Opportunities Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer International Equity Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer International Growth Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer International Small-Mid Company Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Select Opportunities Fund |
May 28, 2019 | June 30, 2021 |
AIM INVESTMENT FUNDS (INVESCO INVESTMENT FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco All Cap Market Neutral Fund |
December 17, 2013 | June 30, 2021 | ||
Invesco Balanced-Risk Allocation Fund2 |
May 29, 2009 | June 30, 2021 | ||
Invesco Balanced-Risk Commodity Strategy Fund3 |
November 29, 2010 | June 30, 2021 | ||
Invesco Developing Markets Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Emerging Markets Select Equity Fund |
May 11, 2011 | June 30, 2021 | ||
Invesco Endeavor Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Global Infrastructure Fund |
May 2, 2014 | June 30, 2021 | ||
Invesco Global Market Neutral Fund |
December 17, 2013 | June 30, 2021 | ||
Invesco Global Targeted Returns Fund4 |
December 17, 2013 | June 30, 2021 | ||
Invesco Greater China Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Health Care Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Long/Short Equity Fund |
December 17, 2013 | June 30, 2021 | ||
Invesco Low Volatility Emerging Markets Fund |
December 17, 2013 | June 30, 2021 | ||
Invesco Macro Allocation Strategy Fund5 |
September 25, 2012 | June 30, 2021 | ||
Invesco Multi-Asset Income Fund6 |
December 13, 2011 | June 30, 2021 | ||
Invesco Oppenheimer Capital Income Fund7 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Developing Markets Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Discovery Mid Cap Growth Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Emerging Markets Innovators Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Emerging Markets Local Debt Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Fundamental Alternatives Fund8 |
May 28, 2019 | June 30, 2021 |
1 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Global Multi-Asset Growth Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Global Multi-Asset Growth Fund (Cayman) Ltd. invests. |
2 |
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. |
3 |
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. |
4 |
Advisory fees to be waived by Invesco for Invesco Global Targeted Returns Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Cayman Commodity Fund VII, Ltd. invests. |
5 |
Advisory fees to be waived by Invesco for Invesco Macro Allocation 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 V, Ltd. invests. |
6 |
Advisory fees to be waived by Invesco for Invesco Multi-Asset Income Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Multi-Asset Income Cayman, Ltd. invests. |
7 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Capital Income Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Capital Income Fund (Cayman) Ltd. invests. |
8 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Fundamental Alternatives Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Fundamental Alternatives Fund (Cayman) Ltd. invests. |
Invesco Oppenheimer Global Allocation Fund9 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Global Multi-Asset Income Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Global Strategic Income Fund10 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer International Bond Fund11 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Macquarie Global Infrastructure Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer SteelPath MLP Alpha Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer SteelPath MLP Alpha Plus Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer SteelPath MLP Income Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer SteelPath MLP Select 40 Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Total Return Bond Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Pacific Growth Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Select Companies Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco U.S. Managed Volatility Fund |
December 18, 2017 | June 30, 2021 | ||
Invesco World Bond Fund |
July 1, 2007 | June 30, 2021 |
AIM INVESTMENT SECURITIES FUNDS (INVESCO INVESTMENT SECURITIES FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Corporate Bond Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Global Real Estate Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Government Money Market Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco High Yield Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Income Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Oppenheimer Global High Yield Fund12 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Government Cash Reserves Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Government Money Market Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Intermediate Income Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Limited-Term Bond Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Limited-Term Government Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Master Inflation Protected Securities Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Ultra-Short Duration Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Real Estate Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Short Duration Inflation Protected Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Short Term Bond Fund |
July 1, 2007 | June 30, 2021 |
9 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Global Allocation Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Global Allocation Fund (Cayman) Ltd. invests. |
10 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Global Strategic Income Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Global Strategic Income Fund (Cayman) Ltd. invests. |
11 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer International Bond Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer International Bond Fund (Cayman) Ltd. invests. |
12 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Global High Yield Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Global High Yield Fund (Cayman) Ltd. invests. |
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco American Value Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Comstock Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Energy Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Dividend Income Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Gold & Precious Metals Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Mid Cap Growth Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Oppenheimer Gold & Special Minerals Fund13 |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Small Cap Value Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Value Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Small Cap Value Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Technology Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco Technology Sector Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Value Opportunities Fund |
February 12, 2010 | June 30, 2021 |
AIM TAX-EXEMPT FUNDS (INVESCO TAX-EXEMPT FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco High Yield Municipal Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Intermediate Term Municipal Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Municipal Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco New York Tax Free Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco Oppenheimer Intermediate Term Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® AMT-Free Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® AMT-Free New York Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® California Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® High Yield Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® Limited Term California Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® Limited Term New York Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® Municipals Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® New Jersey Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer Rochester® Pennsylvania Municipal Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Limited Term Municipal Income Fund |
July 1, 2007 | June 30, 2021 |
AIM VARIABLE INSURANCE FUNDS (INVESCO VARIABLE INSURANCE FUNDS)
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Oppenheimer V.I. Capital Appreciation Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Conservative Balanced Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Discovery Mid Cap Growth Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Global Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Global Strategic Income Fund14 |
May 28, 2019 | June 30, 2021 |
13 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer Gold & Special Minerals Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer Gold & Special Minerals Fund (Cayman) Ltd. invests. |
14 |
Advisory fees to be waived by Invesco for Invesco Oppenheimer V.I. Global Strategic Income Fund also include advisory fees that Invesco receives on the Uninvested Cash from the Affiliated Money Market Fund in which Invesco Oppenheimer V.I. Global Strategic Income Fund (Cayman) Ltd. invests. |
Invesco Oppenheimer V.I. Government Money Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. International Growth Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Main Street Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Main Street Small Cap Fund® |
May 28, 2019 | June 30, 2021 | ||
Invesco Oppenheimer V.I. Total Return Bond Fund |
May 28, 2019 | June 30, 2021 | ||
Invesco V.I. American Franchise Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. American Value Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Balanced-Risk Allocation Fund15 |
December 22, 2010 | June 30, 2021 | ||
Invesco V.I. Comstock Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Core Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Core Plus Bond Fund |
April 30, 2015 | June 30, 2021 | ||
Invesco V.I. Diversified Dividend Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Equally-Weighted S&P 500 Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Equity and Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Global Core Equity Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Global Real Estate Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Government Money Market Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Government Securities Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Growth and Income Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Health Care Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. High Yield Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. International Growth Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Managed Volatility Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Mid Cap Core Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Mid Cap Growth Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. S&P 500 Index Fund |
February 12, 2010 | June 30, 2021 | ||
Invesco V.I. Small Cap Equity Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Technology Fund |
July 1, 2007 | June 30, 2021 | ||
Invesco V.I. Value Opportunities Fund |
July 1, 2007 | June 30, 2021 |
INVESCO EXCHANGE FUND
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Exchange Fund |
September 30, 2015 | June 30, 2021 |
INVESCO SECURITIES TRUST
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Balanced-Risk Aggressive Allocation Fund16 |
January 16, 2013 | June 30, 2021 |
INVESCO MANAGEMENT TRUST
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Conservative Income Fund |
July 1, 2014 | June 30, 2021 |
CLOSED-END FUNDS
FUND |
EFFECTIVE DATE | COMMITTED UNTIL | ||
Invesco Advantage Municipal Income Trust II |
May 15, 2012 | June 30, 2021 | ||
Invesco Bond Fund |
August 26, 2015 | June 30, 2021 | ||
Invesco California Value Municipal Income Trust |
May 15, 2012 | June 30, 2021 |
15 |
Advisory fees to be waived by Invesco for Invesco V.I. 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 IV, Ltd. invests. |
16 |
Advisory fees to be waived by Invesco for Invesco Balanced-Risk Aggressive 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 VI, Ltd. invests. |
Invesco Dynamic Credit Opportunities Fund |
May 15, 2012 | June 30, 2021 | ||
Invesco High Income 2023 Target Term Fund |
November 28, 20016 | June 30, 2021 | ||
Invesco High Income 2024 Target Term Fund |
November 30, 2017 | June 30, 2021 | ||
Invesco High Income Trust II |
May 15, 2012 | June 30, 2021 | ||
Invesco Municipal Income Opportunities Trust |
August 26, 2015 | June 30, 2021 | ||
Invesco Municipal Opportunity Trust |
May 15, 2012 | June 30, 2021 | ||
Invesco Municipal Trust |
May 15, 2012 | June 30, 2021 | ||
Invesco Pennsylvania Value Municipal Income Trust |
May 15, 2012 | June 30, 2021 | ||
Invesco Quality Municipal Income Trust |
August 26, 2015 | June 30, 2021 | ||
Invesco Senior Income Trust |
May 15, 2012 | June 30, 2021 | ||
Invesco Trust for Investment Grade Municipals |
May 15, 2012 | June 30, 2021 | ||
Invesco Trust for Investment Grade New York Municipals |
May 15, 2012 | June 30, 2021 | ||
Invesco Value Municipal Income Trust |
June 1, 2010 | June 30, 2021 |
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in this Registration Statement on Form N-1A of AIM Treasurers Series Trust (Invesco Treasurers Series Trust) of our reports dated October 29, 2019, relating to the financial statements and financial highlights, which appear in Invesco Premier Portfolio, Invesco Premier Tax-Exempt Portfolio, and Invesco Premier U.S. Government Money Portfolios Annual Reports on Form N-CSR for the year ended August 31, 2019. We also consent to the references to us under the headings Independent Registered Public Accounting Firm, Financial Statements and Financial Highlights in such Registration Statement.
/s/ PricewaterhouseCoopers LLP
Houston, Texas
December 19, 2019
CODE OF ETHICS AND PERSONAL TRADING POLICY
FOR NORTH AMERICA
Applicable To |
● All Covered Persons (as defined below) ● All entities listed on Exhibit A (collectively, Invesco NA) |
|
Departments Impacted | Global Ethics Office | |
Risk Addressed by Policy | Clients are harmed because of a Covered Persons conflict of interest, violation of fiduciary duties or fraudulent/deceptive personal trading activities. | |
Relevant Law & Related Resources |
● Rule 17j-1 under the Investment Company Act (Rule 17j-1) ● Rule 204A-1 under the Investment Advisers Act (Rule 204A-1) ● Ontario Securities Commission: National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) |
|
Approved By |
● Invesco Mutual Funds Board: ● Invesco ETF Board: ● Invesco Canada Limited (ICL) Board: |
|
Effective Date | January 2020 |
I. |
BACKGROUND. |
This Code of Ethics and Personal Trading Policy for North America (the Code) requires that Covered Persons (as defined below) adhere to high standards of ethical conduct and act with integrity in accordance with their fiduciary duties. The Code is intended to comply with the requirements of Rule 204A-1, Rule 17j-1 and NI 31-103.
Rule 204A-1 and Rule 17j-1 require, among other things, the adoption and enforcement of a written code of ethics that:
● |
sets forth required standards of business conduct and reflects the fiduciary duty owed to clients; |
● |
requires Covered Persons to conduct themselves in compliance with applicable laws and regulations; |
● |
prohibits conduct that constitutes fraud, deceit or any other manipulative practice with respect to a client; and |
● |
establishes policies and procedures that: |
○ |
are reasonably designed to detect and prevent activities which are or could be perceived as violating a fiduciary duty, breaching confidentiality obligations or creating a conflict of interest; |
○ |
prohibit the misuse of Material Non-public Information; and |
○ |
require Covered Persons to avoid conflicts of interest arising from personal trading activities. |
1
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
NI 31-103 requires registrants to establish, maintain and apply policies and procedures that establish a system of controls to comply with securities legislation, including, but not limited to, the management of conflicts of interest matters, which may include Covered Persons personal trading activities.
II. |
STANDARDS OF BUSINESS CONDUCT AND FIDUCIARY DUTIES. |
Each Invesco NA Adviser has a fiduciary relationship with respect to each of their Client Accounts. As such, Covered Persons shall:
● |
place the interests of clients ahead of their personal interests; |
● |
conduct their personal trading in a manner consistent with this Code and other applicable policies to avoid any actual or potential conflicts of interest, or any abuse of position of trust and responsibility; |
● |
comply with applicable rules and regulations; and |
● |
keep all MNPI (as defined below) confidential. |
Invesco NA and all Covered Persons are prohibited from:
● |
profiting personally by using MNPI and disclosing MNPI to any person (except as may be permitted by law or in accordance with applicable policies); |
● |
employing any device, scheme or artifice to defraud any Client Account; |
● |
making an untrue statement of a material fact or omitting to state a material fact to a client that, in light of the circumstances under which they are made, are necessary to make the statement non-misleading; |
● |
engaging in any act, practice or course of business that operates or would operate as a fraud or deceit to a Client Account; or |
● |
engaging in any manipulative practice with respect to a Client Account or securities (including price manipulation). |
Invesco NA maintains other compliance policies that may be directly applicable to a Covered Persons specific responsibilities and duties and that address additional standard of conducts for employees. These policies are available on the Invesco Ltd. intranet site and include, but are not limited to:
● Global Code of Conduct ● Global Insider Trading ● Global Fraud Escalation ● Global Political Contributions |
● Activities Outside of Invesco (US Covered Persons) ● Outside Activities (ICL Covered Persons) ● Global Gifts and Entertainment ● Code of Ethics for Trustees of the Invesco Mutual Funds |
2
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
III. |
DEFINITIONS. |
Beneficial Interest or Beneficial Ownership means the opportunity, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, to share at any time in any economic interest or profit derived from ownership of, or a transaction in, a Covered Security.
A Covered Person is deemed to have a Beneficial Interest or Ownership in any:
● |
Covered Security held in an account registered in the name of the Covered Person or jointly with others (e.g., joint accounts, spousal accounts, partnerships, trusts and controlling interests in corporations). For purposes of this definition, controlling means the power to exercise influence over the management or policies of a company, unless such power is solely the result of an official position with the company; |
● |
Covered Security held in an account registered in the name of a Covered Persons Immediate Family Member, friend or any other third-party for which the Covered Person: (i) acts as trustee, executor, or guardian or provides investment or any other advice; or (ii) has any form of discretion or authority; and |
● |
interest(s) held by the Covered Person in a general or limited partnership or limited liability company. |
Covered Persons should contact the Global Ethics Office in the event they have questions relating to whether they have Beneficial Interest in a Covered Security.
Client Account means an Invesco Fund, a separately managed account, a personal trust or estate, an employee benefit trust or any other account for which an Invesco NA Adviser provides investment advisory or sub-advisory services.
Compliance Reporting System means any third party, web-based application utilized by Covered Persons for personal trading reporting, as required under this Code (e.g., Star Compliance).
Covered Account means any account that holds or may hold a Covered Security, such as any:
● |
account in the Covered Persons name; |
● |
joint or tenant-in-common account in which the Covered Person has an interest or is a participant; |
● |
account for which a Covered Person acts as trustee, executor or custodian; and |
3
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
account over which a Covered Person has investment discretion or has the power (whether or not exercised) to direct the acquisition or disposition of Covered Securities (other than a Client Account that the Covered Person manages or over which they have investment discretion). It is presumed that a Covered Person can control accounts held by Immediate Family Members. |
Covered Person means:
● |
an Employee; |
● |
any director or officer, or full-time or part-time Employee of an Invesco Ltd. Affiliate who is located in North America and is not otherwise subject to another Invesco Ltd. Affiliates code of ethics; |
● |
any individual who is not an Employee, but who is conducting business on behalf of an Invesco Ltd. Affiliate and has access to the firms internal network systems; |
● |
any person meeting the definition of Access Person, as defined in Rule 17j-1 or Rule 204A-1; or |
● |
anyone who, in the discretion of the Global Ethics Office, is deemed to be a Covered Person subject to the requirements of this Code. |
Any person that is subject to either the Code of Ethics for Trustees of the Invesco Mutual Funds or the Code of Ethics Adopted by the Invesco Family of ETFs shall be excluded from, and need not comply with, this Code. As indicated in section V of the Code, this includes the applicable Independent Directors/Trustees.
With respect to the personal trading requirements of this Code, Independent Directors/Trustees of the Invesco Canada Funds shall only be subject to the provisions set forth under section V of this Code.
Covered Security means, unless otherwise exempt from the definition as set forth below:
● |
generally any: (i) investment, instrument, asset or holding (whether publicly or privately traded); (ii) Exchange Traded Product (as defined below); (iii) closed-end fund; and (iv) option, future, forward contract, listed depositary receipt (e.g., American Depositary Receipt, American Depositary Share, Global Depositary Receipt) or other obligation involving securities, a commodity, or an index thereof (including an instrument whose value is derived or based on any of the above (a derivative)); |
● |
any Invesco Fund; |
● |
any security or instrument that can be traded by an Invesco Ltd. Affiliate on behalf of a client; and |
● |
any instrument that is convertible or exchangeable into a Covered Security or which confers a right to purchase a Covered Security. |
4
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
The following securities are exempt from the definition of Covered Security:
● |
direct obligations of the U.S. government or Canadian government, or their respective agencies, instrumentalities and government-sponsored enterprises; |
● |
bankers acceptances, bank certificates of deposit, commercial paper or high quality short-term debt instruments (including repurchase agreements); |
● |
shares of unaffiliated open-end mutual funds (including shares of a money market fund or shares of a unit investment trust that invests exclusively in open-end mutual funds); |
● |
any unit investment trust (including those advised or sub-advised by an Invesco NA Adviser). Notwithstanding the foregoing, any shares of any series of the Invesco QQQ Trust or the BLDRS Index Fund Trust shall be considered a Covered Security; |
● |
principal-protected or linked-note investment products; |
● |
certain qualified tuition programs established pursuant to Section 529 of the Internal Revenue Code of 1986, as amended (529 Plans); or |
● |
physical commodities (including foreign currencies). |
Delegated Discretionary Account means an account for which a Covered Person has written evidence that decision-making authority has been completely relinquished to a professional money manager who is not an Immediate Family Member or not otherwise subject to this Code and over which the Covered Person has no direct or indirect influence or control. Notwithstanding the foregoing, the Covered Person shall be permitted to establish overall investment objectives and investment guidelines for the manager, such as indicating industries or types of securities in which the Covered Person wishes to invest.
Designated Broker List means the list of financial institutions where a Covered Person may maintain a Covered Account.
Employee means an individual who serves as a director or officer of an Invesco NA entity or who is employed on a full-time or part-time basis by an Invesco NA entity or subsidiary thereof. For purposes of this Code, the term Employee also includes the Employees Immediate Family Members.
Exchange Traded Product or ETP means a security traded on an exchange that tracks an underlying security, index or financial instrument. The term ETP includes, among other things, exchange traded funds (ETFs), exchange-traded notes (ETNs) and exchange-traded commodities (ETCs), but excludes actively managed ETFs.
Global Ethics Office means the team within Compliance that is responsible for monitoring conflicts in connection with employee personal trading, political contributions, outside business activities and gifts and entertainment.
5
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Immediate Family Member means a Covered Persons spouse (including a domestic partner or other equivalent), child, stepchild, parent, stepparent, sibling, mother-in-law, father-in-law, daughter-in-law, brother-in-law or sister-in law who share the Covered Persons household. Covered Persons shall contact the Global Ethics Office if they believe that a family member should be excluded from this definition.
Independent Director/Trustee means any director or trustee of an; (i) Invesco Mutual Fund or Invesco ETF who is not an interested person (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund or Invesco ETF; or (ii) Invesco Canada Fund or member of the Invesco Canada Funds Advisory Board who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NAs day-to-day activities beyond the scope of his or her duties as director/trustee.
Initial Public Offering or IPO means: (i) any Covered Security which is being offered for the first time on a recognized stock exchange; or (ii) an offering of securities registered under the Securities Act, the issuer of which immediately before such registration was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended or foreign regulatory equivalents thereof.
Invesco Canada Funds means the Invesco Funds domiciled in Canada.
Invesco ETFs means the series of exchange traded funds advised by Invesco Capital Management, LLC and registered under the Investment Company Act.
Invesco Fund means any pooled investment vehicle or other proprietary investment product advised or sub-advised by an Invesco Ltd. Affiliate. The term Invesco Fund includes Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds.
Invesco Ltd. means the company whose shares are publicly traded on the New York Stock Exchange with the ticker symbol IVZ. Invesco Ltd. is the parent company of the Invesco Ltd. Affiliates.
Invesco Ltd. Affiliate means any direct or indirect subsidiary of Invesco Ltd.
Invesco Mutual Funds means the family of open-end and closed-end investment companies advised by Invesco Advisers, Inc. and registered under the Investment Company Act.
Invesco NA means, collectively, the entities set forth in Exhibit A.
Invesco NA Adviser means, collectively, the SEC registered investment advisers set forth in Exhibit A.
6
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Investment Advisers Act means the U.S. Investment Advisers Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Company Act means the U.S. Investment Company Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Person generally means a Covered Person who:
● |
as part of his or her regular functions or duties makes or participates in making recommendations regarding the purchase or sale of securities in a Client Account (e.g., portfolio managers, securities analyst or traders); or |
● |
works directly with or is in the same department/investment team as a portfolio manager and is likely to be exposed to sensitive information relating to those Client Accounts for which the portfolio manager has responsibility (including those who serve an administrative function). |
Limited Offering means an offering of securities that is not part of a registered offering under Section 5 of the Securities Act, including but not limited to those offered pursuant to Section 4(a)(2), 4(a)(5) and 4(a)(6) (e.g., private placements, private funds and hedge funds).
MNPI or Material Non-public Information means information not known to the public that may, if disclosed, have a significant impact on the price of a financial instrument and that a reasonable investor would likely consider relevant or important when making an investment decision.
Restricted List means the list of issuers for which Covered Persons or an Invesco NA entity may be in possession of MNPI.
Securities Act means the U.S. Securities Act of 1933, as amended, and the rules and regulations adopted thereunder.
IV. |
PERSONAL TRADING REQUIREMENTS. |
1. |
Covered Account Requirements. |
Covered Accounts Maintained in the U.S. or India shall be maintained:
● |
with a financial institution on the Designated Broker List (which may be accessed via the Compliance Reporting System); |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; or |
● |
for U.S. only, with any full-service broker dealer. |
7
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Open-End Invesco Mutual Funds shall be held:
● |
in an account maintained with a financial institution on the Designated Broker List; |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; |
● |
in the Covered Persons Invesco 401(k) or Invesco CollegeBound 529 plan; or |
● |
directly with the open-end Invesco Mutual Funds transfer agent. |
Delegated Discretionary Accounts may be established as long as such account is approved by the Global Ethics Office before being established and the Covered Person provides a copy of the managed account agreement and other required information to the Global Ethics Office.
2. |
Trade Confirmations and Duplicate Statements. |
Covered Persons shall provide duplicate trade confirmations and account statements for Covered Accounts to the Global Ethics Office or applicable Compliance team.
● |
Covered Accounts maintained with a financial institution on the Designated Broker List or with a full-service broker dealer: Such financial institutions are required to submit the statements electronically. |
● |
All other Covered Accounts: Covered Persons shall direct their financial institution to submit statements electronically to the Global Ethics Office. In the event electronic submission is not an option, Covered Persons shall be personally responsible for submitting statements. The statements shall be provided in a timely manner, but no later than 15 days following a trade or the receipt of a periodic statement. |
3. |
Pre-Clearance of Personal Trades. |
Except as noted below, Covered Persons shall pre-clear all Covered Securities transactions in Covered Accounts via the Compliance Reporting System. For Covered Accounts in which a Covered Person has a beneficial interest but does not exercise control, trade requests shall be submitted either through the Covered Person or by contacting the Global Ethics Office. The Global Ethics Office shall provide the Covered Person with a notification of a decision regarding the trade request. Covered Persons are prohibited from executing a trade in a Covered Account until they are notified by the Global Ethics Office that the trade has been approved. Good until cancelled orders are prohibited.
Approval remains in effect until the end of the business day on which it was granted, unless approval is granted after the close of the trading day (e.g., trading on a foreign market or bond exchange). In that circumstance, approval shall be valid until the close of the market on the following trading day. Covered Persons shall be required to re-submit for approval any trades that are not executed within these time constraints.
8
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Pre-Clearance of Limited Offerings.
Covered Persons shall provide written notification to, and receive approval from, the Global Ethics Office prior to investing in a Limited Offering. The written notification shall include a detailed description of the Limited Offering and the Covered Person may be required to provide other relevant documentation describing the investment (e.g., offering memorandum or private placement memorandum). This process shall not be required for a Limited Offering offered by an Invesco Ltd. Affiliate directly to Covered Persons as such Limited Offerings shall be considered de-facto pre-approved and pre-cleared.
Exemptions from Pre-Clearance.
Purchases or sales of the following are exempt from the pre-clearance requirement:
● |
Covered Securities in a Delegated Discretionary Account; |
● |
Invesco Funds (excluding closed-end Invesco Mutual Funds and Invesco ETFs); |
● |
broad-based unaffiliated ETPs; |
● |
currencies and commodities; |
● |
derivatives of an index of securities, currencies or commodities; and |
● |
securities held for Employees or an Employees Immediate Family Members in Invesco CollegeBound 529 Plans, Invesco Core U.S. 401(k) Plans (excluding elections in the personal choice retirement account) and registered group retirement savings plans offered by an Invesco Ltd. Affiliate. |
Shares purchased through an employee share purchase plan or shares acquired under an equity awards program are also exempt from pre-clearance.
4. |
Trading Restrictions/Prohibitions. |
Blackout Period.
Covered Persons are prohibited from trading any Covered Security in a personal account on a day during which a Client Account has a pending buy or sell order in the same Covered Security.
In addition:
● |
Investment Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading within three trading days before and three trading days after such Client Account transaction; and |
9
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
All other Covered Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading in the same Covered Security within two trading days after such Client Account transaction. |
The blackout period restrictions shall not apply to purchases and sales of a Covered Security that comply with certain specifications (e.g., large market capitalization) as may be determined from time to time by the Global Ethics Office.
Short-Term Trading Restriction.
Covered Persons shall not profit from the purchase and sale, or the sale and purchase, of a Covered Security (or a short sale and cover of the same Covered Security) within 60 calendar days of the trade date of the same Covered Security. Transactions in Invesco Canada Funds are subject to the short-term trading requirements outlined in the applicable prospectus.
This restriction shall apply to all Covered Securities, including those which are exempt from pre-clearance (e.g., Invesco Funds). Transactions in unaffiliated ETPs, currencies, commodities and derivatives (e.g., options and futures) based on an index of securities, currencies and commodities are exempt from the 60-day holding period. This exemption shall not apply to derivatives of individual securities.
If a Covered Person trades a Covered Security within the applicable holding period, the full amount of any profit from the trade, which has not been adjusted to account for applicable taxes or related fees, shall be disgorged to a charity of Invesco Ltd.s choice.
Other Prohibitions.
Covered Persons shall be prohibited from:
● |
trading a Covered Security of an issuer on the applicable Restricted List(s); |
● |
purchasing a Covered Security in an IPO or secondary offering; |
● |
participating in an investment club; |
● |
excessive short-term trading of any open-end Invesco Mutual Fund (excluding money market funds) and/or cash-in-lieu Invesco ETF pursuant to the various limitations outlined in the respective prospectus or other fund disclosure documents; |
● |
engaging in personal trading in Covered Securities that is excessive or that compromises Invesco NAs fiduciary duty to Client Accounts, as determined by the Global Ethics Office in its discretion; and |
● |
for Investment Personnel, effecting short sales of a Covered Security in a Covered Account if a Client Account for which the Investment Person has investment management responsibility has a long position in such Covered Security. |
10
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
5. |
Special Requirements for Transactions in Invesco Ltd. Stock. |
Transactions in Invesco Ltd. stock are subject to the pre-clearance and reporting requirements set forth above. Covered Persons are prohibited from engaging in transactions in publicly traded options such as puts, calls and other derivative securities relating to Invesco Ltd.s securities, on an exchange or any other organized market. Covered Persons should refer to the Global Insider Trading policy whenever they wish to transact in Invesco Ltd. securities in a Covered Account.
6. |
Covered Person Reporting and Periodic Certifications. |
New Hire Requirements:
● |
Initial Report. Within 10 calendar days of becoming subject to the Code, each Covered Person shall be required to submit an Initial Holdings Report to the Global Ethics Office, regardless of whether the Covered Person has any Covered Securities to report. The report shall contain the following information, which must be current within 45 calendar days of becoming a Covered Person: |
○ |
a list of all Covered Securities including the name, the number of shares (for equity securities) or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the security identifier (CUSIP, symbol, etc.) for each Covered Security; |
○ |
a list of the Covered Persons Covered Accounts, which shall generally include the name of the financial institution with which the Covered Person maintains a Covered Account, the date the account was established and the account number; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Disclosure of Covered Accounts. Within 90 calendar days of becoming subject to the Code, Covered Persons shall be required to establish their Covered Accounts in accordance with the requirements set forth in Covered Account Requirements. |
● |
New Hire Certification. Within 30 calendar days of becoming subject to the Code, Covered Persons shall be required to review and certify to the Code via the Compliance Reporting System. |
Ongoing Requirements:
● |
New Covered Accounts. Covered Persons shall report a new Covered Account via the Compliance Reporting System within 30 calendar days of opening the account. |
11
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
Quarterly Transaction Report. Covered Persons shall complete a Quarterly Transaction Report via the Compliance Reporting System within 30 calendar days after each quarter end, whether or not they executed transactions during the quarter. The Quarterly Transaction Report shall include the following information: |
○ |
the date of all transactions in that quarter, the Covered Security name, the number of shares (for equity securities), or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the nature of the transaction (buy, sell, etc.); |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the price of the Covered Security at which the transaction was executed; |
○ |
the name of the broker-dealer or bank executing the transaction; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
Covered Persons are not required to include the following:
○ |
transactions in a Limited Offering that has been previously disclosed to, and approved by, the Global Ethics Office; |
○ |
transactions in an automatic investment plan/pre-authorized chequing plan/dividend reinvestment plan/payroll deduction or made on behalf of an Employee in the ICL Sponsored GWL Group Retirement Savings Plan; |
○ |
transactions executed in a Delegated Discretionary Account; |
○ |
transactions executed in Covered Securities that are either: |
◾ |
directly with an affiliated transfer agent; or |
◾ |
in the Covered Persons registered group retirement savings plan (including transactions made on behalf of the Covered Person in the ICL sponsored GWL Group Retirement Savings Plan) or Invesco Core US 401(k) Plan. |
● |
Annual Holdings Report. At least annually, Covered Persons shall submit an Annual Holdings Report via the Compliance Reporting System and include the following information (which must be current within 45 calendar days of the date the report is submitted): |
○ |
a list of all Covered Security holdings, including the Covered Security name, the number of shares (for equities); or the interest rate and maturity date (if applicable) and principal amount (for debt securities) for each Covered Security; |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the name of the broker-dealer or bank with or through which a Covered Account is held; |
12
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
○ |
with respect to any non-public Covered Security owned by the Covered Person, a statement indicating whether the issuer has changed its name or publicly issued securities during such calendar year; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Annual/Ad-Hoc Certification. At least annually, Covered Persons shall certify via the Compliance Reporting System that they have read, understand and complied with the Code. Such certification shall also be required within 30 calendar days following any material changes to the Code. |
Attached as Exhibit B is an Overview of Personal Trading Requirements that provides a summary of certain requirements set forth under this Code. The Overview is not meant to serve as a replacement for reading the Code.
V. |
APPLICABILITY OF CODE TO INDEPENDENT DIRECTORS/TRUSTEES OF THE INVESCO MUTUAL FUNDS, INVESCO ETFS AND INVESCO CANADA FUNDS. |
Independent Directors/Trustees on the Invesco ETF Board: are excluded from this Code and are subject to the Code of Ethics Adopted by the Invesco Family of ETFs.
Independent Directors/Trustees on the Invesco Mutual Fund Board: are excluded from this Code and are subject to the Code of Ethics for Trustees of the Invesco Mutual Funds.
Independent Directors/Trustees on the Invesco Canada Fund Board: are subject to this Code but not the pre-clearance and reporting requirements of this Code.
VI. |
VIOLATIONS AND SANCTIONS. |
Covered Persons shall report violations and potential violations of this Code to the Global Ethics Office or the applicable CCO (or his or her delegate).
Violations and potential violations of the Code are investigated by the Global Ethics Office. If a determination is made that a Covered Person has violated the Code, a sanction may be imposed. Sanctions vary based on the severity of the violation(s) and include, but are not limited to:
● |
a letter of education; |
● |
reversal of trades processed in violation of the Code; |
● |
suspension, demotion or change in Covered Person responsibilities; |
● |
termination of employment; |
● |
prohibition of personal trading abilities; |
13
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
disgorgement of profits earned in the Code violation; |
● |
referral to civil or criminal authorities, where appropriate; or |
● |
any other sanction, as may be determined by the Global Ethics Office, CCO and/or applicable governance committee. |
The Global Ethics Office maintains internal procedures regarding the violation investigation, sanction determination and sanction enforcement process.
In mitigating or eliminating certain conflicts of interest that arise in connection with a Covered Persons personal trading, a Covered Person may be required to sell a Covered Security that was previously approved. In the event the sale results in a loss, the Covered Person will not be entitled to reimbursement for such loss. In the event of a gain, the Covered Person may be required to disgorge any profit.
VII. |
CODE ADMINISTRATION. |
In general, the Global Ethics Office shall be responsible for the administration and oversight of the Code and shall be responsible for:
● |
providing Covered Persons with the Code and ensuring that Covered Persons submit the required certifications and reports required under the Code; |
● |
reviewing the personal trading activities of Covered Persons to identify potential or actual violations of the Code and promptly investigating such matters to resolve and make the appropriate remediations, if needed; and |
● |
promptly reporting any violations of the Code in writing to the applicable CCO. |
In very limited circumstances, certain exceptions to any provision of the Code may be granted on a case by case basis by the applicable CCO or his or her delegate. Such exceptions shall be documented in writing by the Global Ethics Office.
Any questions regarding this Code should be directed to the Global Ethics Office, which may be contacted using the Global Ethics Office support portal via the intranet or via 1.877.331.CODE [2633].
VIII. |
REPORTING. |
ICL Boards/Committees. At least quarterly, the CCO shall inform the Invesco Canada Funds Independent Review Committee of violations, sanctions imposed, material changes and any other information as may be requested from time to time relating to the Code and for the relevant review period.
14
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Invesco Mutual Funds Board and Invesco ETF Board.
● |
Quarterly: At least quarterly, each applicable CCO shall furnish a written report to the applicable Board regarding material violations of the Code by Covered Persons. |
● |
Annually: No less frequently than annually, each applicable CCO shall furnish a written report to the applicable Board that describes significant issues arising under the Code since the last report to the Board, including information about material violations of the Code and sanctions imposed in response to material violations. The CCO shall certify that the applicable NA Adviser to the Invesco Mutual Funds and Invesco ETFs has adopted procedures reasonably designed to prevent Covered Persons from violating the Code. At this time, the Board shall also review the current Code. |
● |
Material Changes to Code. The applicable Committee/Boards mentioned in section VIII of this Code shall approve any material changes made to the Code either prior to implementing such change or no later than six months after the change is implemented. |
15
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT A
The Code of Ethics and Personal Trading Policy for North America shall apply to the following entities (collectively referred to as Invesco NA):
SEC registered investment advisers (referred to individually and collectively in the Code as Invesco NA Adviser)
● |
HarbourView Asset Management Corporation |
● |
Invesco Advisers, Inc. |
● |
Invesco Canada Ltd. |
● |
Invesco Capital Management LLC |
● |
Invesco Private Capital, Inc. |
● |
Invesco Senior Secured Management, Inc. |
● |
Jemstep, Inc. |
● |
OC Private Capital, LLC |
● |
OFI Private Investments Inc |
● |
OppenheimerFunds, Inc. |
● |
SNW Asset Management LLC |
● |
WL Ross & Co, LLC |
SEC and FINRA registered broker-dealers
● |
Invesco Capital Markets, Inc. |
● |
Invesco Distributors, Inc. |
● |
OppenheimerFunds Distributor, Inc. |
Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds (as defined in the Code)
Unit investment trusts sponsored by an Invesco NA Adviser
SEC registered transfer agent: Invesco Investment Services, Inc.
Texas chartered trust company: Invesco Trust Company
16
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT B
OVERVIEW OF PERSONAL TRADING REQUIREMENTS
Below are some, but not all, of the common investment instruments and key actions
required of Covered Persons under the Code.
Security Type | Pre-Clearance | Reporting |
60-Day Profit
Limit Restriction |
|||||
Funds |
||||||||
Invesco Mutual Funds |
No | Yes | Yes | |||||
Invesco Canada Funds |
Yes | Yes | Subject to prospectus requirements | |||||
Invesco QQQ Trust or the BLDRS Index Fund Trust |
Yes | Yes | Yes | |||||
Closed-end funds (both affiliated and unaffiliated) |
Yes | Yes | Yes | |||||
Unaffiliated open-end mutual funds |
No | No | No | |||||
Equities |
||||||||
Common Stocks |
Yes | Yes | Yes | |||||
Equity Initial Public Offerings (IPOs) |
Prohibited | Prohibited | N/A | |||||
Preferred Stock |
Yes | Yes | Yes | |||||
Derivatives |
||||||||
Futures, Swaps and Options not based on an index of securities, currencies or commodities (e.g., individual securities, exchange traded products, etc.) |
Yes | Yes | Yes | |||||
Futures, Swaps and Options based on an index of securities, currencies, and commodities. |
No | Yes | No | |||||
Fixed Income/Bonds |
||||||||
US Treasury |
No | No | No | |||||
Certificates of Deposit |
No | No | No | |||||
Money Market Funds |
No | No | No | |||||
Municipal Bond |
Yes | Yes | Yes | |||||
Corporate Bond |
Yes | Yes | Yes | |||||
Exchange-Traded Products (i.e., ETFs, ETCs and ETNs) |
||||||||
Affiliated ETPs |
Yes | Yes | Yes | |||||
Unaffiliated ETFs with a limited number of underlying securities (20 or less) that include Covered Securities |
Yes | Yes | Yes | |||||
Unaffiliated ETFs that mirror one equity or have a heavy weighting in one equity (heavy weighting: 25% in an individual issuer) |
Yes | Yes | Yes |
17
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
18
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
CODE OF ETHICS AND PERSONAL TRADING POLICY
FOR NORTH AMERICA
Applicable To |
● All Covered Persons (as defined below) ● All entities listed on Exhibit A (collectively, Invesco NA) |
|
Departments Impacted | Global Ethics Office | |
Risk Addressed by Policy | Clients are harmed because of a Covered Persons conflict of interest, violation of fiduciary duties or fraudulent/deceptive personal trading activities. | |
Relevant Law & Related Resources |
● Rule 17j-1 under the Investment Company Act (Rule 17j-1) ● Rule 204A-1 under the Investment Advisers Act (Rule 204A-1) ● Ontario Securities Commission: National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) |
|
Approved By |
● Invesco Mutual Funds Board: ● Invesco ETF Board: ● Invesco Canada Limited (ICL) Board: |
|
Effective Date | January 2020 |
I. |
BACKGROUND. |
This Code of Ethics and Personal Trading Policy for North America (the Code) requires that Covered Persons (as defined below) adhere to high standards of ethical conduct and act with integrity in accordance with their fiduciary duties. The Code is intended to comply with the requirements of Rule 204A-1, Rule 17j-1 and NI 31-103.
Rule 204A-1 and Rule 17j-1 require, among other things, the adoption and enforcement of a written code of ethics that:
● |
sets forth required standards of business conduct and reflects the fiduciary duty owed to clients; |
● |
requires Covered Persons to conduct themselves in compliance with applicable laws and regulations; |
● |
prohibits conduct that constitutes fraud, deceit or any other manipulative practice with respect to a client; and |
● |
establishes policies and procedures that: |
○ |
are reasonably designed to detect and prevent activities which are or could be perceived as violating a fiduciary duty, breaching confidentiality obligations or creating a conflict of interest; |
○ |
prohibit the misuse of Material Non-public Information; and |
○ |
require Covered Persons to avoid conflicts of interest arising from personal trading activities. |
1
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
NI 31-103 requires registrants to establish, maintain and apply policies and procedures that establish a system of controls to comply with securities legislation, including, but not limited to, the management of conflicts of interest matters, which may include Covered Persons personal trading activities.
II. |
STANDARDS OF BUSINESS CONDUCT AND FIDUCIARY DUTIES. |
Each Invesco NA Adviser has a fiduciary relationship with respect to each of their Client Accounts. As such, Covered Persons shall:
● |
place the interests of clients ahead of their personal interests; |
● |
conduct their personal trading in a manner consistent with this Code and other applicable policies to avoid any actual or potential conflicts of interest, or any abuse of position of trust and responsibility; |
● |
comply with applicable rules and regulations; and |
● |
keep all MNPI (as defined below) confidential. |
Invesco NA and all Covered Persons are prohibited from:
● |
profiting personally by using MNPI and disclosing MNPI to any person (except as may be permitted by law or in accordance with applicable policies); |
● |
employing any device, scheme or artifice to defraud any Client Account; |
● |
making an untrue statement of a material fact or omitting to state a material fact to a client that, in light of the circumstances under which they are made, are necessary to make the statement non-misleading; |
● |
engaging in any act, practice or course of business that operates or would operate as a fraud or deceit to a Client Account; or |
● |
engaging in any manipulative practice with respect to a Client Account or securities (including price manipulation). |
Invesco NA maintains other compliance policies that may be directly applicable to a Covered Persons specific responsibilities and duties and that address additional standard of conducts for employees. These policies are available on the Invesco Ltd. intranet site and include, but are not limited to:
● Global Code of Conduct ● Global Insider Trading ● Global Fraud Escalation ● Global Political Contributions |
● Activities Outside of Invesco (US Covered Persons) ● Outside Activities (ICL Covered Persons) ● Global Gifts and Entertainment ● Code of Ethics for Trustees of the Invesco Mutual Funds |
2
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
III. |
DEFINITIONS. |
Beneficial Interest or Beneficial Ownership means the opportunity, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, to share at any time in any economic interest or profit derived from ownership of, or a transaction in, a Covered Security.
A Covered Person is deemed to have a Beneficial Interest or Ownership in any:
● |
Covered Security held in an account registered in the name of the Covered Person or jointly with others (e.g., joint accounts, spousal accounts, partnerships, trusts and controlling interests in corporations). For purposes of this definition, controlling means the power to exercise influence over the management or policies of a company, unless such power is solely the result of an official position with the company; |
● |
Covered Security held in an account registered in the name of a Covered Persons Immediate Family Member, friend or any other third-party for which the Covered Person: (i) acts as trustee, executor, or guardian or provides investment or any other advice; or (ii) has any form of discretion or authority; and |
● |
interest(s) held by the Covered Person in a general or limited partnership or limited liability company. |
Covered Persons should contact the Global Ethics Office in the event they have questions relating to whether they have Beneficial Interest in a Covered Security.
Client Account means an Invesco Fund, a separately managed account, a personal trust or estate, an employee benefit trust or any other account for which an Invesco NA Adviser provides investment advisory or sub-advisory services.
Compliance Reporting System means any third party, web-based application utilized by Covered Persons for personal trading reporting, as required under this Code (e.g., Star Compliance).
Covered Account means any account that holds or may hold a Covered Security, such as any:
● |
account in the Covered Persons name; |
● |
joint or tenant-in-common account in which the Covered Person has an interest or is a participant; |
● |
account for which a Covered Person acts as trustee, executor or custodian; and |
3
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
account over which a Covered Person has investment discretion or has the power (whether or not exercised) to direct the acquisition or disposition of Covered Securities (other than a Client Account that the Covered Person manages or over which they have investment discretion). It is presumed that a Covered Person can control accounts held by Immediate Family Members. |
Covered Person means:
● |
an Employee; |
● |
any director or officer, or full-time or part-time Employee of an Invesco Ltd. Affiliate who is located in North America and is not otherwise subject to another Invesco Ltd. Affiliates code of ethics; |
● |
any individual who is not an Employee, but who is conducting business on behalf of an Invesco Ltd. Affiliate and has access to the firms internal network systems; |
● |
any person meeting the definition of Access Person, as defined in Rule 17j-1 or Rule 204A-1; or |
● |
anyone who, in the discretion of the Global Ethics Office, is deemed to be a Covered Person subject to the requirements of this Code. |
Any person that is subject to either the Code of Ethics for Trustees of the Invesco Mutual Funds or the Code of Ethics Adopted by the Invesco Family of ETFs shall be excluded from, and need not comply with, this Code. As indicated in section V of the Code, this includes the applicable Independent Directors/Trustees.
With respect to the personal trading requirements of this Code, Independent Directors/Trustees of the Invesco Canada Funds shall only be subject to the provisions set forth under section V of this Code.
Covered Security means, unless otherwise exempt from the definition as set forth below:
● |
generally any: (i) investment, instrument, asset or holding (whether publicly or privately traded); (ii) Exchange Traded Product (as defined below); (iii) closed-end fund; and (iv) option, future, forward contract, listed depositary receipt (e.g., American Depositary Receipt, American Depositary Share, Global Depositary Receipt) or other obligation involving securities, a commodity, or an index thereof (including an instrument whose value is derived or based on any of the above (a derivative)); |
● |
any Invesco Fund; |
● |
any security or instrument that can be traded by an Invesco Ltd. Affiliate on behalf of a client; and |
● |
any instrument that is convertible or exchangeable into a Covered Security or which confers a right to purchase a Covered Security. |
4
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
The following securities are exempt from the definition of Covered Security:
● |
direct obligations of the U.S. government or Canadian government, or their respective agencies, instrumentalities and government-sponsored enterprises; |
● |
bankers acceptances, bank certificates of deposit, commercial paper or high quality short-term debt instruments (including repurchase agreements); |
● |
shares of unaffiliated open-end mutual funds (including shares of a money market fund or shares of a unit investment trust that invests exclusively in open-end mutual funds); |
● |
any unit investment trust (including those advised or sub-advised by an Invesco NA Adviser). Notwithstanding the foregoing, any shares of any series of the Invesco QQQ Trust or the BLDRS Index Fund Trust shall be considered a Covered Security; |
● |
principal-protected or linked-note investment products; |
● |
certain qualified tuition programs established pursuant to Section 529 of the Internal Revenue Code of 1986, as amended (529 Plans); or |
● |
physical commodities (including foreign currencies). |
Delegated Discretionary Account means an account for which a Covered Person has written evidence that decision-making authority has been completely relinquished to a professional money manager who is not an Immediate Family Member or not otherwise subject to this Code and over which the Covered Person has no direct or indirect influence or control. Notwithstanding the foregoing, the Covered Person shall be permitted to establish overall investment objectives and investment guidelines for the manager, such as indicating industries or types of securities in which the Covered Person wishes to invest.
Designated Broker List means the list of financial institutions where a Covered Person may maintain a Covered Account.
Employee means an individual who serves as a director or officer of an Invesco NA entity or who is employed on a full-time or part-time basis by an Invesco NA entity or subsidiary thereof. For purposes of this Code, the term Employee also includes the Employees Immediate Family Members.
Exchange Traded Product or ETP means a security traded on an exchange that tracks an underlying security, index or financial instrument. The term ETP includes, among other things, exchange traded funds (ETFs), exchange-traded notes (ETNs) and exchange-traded commodities (ETCs), but excludes actively managed ETFs.
Global Ethics Office means the team within Compliance that is responsible for monitoring conflicts in connection with employee personal trading, political contributions, outside business activities and gifts and entertainment.
5
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Immediate Family Member means a Covered Persons spouse (including a domestic partner or other equivalent), child, stepchild, parent, stepparent, sibling, mother-in-law, father-in-law, daughter-in-law, brother-in-law or sister-in law who share the Covered Persons household. Covered Persons shall contact the Global Ethics Office if they believe that a family member should be excluded from this definition.
Independent Director/Trustee means any director or trustee of an; (i) Invesco Mutual Fund or Invesco ETF who is not an interested person (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund or Invesco ETF; or (ii) Invesco Canada Fund or member of the Invesco Canada Funds Advisory Board who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NAs day-to-day activities beyond the scope of his or her duties as director/trustee.
Initial Public Offering or IPO means: (i) any Covered Security which is being offered for the first time on a recognized stock exchange; or (ii) an offering of securities registered under the Securities Act, the issuer of which immediately before such registration was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended or foreign regulatory equivalents thereof.
Invesco Canada Funds means the Invesco Funds domiciled in Canada.
Invesco ETFs means the series of exchange traded funds advised by Invesco Capital Management, LLC and registered under the Investment Company Act.
Invesco Fund means any pooled investment vehicle or other proprietary investment product advised or sub-advised by an Invesco Ltd. Affiliate. The term Invesco Fund includes Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds.
Invesco Ltd. means the company whose shares are publicly traded on the New York Stock Exchange with the ticker symbol IVZ. Invesco Ltd. is the parent company of the Invesco Ltd. Affiliates.
Invesco Ltd. Affiliate means any direct or indirect subsidiary of Invesco Ltd.
Invesco Mutual Funds means the family of open-end and closed-end investment companies advised by Invesco Advisers, Inc. and registered under the Investment Company Act.
Invesco NA means, collectively, the entities set forth in Exhibit A.
Invesco NA Adviser means, collectively, the SEC registered investment advisers set forth in Exhibit A.
6
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Investment Advisers Act means the U.S. Investment Advisers Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Company Act means the U.S. Investment Company Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Person generally means a Covered Person who:
● |
as part of his or her regular functions or duties makes or participates in making recommendations regarding the purchase or sale of securities in a Client Account (e.g., portfolio managers, securities analyst or traders); or |
● |
works directly with or is in the same department/investment team as a portfolio manager and is likely to be exposed to sensitive information relating to those Client Accounts for which the portfolio manager has responsibility (including those who serve an administrative function). |
Limited Offering means an offering of securities that is not part of a registered offering under Section 5 of the Securities Act, including but not limited to those offered pursuant to Section 4(a)(2), 4(a)(5) and 4(a)(6) (e.g., private placements, private funds and hedge funds).
MNPI or Material Non-public Information means information not known to the public that may, if disclosed, have a significant impact on the price of a financial instrument and that a reasonable investor would likely consider relevant or important when making an investment decision.
Restricted List means the list of issuers for which Covered Persons or an Invesco NA entity may be in possession of MNPI.
Securities Act means the U.S. Securities Act of 1933, as amended, and the rules and regulations adopted thereunder.
IV. |
PERSONAL TRADING REQUIREMENTS. |
1. |
Covered Account Requirements. |
Covered Accounts Maintained in the U.S. or India shall be maintained:
● |
with a financial institution on the Designated Broker List (which may be accessed via the Compliance Reporting System); |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; or |
● |
for U.S. only, with any full-service broker dealer. |
7
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Open-End Invesco Mutual Funds shall be held:
● |
in an account maintained with a financial institution on the Designated Broker List; |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; |
● |
in the Covered Persons Invesco 401(k) or Invesco CollegeBound 529 plan; or |
● |
directly with the open-end Invesco Mutual Funds transfer agent. |
Delegated Discretionary Accounts may be established as long as such account is approved by the Global Ethics Office before being established and the Covered Person provides a copy of the managed account agreement and other required information to the Global Ethics Office.
2. |
Trade Confirmations and Duplicate Statements. |
Covered Persons shall provide duplicate trade confirmations and account statements for Covered Accounts to the Global Ethics Office or applicable Compliance team.
● |
Covered Accounts maintained with a financial institution on the Designated Broker List or with a full-service broker dealer: Such financial institutions are required to submit the statements electronically. |
● |
All other Covered Accounts: Covered Persons shall direct their financial institution to submit statements electronically to the Global Ethics Office. In the event electronic submission is not an option, Covered Persons shall be personally responsible for submitting statements. The statements shall be provided in a timely manner, but no later than 15 days following a trade or the receipt of a periodic statement. |
3. |
Pre-Clearance of Personal Trades. |
Except as noted below, Covered Persons shall pre-clear all Covered Securities transactions in Covered Accounts via the Compliance Reporting System. For Covered Accounts in which a Covered Person has a beneficial interest but does not exercise control, trade requests shall be submitted either through the Covered Person or by contacting the Global Ethics Office. The Global Ethics Office shall provide the Covered Person with a notification of a decision regarding the trade request. Covered Persons are prohibited from executing a trade in a Covered Account until they are notified by the Global Ethics Office that the trade has been approved. Good until cancelled orders are prohibited.
Approval remains in effect until the end of the business day on which it was granted, unless approval is granted after the close of the trading day (e.g., trading on a foreign market or bond exchange). In that circumstance, approval shall be valid until the close of the market on the following trading day. Covered Persons shall be required to re-submit for approval any trades that are not executed within these time constraints.
8
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Pre-Clearance of Limited Offerings.
Covered Persons shall provide written notification to, and receive approval from, the Global Ethics Office prior to investing in a Limited Offering. The written notification shall include a detailed description of the Limited Offering and the Covered Person may be required to provide other relevant documentation describing the investment (e.g., offering memorandum or private placement memorandum). This process shall not be required for a Limited Offering offered by an Invesco Ltd. Affiliate directly to Covered Persons as such Limited Offerings shall be considered de-facto pre-approved and pre-cleared.
Exemptions from Pre-Clearance.
Purchases or sales of the following are exempt from the pre-clearance requirement:
● |
Covered Securities in a Delegated Discretionary Account; |
● |
Invesco Funds (excluding closed-end Invesco Mutual Funds and Invesco ETFs); |
● |
broad-based unaffiliated ETPs; |
● |
currencies and commodities; |
● |
derivatives of an index of securities, currencies or commodities; and |
● |
securities held for Employees or an Employees Immediate Family Members in Invesco CollegeBound 529 Plans, Invesco Core U.S. 401(k) Plans (excluding elections in the personal choice retirement account) and registered group retirement savings plans offered by an Invesco Ltd. Affiliate. |
Shares purchased through an employee share purchase plan or shares acquired under an equity awards program are also exempt from pre-clearance.
4. |
Trading Restrictions/Prohibitions. |
Blackout Period.
Covered Persons are prohibited from trading any Covered Security in a personal account on a day during which a Client Account has a pending buy or sell order in the same Covered Security.
In addition:
● |
Investment Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading within three trading days before and three trading days after such Client Account transaction; and |
9
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
All other Covered Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading in the same Covered Security within two trading days after such Client Account transaction. |
The blackout period restrictions shall not apply to purchases and sales of a Covered Security that comply with certain specifications (e.g., large market capitalization) as may be determined from time to time by the Global Ethics Office.
Short-Term Trading Restriction.
Covered Persons shall not profit from the purchase and sale, or the sale and purchase, of a Covered Security (or a short sale and cover of the same Covered Security) within 60 calendar days of the trade date of the same Covered Security. Transactions in Invesco Canada Funds are subject to the short-term trading requirements outlined in the applicable prospectus.
This restriction shall apply to all Covered Securities, including those which are exempt from pre-clearance (e.g., Invesco Funds). Transactions in unaffiliated ETPs, currencies, commodities and derivatives (e.g., options and futures) based on an index of securities, currencies and commodities are exempt from the 60-day holding period. This exemption shall not apply to derivatives of individual securities.
If a Covered Person trades a Covered Security within the applicable holding period, the full amount of any profit from the trade, which has not been adjusted to account for applicable taxes or related fees, shall be disgorged to a charity of Invesco Ltd.s choice.
Other Prohibitions.
Covered Persons shall be prohibited from:
● |
trading a Covered Security of an issuer on the applicable Restricted List(s); |
● |
purchasing a Covered Security in an IPO or secondary offering; |
● |
participating in an investment club; |
● |
excessive short-term trading of any open-end Invesco Mutual Fund (excluding money market funds) and/or cash-in-lieu Invesco ETF pursuant to the various limitations outlined in the respective prospectus or other fund disclosure documents; |
● |
engaging in personal trading in Covered Securities that is excessive or that compromises Invesco NAs fiduciary duty to Client Accounts, as determined by the Global Ethics Office in its discretion; and |
● |
for Investment Personnel, effecting short sales of a Covered Security in a Covered Account if a Client Account for which the Investment Person has investment management responsibility has a long position in such Covered Security. |
10
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
5. |
Special Requirements for Transactions in Invesco Ltd. Stock. |
Transactions in Invesco Ltd. stock are subject to the pre-clearance and reporting requirements set forth above. Covered Persons are prohibited from engaging in transactions in publicly traded options such as puts, calls and other derivative securities relating to Invesco Ltd.s securities, on an exchange or any other organized market. Covered Persons should refer to the Global Insider Trading policy whenever they wish to transact in Invesco Ltd. securities in a Covered Account.
6. |
Covered Person Reporting and Periodic Certifications. |
New Hire Requirements:
● |
Initial Report. Within 10 calendar days of becoming subject to the Code, each Covered Person shall be required to submit an Initial Holdings Report to the Global Ethics Office, regardless of whether the Covered Person has any Covered Securities to report. The report shall contain the following information, which must be current within 45 calendar days of becoming a Covered Person: |
○ |
a list of all Covered Securities including the name, the number of shares (for equity securities) or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the security identifier (CUSIP, symbol, etc.) for each Covered Security; |
○ |
a list of the Covered Persons Covered Accounts, which shall generally include the name of the financial institution with which the Covered Person maintains a Covered Account, the date the account was established and the account number; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Disclosure of Covered Accounts. Within 90 calendar days of becoming subject to the Code, Covered Persons shall be required to establish their Covered Accounts in accordance with the requirements set forth in Covered Account Requirements. |
● |
New Hire Certification. Within 30 calendar days of becoming subject to the Code, Covered Persons shall be required to review and certify to the Code via the Compliance Reporting System. |
Ongoing Requirements:
● |
New Covered Accounts. Covered Persons shall report a new Covered Account via the Compliance Reporting System within 30 calendar days of opening the account. |
11
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
Quarterly Transaction Report. Covered Persons shall complete a Quarterly Transaction Report via the Compliance Reporting System within 30 calendar days after each quarter end, whether or not they executed transactions during the quarter. The Quarterly Transaction Report shall include the following information: |
○ |
the date of all transactions in that quarter, the Covered Security name, the number of shares (for equity securities), or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the nature of the transaction (buy, sell, etc.); |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the price of the Covered Security at which the transaction was executed; |
○ |
the name of the broker-dealer or bank executing the transaction; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
Covered Persons are not required to include the following:
○ |
transactions in a Limited Offering that has been previously disclosed to, and approved by, the Global Ethics Office; |
○ |
transactions in an automatic investment plan/pre-authorized chequing plan/dividend reinvestment plan/payroll deduction or made on behalf of an Employee in the ICL Sponsored GWL Group Retirement Savings Plan; |
○ |
transactions executed in a Delegated Discretionary Account; |
○ |
transactions executed in Covered Securities that are either: |
◾ |
directly with an affiliated transfer agent; or |
◾ |
in the Covered Persons registered group retirement savings plan (including transactions made on behalf of the Covered Person in the ICL sponsored GWL Group Retirement Savings Plan) or Invesco Core US 401(k) Plan. |
● |
Annual Holdings Report. At least annually, Covered Persons shall submit an Annual Holdings Report via the Compliance Reporting System and include the following information (which must be current within 45 calendar days of the date the report is submitted): |
○ |
a list of all Covered Security holdings, including the Covered Security name, the number of shares (for equities); or the interest rate and maturity date (if applicable) and principal amount (for debt securities) for each Covered Security; |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the name of the broker-dealer or bank with or through which a Covered Account is held; |
12
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
○ |
with respect to any non-public Covered Security owned by the Covered Person, a statement indicating whether the issuer has changed its name or publicly issued securities during such calendar year; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Annual/Ad-Hoc Certification. At least annually, Covered Persons shall certify via the Compliance Reporting System that they have read, understand and complied with the Code. Such certification shall also be required within 30 calendar days following any material changes to the Code. |
Attached as Exhibit B is an Overview of Personal Trading Requirements that provides a summary of certain requirements set forth under this Code. The Overview is not meant to serve as a replacement for reading the Code.
V. |
APPLICABILITY OF CODE TO INDEPENDENT DIRECTORS/TRUSTEES OF THE INVESCO MUTUAL FUNDS, INVESCO ETFS AND INVESCO CANADA FUNDS. |
Independent Directors/Trustees on the Invesco ETF Board: are excluded from this Code and are subject to the Code of Ethics Adopted by the Invesco Family of ETFs.
Independent Directors/Trustees on the Invesco Mutual Fund Board: are excluded from this Code and are subject to the Code of Ethics for Trustees of the Invesco Mutual Funds.
Independent Directors/Trustees on the Invesco Canada Fund Board: are subject to this Code but not the pre-clearance and reporting requirements of this Code.
VI. |
VIOLATIONS AND SANCTIONS. |
Covered Persons shall report violations and potential violations of this Code to the Global Ethics Office or the applicable CCO (or his or her delegate).
Violations and potential violations of the Code are investigated by the Global Ethics Office. If a determination is made that a Covered Person has violated the Code, a sanction may be imposed. Sanctions vary based on the severity of the violation(s) and include, but are not limited to:
● |
a letter of education; |
● |
reversal of trades processed in violation of the Code; |
● |
suspension, demotion or change in Covered Person responsibilities; |
● |
termination of employment; |
● |
prohibition of personal trading abilities; |
13
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
disgorgement of profits earned in the Code violation; |
● |
referral to civil or criminal authorities, where appropriate; or |
● |
any other sanction, as may be determined by the Global Ethics Office, CCO and/or applicable governance committee. |
The Global Ethics Office maintains internal procedures regarding the violation investigation, sanction determination and sanction enforcement process.
In mitigating or eliminating certain conflicts of interest that arise in connection with a Covered Persons personal trading, a Covered Person may be required to sell a Covered Security that was previously approved. In the event the sale results in a loss, the Covered Person will not be entitled to reimbursement for such loss. In the event of a gain, the Covered Person may be required to disgorge any profit.
VII. |
CODE ADMINISTRATION. |
In general, the Global Ethics Office shall be responsible for the administration and oversight of the Code and shall be responsible for:
● |
providing Covered Persons with the Code and ensuring that Covered Persons submit the required certifications and reports required under the Code; |
● |
reviewing the personal trading activities of Covered Persons to identify potential or actual violations of the Code and promptly investigating such matters to resolve and make the appropriate remediations, if needed; and |
● |
promptly reporting any violations of the Code in writing to the applicable CCO. |
In very limited circumstances, certain exceptions to any provision of the Code may be granted on a case by case basis by the applicable CCO or his or her delegate. Such exceptions shall be documented in writing by the Global Ethics Office.
Any questions regarding this Code should be directed to the Global Ethics Office, which may be contacted using the Global Ethics Office support portal via the intranet or via 1.877.331.CODE [2633].
VIII. |
REPORTING. |
ICL Boards/Committees. At least quarterly, the CCO shall inform the Invesco Canada Funds Independent Review Committee of violations, sanctions imposed, material changes and any other information as may be requested from time to time relating to the Code and for the relevant review period.
14
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Invesco Mutual Funds Board and Invesco ETF Board.
● |
Quarterly: At least quarterly, each applicable CCO shall furnish a written report to the applicable Board regarding material violations of the Code by Covered Persons. |
● |
Annually: No less frequently than annually, each applicable CCO shall furnish a written report to the applicable Board that describes significant issues arising under the Code since the last report to the Board, including information about material violations of the Code and sanctions imposed in response to material violations. The CCO shall certify that the applicable NA Adviser to the Invesco Mutual Funds and Invesco ETFs has adopted procedures reasonably designed to prevent Covered Persons from violating the Code. At this time, the Board shall also review the current Code. |
● |
Material Changes to Code. The applicable Committee/Boards mentioned in section VIII of this Code shall approve any material changes made to the Code either prior to implementing such change or no later than six months after the change is implemented. |
15
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT A
The Code of Ethics and Personal Trading Policy for North America shall apply to the following entities (collectively referred to as Invesco NA):
SEC registered investment advisers (referred to individually and collectively in the Code as Invesco NA Adviser)
● |
HarbourView Asset Management Corporation |
● |
Invesco Advisers, Inc. |
● |
Invesco Canada Ltd. |
● |
Invesco Capital Management LLC |
● |
Invesco Private Capital, Inc. |
● |
Invesco Senior Secured Management, Inc. |
● |
Jemstep, Inc. |
● |
OC Private Capital, LLC |
● |
OFI Private Investments Inc |
● |
OppenheimerFunds, Inc. |
● |
SNW Asset Management LLC |
● |
WL Ross & Co, LLC |
SEC and FINRA registered broker-dealers
● |
Invesco Capital Markets, Inc. |
● |
Invesco Distributors, Inc. |
● |
OppenheimerFunds Distributor, Inc. |
Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds (as defined in the Code)
Unit investment trusts sponsored by an Invesco NA Adviser
SEC registered transfer agent: Invesco Investment Services, Inc.
Texas chartered trust company: Invesco Trust Company
16
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT B
OVERVIEW OF PERSONAL TRADING REQUIREMENTS
Below are some, but not all, of the common investment instruments and key actions
required of Covered Persons under the Code.
Security Type | Pre-Clearance | Reporting |
60-Day Profit
Limit Restriction |
|||||
Funds |
||||||||
Invesco Mutual Funds |
No | Yes | Yes | |||||
Invesco Canada Funds |
Yes | Yes | Subject to prospectus requirements | |||||
Invesco QQQ Trust or the BLDRS Index Fund Trust |
Yes | Yes | Yes | |||||
Closed-end funds (both affiliated and unaffiliated) |
Yes | Yes | Yes | |||||
Unaffiliated open-end mutual funds |
No | No | No | |||||
Equities |
||||||||
Common Stocks |
Yes | Yes | Yes | |||||
Equity Initial Public Offerings (IPOs) |
Prohibited | Prohibited | N/A | |||||
Preferred Stock |
Yes | Yes | Yes | |||||
Derivatives |
||||||||
Futures, Swaps and Options not based on an index of securities, currencies or commodities (e.g., individual securities, exchange traded products, etc.) |
Yes | Yes | Yes | |||||
Futures, Swaps and Options based on an index of securities, currencies, and commodities. |
No | Yes | No | |||||
Fixed Income/Bonds |
||||||||
US Treasury |
No | No | No | |||||
Certificates of Deposit |
No | No | No | |||||
Money Market Funds |
No | No | No | |||||
Municipal Bond |
Yes | Yes | Yes | |||||
Corporate Bond |
Yes | Yes | Yes | |||||
Exchange-Traded Products (i.e., ETFs, ETCs and ETNs) |
||||||||
Affiliated ETPs |
Yes | Yes | Yes | |||||
Unaffiliated ETFs with a limited number of underlying securities (20 or less) that include Covered Securities |
Yes | Yes | Yes | |||||
Unaffiliated ETFs that mirror one equity or have a heavy weighting in one equity (heavy weighting: 25% in an individual issuer) |
Yes | Yes | Yes |
17
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
18
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
CODE OF ETHICS AND PERSONAL TRADING POLICY
FOR NORTH AMERICA
Applicable To |
● All Covered Persons (as defined below) ● All entities listed on Exhibit A (collectively, Invesco NA) |
|
Departments Impacted | Global Ethics Office | |
Risk Addressed by Policy | Clients are harmed because of a Covered Persons conflict of interest, violation of fiduciary duties or fraudulent/deceptive personal trading activities. | |
Relevant Law & Related Resources |
● Rule 17j-1 under the Investment Company Act (Rule 17j-1) ● Rule 204A-1 under the Investment Advisers Act (Rule 204A-1) ● Ontario Securities Commission: National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) |
|
Approved By |
● Invesco Mutual Funds Board: ● Invesco ETF Board: ● Invesco Canada Limited (ICL) Board: |
|
Effective Date | January 2020 |
I. |
BACKGROUND. |
This Code of Ethics and Personal Trading Policy for North America (the Code) requires that Covered Persons (as defined below) adhere to high standards of ethical conduct and act with integrity in accordance with their fiduciary duties. The Code is intended to comply with the requirements of Rule 204A-1, Rule 17j-1 and NI 31-103.
Rule 204A-1 and Rule 17j-1 require, among other things, the adoption and enforcement of a written code of ethics that:
● |
sets forth required standards of business conduct and reflects the fiduciary duty owed to clients; |
● |
requires Covered Persons to conduct themselves in compliance with applicable laws and regulations; |
● |
prohibits conduct that constitutes fraud, deceit or any other manipulative practice with respect to a client; and |
● |
establishes policies and procedures that: |
○ |
are reasonably designed to detect and prevent activities which are or could be perceived as violating a fiduciary duty, breaching confidentiality obligations or creating a conflict of interest; |
○ |
prohibit the misuse of Material Non-public Information; and |
○ |
require Covered Persons to avoid conflicts of interest arising from personal trading activities. |
1
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
NI 31-103 requires registrants to establish, maintain and apply policies and procedures that establish a system of controls to comply with securities legislation, including, but not limited to, the management of conflicts of interest matters, which may include Covered Persons personal trading activities.
II. |
STANDARDS OF BUSINESS CONDUCT AND FIDUCIARY DUTIES. |
Each Invesco NA Adviser has a fiduciary relationship with respect to each of their Client Accounts. As such, Covered Persons shall:
● |
place the interests of clients ahead of their personal interests; |
● |
conduct their personal trading in a manner consistent with this Code and other applicable policies to avoid any actual or potential conflicts of interest, or any abuse of position of trust and responsibility; |
● |
comply with applicable rules and regulations; and |
● |
keep all MNPI (as defined below) confidential. |
Invesco NA and all Covered Persons are prohibited from:
● |
profiting personally by using MNPI and disclosing MNPI to any person (except as may be permitted by law or in accordance with applicable policies); |
● |
employing any device, scheme or artifice to defraud any Client Account; |
● |
making an untrue statement of a material fact or omitting to state a material fact to a client that, in light of the circumstances under which they are made, are necessary to make the statement non-misleading; |
● |
engaging in any act, practice or course of business that operates or would operate as a fraud or deceit to a Client Account; or |
● |
engaging in any manipulative practice with respect to a Client Account or securities (including price manipulation). |
Invesco NA maintains other compliance policies that may be directly applicable to a Covered Persons specific responsibilities and duties and that address additional standard of conducts for employees. These policies are available on the Invesco Ltd. intranet site and include, but are not limited to:
● Global Code of Conduct ● Global Insider Trading ● Global Fraud Escalation ● Global Political Contributions |
● Activities Outside of Invesco (US Covered Persons) ● Outside Activities (ICL Covered Persons) ● Global Gifts and Entertainment ● Code of Ethics for Trustees of the Invesco Mutual Funds |
2
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
III. |
DEFINITIONS. |
Beneficial Interest or Beneficial Ownership means the opportunity, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, to share at any time in any economic interest or profit derived from ownership of, or a transaction in, a Covered Security.
A Covered Person is deemed to have a Beneficial Interest or Ownership in any:
● |
Covered Security held in an account registered in the name of the Covered Person or jointly with others (e.g., joint accounts, spousal accounts, partnerships, trusts and controlling interests in corporations). For purposes of this definition, controlling means the power to exercise influence over the management or policies of a company, unless such power is solely the result of an official position with the company; |
● |
Covered Security held in an account registered in the name of a Covered Persons Immediate Family Member, friend or any other third-party for which the Covered Person: (i) acts as trustee, executor, or guardian or provides investment or any other advice; or (ii) has any form of discretion or authority; and |
● |
interest(s) held by the Covered Person in a general or limited partnership or limited liability company. |
Covered Persons should contact the Global Ethics Office in the event they have questions relating to whether they have Beneficial Interest in a Covered Security.
Client Account means an Invesco Fund, a separately managed account, a personal trust or estate, an employee benefit trust or any other account for which an Invesco NA Adviser provides investment advisory or sub-advisory services.
Compliance Reporting System means any third party, web-based application utilized by Covered Persons for personal trading reporting, as required under this Code (e.g., Star Compliance).
Covered Account means any account that holds or may hold a Covered Security, such as any:
● |
account in the Covered Persons name; |
● |
joint or tenant-in-common account in which the Covered Person has an interest or is a participant; |
● |
account for which a Covered Person acts as trustee, executor or custodian; and |
3
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
account over which a Covered Person has investment discretion or has the power (whether or not exercised) to direct the acquisition or disposition of Covered Securities (other than a Client Account that the Covered Person manages or over which they have investment discretion). It is presumed that a Covered Person can control accounts held by Immediate Family Members. |
Covered Person means:
● |
an Employee; |
● |
any director or officer, or full-time or part-time Employee of an Invesco Ltd. Affiliate who is located in North America and is not otherwise subject to another Invesco Ltd. Affiliates code of ethics; |
● |
any individual who is not an Employee, but who is conducting business on behalf of an Invesco Ltd. Affiliate and has access to the firms internal network systems; |
● |
any person meeting the definition of Access Person, as defined in Rule 17j-1 or Rule 204A-1; or |
● |
anyone who, in the discretion of the Global Ethics Office, is deemed to be a Covered Person subject to the requirements of this Code. |
Any person that is subject to either the Code of Ethics for Trustees of the Invesco Mutual Funds or the Code of Ethics Adopted by the Invesco Family of ETFs shall be excluded from, and need not comply with, this Code. As indicated in section V of the Code, this includes the applicable Independent Directors/Trustees.
With respect to the personal trading requirements of this Code, Independent Directors/Trustees of the Invesco Canada Funds shall only be subject to the provisions set forth under section V of this Code.
Covered Security means, unless otherwise exempt from the definition as set forth below:
● |
generally any: (i) investment, instrument, asset or holding (whether publicly or privately traded); (ii) Exchange Traded Product (as defined below); (iii) closed-end fund; and (iv) option, future, forward contract, listed depositary receipt (e.g., American Depositary Receipt, American Depositary Share, Global Depositary Receipt) or other obligation involving securities, a commodity, or an index thereof (including an instrument whose value is derived or based on any of the above (a derivative)); |
● |
any Invesco Fund; |
● |
any security or instrument that can be traded by an Invesco Ltd. Affiliate on behalf of a client; and |
● |
any instrument that is convertible or exchangeable into a Covered Security or which confers a right to purchase a Covered Security. |
4
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
The following securities are exempt from the definition of Covered Security:
● |
direct obligations of the U.S. government or Canadian government, or their respective agencies, instrumentalities and government-sponsored enterprises; |
● |
bankers acceptances, bank certificates of deposit, commercial paper or high quality short-term debt instruments (including repurchase agreements); |
● |
shares of unaffiliated open-end mutual funds (including shares of a money market fund or shares of a unit investment trust that invests exclusively in open-end mutual funds); |
● |
any unit investment trust (including those advised or sub-advised by an Invesco NA Adviser). Notwithstanding the foregoing, any shares of any series of the Invesco QQQ Trust or the BLDRS Index Fund Trust shall be considered a Covered Security; |
● |
principal-protected or linked-note investment products; |
● |
certain qualified tuition programs established pursuant to Section 529 of the Internal Revenue Code of 1986, as amended (529 Plans); or |
● |
physical commodities (including foreign currencies). |
Delegated Discretionary Account means an account for which a Covered Person has written evidence that decision-making authority has been completely relinquished to a professional money manager who is not an Immediate Family Member or not otherwise subject to this Code and over which the Covered Person has no direct or indirect influence or control. Notwithstanding the foregoing, the Covered Person shall be permitted to establish overall investment objectives and investment guidelines for the manager, such as indicating industries or types of securities in which the Covered Person wishes to invest.
Designated Broker List means the list of financial institutions where a Covered Person may maintain a Covered Account.
Employee means an individual who serves as a director or officer of an Invesco NA entity or who is employed on a full-time or part-time basis by an Invesco NA entity or subsidiary thereof. For purposes of this Code, the term Employee also includes the Employees Immediate Family Members.
Exchange Traded Product or ETP means a security traded on an exchange that tracks an underlying security, index or financial instrument. The term ETP includes, among other things, exchange traded funds (ETFs), exchange-traded notes (ETNs) and exchange-traded commodities (ETCs), but excludes actively managed ETFs.
Global Ethics Office means the team within Compliance that is responsible for monitoring conflicts in connection with employee personal trading, political contributions, outside business activities and gifts and entertainment.
5
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Immediate Family Member means a Covered Persons spouse (including a domestic partner or other equivalent), child, stepchild, parent, stepparent, sibling, mother-in-law, father-in-law, daughter-in-law, brother-in-law or sister-in law who share the Covered Persons household. Covered Persons shall contact the Global Ethics Office if they believe that a family member should be excluded from this definition.
Independent Director/Trustee means any director or trustee of an; (i) Invesco Mutual Fund or Invesco ETF who is not an interested person (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund or Invesco ETF; or (ii) Invesco Canada Fund or member of the Invesco Canada Funds Advisory Board who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NAs day-to-day activities beyond the scope of his or her duties as director/trustee.
Initial Public Offering or IPO means: (i) any Covered Security which is being offered for the first time on a recognized stock exchange; or (ii) an offering of securities registered under the Securities Act, the issuer of which immediately before such registration was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended or foreign regulatory equivalents thereof.
Invesco Canada Funds means the Invesco Funds domiciled in Canada.
Invesco ETFs means the series of exchange traded funds advised by Invesco Capital Management, LLC and registered under the Investment Company Act.
Invesco Fund means any pooled investment vehicle or other proprietary investment product advised or sub-advised by an Invesco Ltd. Affiliate. The term Invesco Fund includes Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds.
Invesco Ltd. means the company whose shares are publicly traded on the New York Stock Exchange with the ticker symbol IVZ. Invesco Ltd. is the parent company of the Invesco Ltd. Affiliates.
Invesco Ltd. Affiliate means any direct or indirect subsidiary of Invesco Ltd.
Invesco Mutual Funds means the family of open-end and closed-end investment companies advised by Invesco Advisers, Inc. and registered under the Investment Company Act.
Invesco NA means, collectively, the entities set forth in Exhibit A.
Invesco NA Adviser means, collectively, the SEC registered investment advisers set forth in Exhibit A.
6
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Investment Advisers Act means the U.S. Investment Advisers Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Company Act means the U.S. Investment Company Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Person generally means a Covered Person who:
● |
as part of his or her regular functions or duties makes or participates in making recommendations regarding the purchase or sale of securities in a Client Account (e.g., portfolio managers, securities analyst or traders); or |
● |
works directly with or is in the same department/investment team as a portfolio manager and is likely to be exposed to sensitive information relating to those Client Accounts for which the portfolio manager has responsibility (including those who serve an administrative function). |
Limited Offering means an offering of securities that is not part of a registered offering under Section 5 of the Securities Act, including but not limited to those offered pursuant to Section 4(a)(2), 4(a)(5) and 4(a)(6) (e.g., private placements, private funds and hedge funds).
MNPI or Material Non-public Information means information not known to the public that may, if disclosed, have a significant impact on the price of a financial instrument and that a reasonable investor would likely consider relevant or important when making an investment decision.
Restricted List means the list of issuers for which Covered Persons or an Invesco NA entity may be in possession of MNPI.
Securities Act means the U.S. Securities Act of 1933, as amended, and the rules and regulations adopted thereunder.
IV. |
PERSONAL TRADING REQUIREMENTS. |
1. |
Covered Account Requirements. |
Covered Accounts Maintained in the U.S. or India shall be maintained:
● |
with a financial institution on the Designated Broker List (which may be accessed via the Compliance Reporting System); |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; or |
● |
for U.S. only, with any full-service broker dealer. |
7
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Open-End Invesco Mutual Funds shall be held:
● |
in an account maintained with a financial institution on the Designated Broker List; |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; |
● |
in the Covered Persons Invesco 401(k) or Invesco CollegeBound 529 plan; or |
● |
directly with the open-end Invesco Mutual Funds transfer agent. |
Delegated Discretionary Accounts may be established as long as such account is approved by the Global Ethics Office before being established and the Covered Person provides a copy of the managed account agreement and other required information to the Global Ethics Office.
2. |
Trade Confirmations and Duplicate Statements. |
Covered Persons shall provide duplicate trade confirmations and account statements for Covered Accounts to the Global Ethics Office or applicable Compliance team.
● |
Covered Accounts maintained with a financial institution on the Designated Broker List or with a full-service broker dealer: Such financial institutions are required to submit the statements electronically. |
● |
All other Covered Accounts: Covered Persons shall direct their financial institution to submit statements electronically to the Global Ethics Office. In the event electronic submission is not an option, Covered Persons shall be personally responsible for submitting statements. The statements shall be provided in a timely manner, but no later than 15 days following a trade or the receipt of a periodic statement. |
3. |
Pre-Clearance of Personal Trades. |
Except as noted below, Covered Persons shall pre-clear all Covered Securities transactions in Covered Accounts via the Compliance Reporting System. For Covered Accounts in which a Covered Person has a beneficial interest but does not exercise control, trade requests shall be submitted either through the Covered Person or by contacting the Global Ethics Office. The Global Ethics Office shall provide the Covered Person with a notification of a decision regarding the trade request. Covered Persons are prohibited from executing a trade in a Covered Account until they are notified by the Global Ethics Office that the trade has been approved. Good until cancelled orders are prohibited.
Approval remains in effect until the end of the business day on which it was granted, unless approval is granted after the close of the trading day (e.g., trading on a foreign market or bond exchange). In that circumstance, approval shall be valid until the close of the market on the following trading day. Covered Persons shall be required to re-submit for approval any trades that are not executed within these time constraints.
8
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Pre-Clearance of Limited Offerings.
Covered Persons shall provide written notification to, and receive approval from, the Global Ethics Office prior to investing in a Limited Offering. The written notification shall include a detailed description of the Limited Offering and the Covered Person may be required to provide other relevant documentation describing the investment (e.g., offering memorandum or private placement memorandum). This process shall not be required for a Limited Offering offered by an Invesco Ltd. Affiliate directly to Covered Persons as such Limited Offerings shall be considered de-facto pre-approved and pre-cleared.
Exemptions from Pre-Clearance.
Purchases or sales of the following are exempt from the pre-clearance requirement:
● |
Covered Securities in a Delegated Discretionary Account; |
● |
Invesco Funds (excluding closed-end Invesco Mutual Funds and Invesco ETFs); |
● |
broad-based unaffiliated ETPs; |
● |
currencies and commodities; |
● |
derivatives of an index of securities, currencies or commodities; and |
● |
securities held for Employees or an Employees Immediate Family Members in Invesco CollegeBound 529 Plans, Invesco Core U.S. 401(k) Plans (excluding elections in the personal choice retirement account) and registered group retirement savings plans offered by an Invesco Ltd. Affiliate. |
Shares purchased through an employee share purchase plan or shares acquired under an equity awards program are also exempt from pre-clearance.
4. |
Trading Restrictions/Prohibitions. |
Blackout Period.
Covered Persons are prohibited from trading any Covered Security in a personal account on a day during which a Client Account has a pending buy or sell order in the same Covered Security.
In addition:
● |
Investment Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading within three trading days before and three trading days after such Client Account transaction; and |
9
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
All other Covered Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading in the same Covered Security within two trading days after such Client Account transaction. |
The blackout period restrictions shall not apply to purchases and sales of a Covered Security that comply with certain specifications (e.g., large market capitalization) as may be determined from time to time by the Global Ethics Office.
Short-Term Trading Restriction.
Covered Persons shall not profit from the purchase and sale, or the sale and purchase, of a Covered Security (or a short sale and cover of the same Covered Security) within 60 calendar days of the trade date of the same Covered Security. Transactions in Invesco Canada Funds are subject to the short-term trading requirements outlined in the applicable prospectus.
This restriction shall apply to all Covered Securities, including those which are exempt from pre-clearance (e.g., Invesco Funds). Transactions in unaffiliated ETPs, currencies, commodities and derivatives (e.g., options and futures) based on an index of securities, currencies and commodities are exempt from the 60-day holding period. This exemption shall not apply to derivatives of individual securities.
If a Covered Person trades a Covered Security within the applicable holding period, the full amount of any profit from the trade, which has not been adjusted to account for applicable taxes or related fees, shall be disgorged to a charity of Invesco Ltd.s choice.
Other Prohibitions.
Covered Persons shall be prohibited from:
● |
trading a Covered Security of an issuer on the applicable Restricted List(s); |
● |
purchasing a Covered Security in an IPO or secondary offering; |
● |
participating in an investment club; |
● |
excessive short-term trading of any open-end Invesco Mutual Fund (excluding money market funds) and/or cash-in-lieu Invesco ETF pursuant to the various limitations outlined in the respective prospectus or other fund disclosure documents; |
● |
engaging in personal trading in Covered Securities that is excessive or that compromises Invesco NAs fiduciary duty to Client Accounts, as determined by the Global Ethics Office in its discretion; and |
● |
for Investment Personnel, effecting short sales of a Covered Security in a Covered Account if a Client Account for which the Investment Person has investment management responsibility has a long position in such Covered Security. |
10
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
5. |
Special Requirements for Transactions in Invesco Ltd. Stock. |
Transactions in Invesco Ltd. stock are subject to the pre-clearance and reporting requirements set forth above. Covered Persons are prohibited from engaging in transactions in publicly traded options such as puts, calls and other derivative securities relating to Invesco Ltd.s securities, on an exchange or any other organized market. Covered Persons should refer to the Global Insider Trading policy whenever they wish to transact in Invesco Ltd. securities in a Covered Account.
6. |
Covered Person Reporting and Periodic Certifications. |
New Hire Requirements:
● |
Initial Report. Within 10 calendar days of becoming subject to the Code, each Covered Person shall be required to submit an Initial Holdings Report to the Global Ethics Office, regardless of whether the Covered Person has any Covered Securities to report. The report shall contain the following information, which must be current within 45 calendar days of becoming a Covered Person: |
○ |
a list of all Covered Securities including the name, the number of shares (for equity securities) or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the security identifier (CUSIP, symbol, etc.) for each Covered Security; |
○ |
a list of the Covered Persons Covered Accounts, which shall generally include the name of the financial institution with which the Covered Person maintains a Covered Account, the date the account was established and the account number; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Disclosure of Covered Accounts. Within 90 calendar days of becoming subject to the Code, Covered Persons shall be required to establish their Covered Accounts in accordance with the requirements set forth in Covered Account Requirements. |
● |
New Hire Certification. Within 30 calendar days of becoming subject to the Code, Covered Persons shall be required to review and certify to the Code via the Compliance Reporting System. |
Ongoing Requirements:
● |
New Covered Accounts. Covered Persons shall report a new Covered Account via the Compliance Reporting System within 30 calendar days of opening the account. |
11
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
Quarterly Transaction Report. Covered Persons shall complete a Quarterly Transaction Report via the Compliance Reporting System within 30 calendar days after each quarter end, whether or not they executed transactions during the quarter. The Quarterly Transaction Report shall include the following information: |
○ |
the date of all transactions in that quarter, the Covered Security name, the number of shares (for equity securities), or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the nature of the transaction (buy, sell, etc.); |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the price of the Covered Security at which the transaction was executed; |
○ |
the name of the broker-dealer or bank executing the transaction; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
Covered Persons are not required to include the following:
○ |
transactions in a Limited Offering that has been previously disclosed to, and approved by, the Global Ethics Office; |
○ |
transactions in an automatic investment plan/pre-authorized chequing plan/dividend reinvestment plan/payroll deduction or made on behalf of an Employee in the ICL Sponsored GWL Group Retirement Savings Plan; |
○ |
transactions executed in a Delegated Discretionary Account; |
○ |
transactions executed in Covered Securities that are either: |
◾ |
directly with an affiliated transfer agent; or |
◾ |
in the Covered Persons registered group retirement savings plan (including transactions made on behalf of the Covered Person in the ICL sponsored GWL Group Retirement Savings Plan) or Invesco Core US 401(k) Plan. |
● |
Annual Holdings Report. At least annually, Covered Persons shall submit an Annual Holdings Report via the Compliance Reporting System and include the following information (which must be current within 45 calendar days of the date the report is submitted): |
○ |
a list of all Covered Security holdings, including the Covered Security name, the number of shares (for equities); or the interest rate and maturity date (if applicable) and principal amount (for debt securities) for each Covered Security; |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the name of the broker-dealer or bank with or through which a Covered Account is held; |
12
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
○ |
with respect to any non-public Covered Security owned by the Covered Person, a statement indicating whether the issuer has changed its name or publicly issued securities during such calendar year; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Annual/Ad-Hoc Certification. At least annually, Covered Persons shall certify via the Compliance Reporting System that they have read, understand and complied with the Code. Such certification shall also be required within 30 calendar days following any material changes to the Code. |
Attached as Exhibit B is an Overview of Personal Trading Requirements that provides a summary of certain requirements set forth under this Code. The Overview is not meant to serve as a replacement for reading the Code.
V. |
APPLICABILITY OF CODE TO INDEPENDENT DIRECTORS/TRUSTEES OF THE INVESCO MUTUAL FUNDS, INVESCO ETFS AND INVESCO CANADA FUNDS. |
Independent Directors/Trustees on the Invesco ETF Board: are excluded from this Code and are subject to the Code of Ethics Adopted by the Invesco Family of ETFs.
Independent Directors/Trustees on the Invesco Mutual Fund Board: are excluded from this Code and are subject to the Code of Ethics for Trustees of the Invesco Mutual Funds.
Independent Directors/Trustees on the Invesco Canada Fund Board: are subject to this Code but not the pre-clearance and reporting requirements of this Code.
VI. |
VIOLATIONS AND SANCTIONS. |
Covered Persons shall report violations and potential violations of this Code to the Global Ethics Office or the applicable CCO (or his or her delegate).
Violations and potential violations of the Code are investigated by the Global Ethics Office. If a determination is made that a Covered Person has violated the Code, a sanction may be imposed. Sanctions vary based on the severity of the violation(s) and include, but are not limited to:
● |
a letter of education; |
● |
reversal of trades processed in violation of the Code; |
● |
suspension, demotion or change in Covered Person responsibilities; |
● |
termination of employment; |
● |
prohibition of personal trading abilities; |
13
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
disgorgement of profits earned in the Code violation; |
● |
referral to civil or criminal authorities, where appropriate; or |
● |
any other sanction, as may be determined by the Global Ethics Office, CCO and/or applicable governance committee. |
The Global Ethics Office maintains internal procedures regarding the violation investigation, sanction determination and sanction enforcement process.
In mitigating or eliminating certain conflicts of interest that arise in connection with a Covered Persons personal trading, a Covered Person may be required to sell a Covered Security that was previously approved. In the event the sale results in a loss, the Covered Person will not be entitled to reimbursement for such loss. In the event of a gain, the Covered Person may be required to disgorge any profit.
VII. |
CODE ADMINISTRATION. |
In general, the Global Ethics Office shall be responsible for the administration and oversight of the Code and shall be responsible for:
● |
providing Covered Persons with the Code and ensuring that Covered Persons submit the required certifications and reports required under the Code; |
● |
reviewing the personal trading activities of Covered Persons to identify potential or actual violations of the Code and promptly investigating such matters to resolve and make the appropriate remediations, if needed; and |
● |
promptly reporting any violations of the Code in writing to the applicable CCO. |
In very limited circumstances, certain exceptions to any provision of the Code may be granted on a case by case basis by the applicable CCO or his or her delegate. Such exceptions shall be documented in writing by the Global Ethics Office.
Any questions regarding this Code should be directed to the Global Ethics Office, which may be contacted using the Global Ethics Office support portal via the intranet or via 1.877.331.CODE [2633].
VIII. |
REPORTING. |
ICL Boards/Committees. At least quarterly, the CCO shall inform the Invesco Canada Funds Independent Review Committee of violations, sanctions imposed, material changes and any other information as may be requested from time to time relating to the Code and for the relevant review period.
14
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Invesco Mutual Funds Board and Invesco ETF Board.
● |
Quarterly: At least quarterly, each applicable CCO shall furnish a written report to the applicable Board regarding material violations of the Code by Covered Persons. |
● |
Annually: No less frequently than annually, each applicable CCO shall furnish a written report to the applicable Board that describes significant issues arising under the Code since the last report to the Board, including information about material violations of the Code and sanctions imposed in response to material violations. The CCO shall certify that the applicable NA Adviser to the Invesco Mutual Funds and Invesco ETFs has adopted procedures reasonably designed to prevent Covered Persons from violating the Code. At this time, the Board shall also review the current Code. |
● |
Material Changes to Code. The applicable Committee/Boards mentioned in section VIII of this Code shall approve any material changes made to the Code either prior to implementing such change or no later than six months after the change is implemented. |
15
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT A
The Code of Ethics and Personal Trading Policy for North America shall apply to the following entities (collectively referred to as Invesco NA):
SEC registered investment advisers (referred to individually and collectively in the Code as Invesco NA Adviser)
● |
HarbourView Asset Management Corporation |
● |
Invesco Advisers, Inc. |
● |
Invesco Canada Ltd. |
● |
Invesco Capital Management LLC |
● |
Invesco Private Capital, Inc. |
● |
Invesco Senior Secured Management, Inc. |
● |
Jemstep, Inc. |
● |
OC Private Capital, LLC |
● |
OFI Private Investments Inc |
● |
OppenheimerFunds, Inc. |
● |
SNW Asset Management LLC |
● |
WL Ross & Co, LLC |
SEC and FINRA registered broker-dealers
● |
Invesco Capital Markets, Inc. |
● |
Invesco Distributors, Inc. |
● |
OppenheimerFunds Distributor, Inc. |
Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds (as defined in the Code)
Unit investment trusts sponsored by an Invesco NA Adviser
SEC registered transfer agent: Invesco Investment Services, Inc.
Texas chartered trust company: Invesco Trust Company
16
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT B
OVERVIEW OF PERSONAL TRADING REQUIREMENTS
Below are some, but not all, of the common investment instruments and key actions
required of Covered Persons under the Code.
Security Type | Pre-Clearance | Reporting |
60-Day Profit
Limit Restriction |
|||||
Funds |
||||||||
Invesco Mutual Funds |
No | Yes | Yes | |||||
Invesco Canada Funds |
Yes | Yes | Subject to prospectus requirements | |||||
Invesco QQQ Trust or the BLDRS Index Fund Trust |
Yes | Yes | Yes | |||||
Closed-end funds (both affiliated and unaffiliated) |
Yes | Yes | Yes | |||||
Unaffiliated open-end mutual funds |
No | No | No | |||||
Equities |
||||||||
Common Stocks |
Yes | Yes | Yes | |||||
Equity Initial Public Offerings (IPOs) |
Prohibited | Prohibited | N/A | |||||
Preferred Stock |
Yes | Yes | Yes | |||||
Derivatives |
||||||||
Futures, Swaps and Options not based on an index of securities, currencies or commodities (e.g., individual securities, exchange traded products, etc.) |
Yes | Yes | Yes | |||||
Futures, Swaps and Options based on an index of securities, currencies, and commodities. |
No | Yes | No | |||||
Fixed Income/Bonds |
||||||||
US Treasury |
No | No | No | |||||
Certificates of Deposit |
No | No | No | |||||
Money Market Funds |
No | No | No | |||||
Municipal Bond |
Yes | Yes | Yes | |||||
Corporate Bond |
Yes | Yes | Yes | |||||
Exchange-Traded Products (i.e., ETFs, ETCs and ETNs) |
||||||||
Affiliated ETPs |
Yes | Yes | Yes | |||||
Unaffiliated ETFs with a limited number of underlying securities (20 or less) that include Covered Securities |
Yes | Yes | Yes | |||||
Unaffiliated ETFs that mirror one equity or have a heavy weighting in one equity (heavy weighting: 25% in an individual issuer) |
Yes | Yes | Yes |
17
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
18
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
CODE OF ETHICS AND PERSONAL TRADING POLICY
FOR NORTH AMERICA
Applicable To |
● All Covered Persons (as defined below) ● All entities listed on Exhibit A (collectively, Invesco NA) |
|
Departments Impacted | Global Ethics Office | |
Risk Addressed by Policy | Clients are harmed because of a Covered Persons conflict of interest, violation of fiduciary duties or fraudulent/deceptive personal trading activities. | |
Relevant Law & Related Resources |
● Rule 17j-1 under the Investment Company Act (Rule 17j-1) ● Rule 204A-1 under the Investment Advisers Act (Rule 204A-1) ● Ontario Securities Commission: National Instrument 31-103 Registration Requirements, Exemptions and Ongoing Registrant Obligations (NI 31-103) |
|
Approved By |
● Invesco Mutual Funds Board: ● Invesco ETF Board: ● Invesco Canada Limited (ICL) Board: |
|
Effective Date | January 2020 |
I. |
BACKGROUND. |
This Code of Ethics and Personal Trading Policy for North America (the Code) requires that Covered Persons (as defined below) adhere to high standards of ethical conduct and act with integrity in accordance with their fiduciary duties. The Code is intended to comply with the requirements of Rule 204A-1, Rule 17j-1 and NI 31-103.
Rule 204A-1 and Rule 17j-1 require, among other things, the adoption and enforcement of a written code of ethics that:
● |
sets forth required standards of business conduct and reflects the fiduciary duty owed to clients; |
● |
requires Covered Persons to conduct themselves in compliance with applicable laws and regulations; |
● |
prohibits conduct that constitutes fraud, deceit or any other manipulative practice with respect to a client; and |
● |
establishes policies and procedures that: |
○ |
are reasonably designed to detect and prevent activities which are or could be perceived as violating a fiduciary duty, breaching confidentiality obligations or creating a conflict of interest; |
○ |
prohibit the misuse of Material Non-public Information; and |
○ |
require Covered Persons to avoid conflicts of interest arising from personal trading activities. |
1
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
NI 31-103 requires registrants to establish, maintain and apply policies and procedures that establish a system of controls to comply with securities legislation, including, but not limited to, the management of conflicts of interest matters, which may include Covered Persons personal trading activities.
II. |
STANDARDS OF BUSINESS CONDUCT AND FIDUCIARY DUTIES. |
Each Invesco NA Adviser has a fiduciary relationship with respect to each of their Client Accounts. As such, Covered Persons shall:
● |
place the interests of clients ahead of their personal interests; |
● |
conduct their personal trading in a manner consistent with this Code and other applicable policies to avoid any actual or potential conflicts of interest, or any abuse of position of trust and responsibility; |
● |
comply with applicable rules and regulations; and |
● |
keep all MNPI (as defined below) confidential. |
Invesco NA and all Covered Persons are prohibited from:
● |
profiting personally by using MNPI and disclosing MNPI to any person (except as may be permitted by law or in accordance with applicable policies); |
● |
employing any device, scheme or artifice to defraud any Client Account; |
● |
making an untrue statement of a material fact or omitting to state a material fact to a client that, in light of the circumstances under which they are made, are necessary to make the statement non-misleading; |
● |
engaging in any act, practice or course of business that operates or would operate as a fraud or deceit to a Client Account; or |
● |
engaging in any manipulative practice with respect to a Client Account or securities (including price manipulation). |
Invesco NA maintains other compliance policies that may be directly applicable to a Covered Persons specific responsibilities and duties and that address additional standard of conducts for employees. These policies are available on the Invesco Ltd. intranet site and include, but are not limited to:
● Global Code of Conduct ● Global Insider Trading ● Global Fraud Escalation ● Global Political Contributions |
● Activities Outside of Invesco (US Covered Persons) ● Outside Activities (ICL Covered Persons) ● Global Gifts and Entertainment ● Code of Ethics for Trustees of the Invesco Mutual Funds |
2
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
III. |
DEFINITIONS. |
Beneficial Interest or Beneficial Ownership means the opportunity, directly or indirectly, through any contract, arrangement, understanding, relationship or otherwise, to share at any time in any economic interest or profit derived from ownership of, or a transaction in, a Covered Security.
A Covered Person is deemed to have a Beneficial Interest or Ownership in any:
● |
Covered Security held in an account registered in the name of the Covered Person or jointly with others (e.g., joint accounts, spousal accounts, partnerships, trusts and controlling interests in corporations). For purposes of this definition, controlling means the power to exercise influence over the management or policies of a company, unless such power is solely the result of an official position with the company; |
● |
Covered Security held in an account registered in the name of a Covered Persons Immediate Family Member, friend or any other third-party for which the Covered Person: (i) acts as trustee, executor, or guardian or provides investment or any other advice; or (ii) has any form of discretion or authority; and |
● |
interest(s) held by the Covered Person in a general or limited partnership or limited liability company. |
Covered Persons should contact the Global Ethics Office in the event they have questions relating to whether they have Beneficial Interest in a Covered Security.
Client Account means an Invesco Fund, a separately managed account, a personal trust or estate, an employee benefit trust or any other account for which an Invesco NA Adviser provides investment advisory or sub-advisory services.
Compliance Reporting System means any third party, web-based application utilized by Covered Persons for personal trading reporting, as required under this Code (e.g., Star Compliance).
Covered Account means any account that holds or may hold a Covered Security, such as any:
● |
account in the Covered Persons name; |
● |
joint or tenant-in-common account in which the Covered Person has an interest or is a participant; |
● |
account for which a Covered Person acts as trustee, executor or custodian; and |
3
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
account over which a Covered Person has investment discretion or has the power (whether or not exercised) to direct the acquisition or disposition of Covered Securities (other than a Client Account that the Covered Person manages or over which they have investment discretion). It is presumed that a Covered Person can control accounts held by Immediate Family Members. |
Covered Person means:
● |
an Employee; |
● |
any director or officer, or full-time or part-time Employee of an Invesco Ltd. Affiliate who is located in North America and is not otherwise subject to another Invesco Ltd. Affiliates code of ethics; |
● |
any individual who is not an Employee, but who is conducting business on behalf of an Invesco Ltd. Affiliate and has access to the firms internal network systems; |
● |
any person meeting the definition of Access Person, as defined in Rule 17j-1 or Rule 204A-1; or |
● |
anyone who, in the discretion of the Global Ethics Office, is deemed to be a Covered Person subject to the requirements of this Code. |
Any person that is subject to either the Code of Ethics for Trustees of the Invesco Mutual Funds or the Code of Ethics Adopted by the Invesco Family of ETFs shall be excluded from, and need not comply with, this Code. As indicated in section V of the Code, this includes the applicable Independent Directors/Trustees.
With respect to the personal trading requirements of this Code, Independent Directors/Trustees of the Invesco Canada Funds shall only be subject to the provisions set forth under section V of this Code.
Covered Security means, unless otherwise exempt from the definition as set forth below:
● |
generally any: (i) investment, instrument, asset or holding (whether publicly or privately traded); (ii) Exchange Traded Product (as defined below); (iii) closed-end fund; and (iv) option, future, forward contract, listed depositary receipt (e.g., American Depositary Receipt, American Depositary Share, Global Depositary Receipt) or other obligation involving securities, a commodity, or an index thereof (including an instrument whose value is derived or based on any of the above (a derivative)); |
● |
any Invesco Fund; |
● |
any security or instrument that can be traded by an Invesco Ltd. Affiliate on behalf of a client; and |
● |
any instrument that is convertible or exchangeable into a Covered Security or which confers a right to purchase a Covered Security. |
4
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
The following securities are exempt from the definition of Covered Security:
● |
direct obligations of the U.S. government or Canadian government, or their respective agencies, instrumentalities and government-sponsored enterprises; |
● |
bankers acceptances, bank certificates of deposit, commercial paper or high quality short-term debt instruments (including repurchase agreements); |
● |
shares of unaffiliated open-end mutual funds (including shares of a money market fund or shares of a unit investment trust that invests exclusively in open-end mutual funds); |
● |
any unit investment trust (including those advised or sub-advised by an Invesco NA Adviser). Notwithstanding the foregoing, any shares of any series of the Invesco QQQ Trust or the BLDRS Index Fund Trust shall be considered a Covered Security; |
● |
principal-protected or linked-note investment products; |
● |
certain qualified tuition programs established pursuant to Section 529 of the Internal Revenue Code of 1986, as amended (529 Plans); or |
● |
physical commodities (including foreign currencies). |
Delegated Discretionary Account means an account for which a Covered Person has written evidence that decision-making authority has been completely relinquished to a professional money manager who is not an Immediate Family Member or not otherwise subject to this Code and over which the Covered Person has no direct or indirect influence or control. Notwithstanding the foregoing, the Covered Person shall be permitted to establish overall investment objectives and investment guidelines for the manager, such as indicating industries or types of securities in which the Covered Person wishes to invest.
Designated Broker List means the list of financial institutions where a Covered Person may maintain a Covered Account.
Employee means an individual who serves as a director or officer of an Invesco NA entity or who is employed on a full-time or part-time basis by an Invesco NA entity or subsidiary thereof. For purposes of this Code, the term Employee also includes the Employees Immediate Family Members.
Exchange Traded Product or ETP means a security traded on an exchange that tracks an underlying security, index or financial instrument. The term ETP includes, among other things, exchange traded funds (ETFs), exchange-traded notes (ETNs) and exchange-traded commodities (ETCs), but excludes actively managed ETFs.
Global Ethics Office means the team within Compliance that is responsible for monitoring conflicts in connection with employee personal trading, political contributions, outside business activities and gifts and entertainment.
5
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Immediate Family Member means a Covered Persons spouse (including a domestic partner or other equivalent), child, stepchild, parent, stepparent, sibling, mother-in-law, father-in-law, daughter-in-law, brother-in-law or sister-in law who share the Covered Persons household. Covered Persons shall contact the Global Ethics Office if they believe that a family member should be excluded from this definition.
Independent Director/Trustee means any director or trustee of an; (i) Invesco Mutual Fund or Invesco ETF who is not an interested person (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund or Invesco ETF; or (ii) Invesco Canada Fund or member of the Invesco Canada Funds Advisory Board who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NAs day-to-day activities beyond the scope of his or her duties as director/trustee.
Initial Public Offering or IPO means: (i) any Covered Security which is being offered for the first time on a recognized stock exchange; or (ii) an offering of securities registered under the Securities Act, the issuer of which immediately before such registration was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934, as amended or foreign regulatory equivalents thereof.
Invesco Canada Funds means the Invesco Funds domiciled in Canada.
Invesco ETFs means the series of exchange traded funds advised by Invesco Capital Management, LLC and registered under the Investment Company Act.
Invesco Fund means any pooled investment vehicle or other proprietary investment product advised or sub-advised by an Invesco Ltd. Affiliate. The term Invesco Fund includes Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds.
Invesco Ltd. means the company whose shares are publicly traded on the New York Stock Exchange with the ticker symbol IVZ. Invesco Ltd. is the parent company of the Invesco Ltd. Affiliates.
Invesco Ltd. Affiliate means any direct or indirect subsidiary of Invesco Ltd.
Invesco Mutual Funds means the family of open-end and closed-end investment companies advised by Invesco Advisers, Inc. and registered under the Investment Company Act.
Invesco NA means, collectively, the entities set forth in Exhibit A.
Invesco NA Adviser means, collectively, the SEC registered investment advisers set forth in Exhibit A.
6
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Investment Advisers Act means the U.S. Investment Advisers Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Company Act means the U.S. Investment Company Act of 1940, as amended, and the rules and regulations adopted thereunder.
Investment Person generally means a Covered Person who:
● |
as part of his or her regular functions or duties makes or participates in making recommendations regarding the purchase or sale of securities in a Client Account (e.g., portfolio managers, securities analyst or traders); or |
● |
works directly with or is in the same department/investment team as a portfolio manager and is likely to be exposed to sensitive information relating to those Client Accounts for which the portfolio manager has responsibility (including those who serve an administrative function). |
Limited Offering means an offering of securities that is not part of a registered offering under Section 5 of the Securities Act, including but not limited to those offered pursuant to Section 4(a)(2), 4(a)(5) and 4(a)(6) (e.g., private placements, private funds and hedge funds).
MNPI or Material Non-public Information means information not known to the public that may, if disclosed, have a significant impact on the price of a financial instrument and that a reasonable investor would likely consider relevant or important when making an investment decision.
Restricted List means the list of issuers for which Covered Persons or an Invesco NA entity may be in possession of MNPI.
Securities Act means the U.S. Securities Act of 1933, as amended, and the rules and regulations adopted thereunder.
IV. |
PERSONAL TRADING REQUIREMENTS. |
1. |
Covered Account Requirements. |
Covered Accounts Maintained in the U.S. or India shall be maintained:
● |
with a financial institution on the Designated Broker List (which may be accessed via the Compliance Reporting System); |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; or |
● |
for U.S. only, with any full-service broker dealer. |
7
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Open-End Invesco Mutual Funds shall be held:
● |
in an account maintained with a financial institution on the Designated Broker List; |
● |
in a qualified retirement plan that a Covered Person is not legally or unilaterally able to transfer; |
● |
in the Covered Persons Invesco 401(k) or Invesco CollegeBound 529 plan; or |
● |
directly with the open-end Invesco Mutual Funds transfer agent. |
Delegated Discretionary Accounts may be established as long as such account is approved by the Global Ethics Office before being established and the Covered Person provides a copy of the managed account agreement and other required information to the Global Ethics Office.
2. |
Trade Confirmations and Duplicate Statements. |
Covered Persons shall provide duplicate trade confirmations and account statements for Covered Accounts to the Global Ethics Office or applicable Compliance team.
● |
Covered Accounts maintained with a financial institution on the Designated Broker List or with a full-service broker dealer: Such financial institutions are required to submit the statements electronically. |
● |
All other Covered Accounts: Covered Persons shall direct their financial institution to submit statements electronically to the Global Ethics Office. In the event electronic submission is not an option, Covered Persons shall be personally responsible for submitting statements. The statements shall be provided in a timely manner, but no later than 15 days following a trade or the receipt of a periodic statement. |
3. |
Pre-Clearance of Personal Trades. |
Except as noted below, Covered Persons shall pre-clear all Covered Securities transactions in Covered Accounts via the Compliance Reporting System. For Covered Accounts in which a Covered Person has a beneficial interest but does not exercise control, trade requests shall be submitted either through the Covered Person or by contacting the Global Ethics Office. The Global Ethics Office shall provide the Covered Person with a notification of a decision regarding the trade request. Covered Persons are prohibited from executing a trade in a Covered Account until they are notified by the Global Ethics Office that the trade has been approved. Good until cancelled orders are prohibited.
Approval remains in effect until the end of the business day on which it was granted, unless approval is granted after the close of the trading day (e.g., trading on a foreign market or bond exchange). In that circumstance, approval shall be valid until the close of the market on the following trading day. Covered Persons shall be required to re-submit for approval any trades that are not executed within these time constraints.
8
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Pre-Clearance of Limited Offerings.
Covered Persons shall provide written notification to, and receive approval from, the Global Ethics Office prior to investing in a Limited Offering. The written notification shall include a detailed description of the Limited Offering and the Covered Person may be required to provide other relevant documentation describing the investment (e.g., offering memorandum or private placement memorandum). This process shall not be required for a Limited Offering offered by an Invesco Ltd. Affiliate directly to Covered Persons as such Limited Offerings shall be considered de-facto pre-approved and pre-cleared.
Exemptions from Pre-Clearance.
Purchases or sales of the following are exempt from the pre-clearance requirement:
● |
Covered Securities in a Delegated Discretionary Account; |
● |
Invesco Funds (excluding closed-end Invesco Mutual Funds and Invesco ETFs); |
● |
broad-based unaffiliated ETPs; |
● |
currencies and commodities; |
● |
derivatives of an index of securities, currencies or commodities; and |
● |
securities held for Employees or an Employees Immediate Family Members in Invesco CollegeBound 529 Plans, Invesco Core U.S. 401(k) Plans (excluding elections in the personal choice retirement account) and registered group retirement savings plans offered by an Invesco Ltd. Affiliate. |
Shares purchased through an employee share purchase plan or shares acquired under an equity awards program are also exempt from pre-clearance.
4. |
Trading Restrictions/Prohibitions. |
Blackout Period.
Covered Persons are prohibited from trading any Covered Security in a personal account on a day during which a Client Account has a pending buy or sell order in the same Covered Security.
In addition:
● |
Investment Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading within three trading days before and three trading days after such Client Account transaction; and |
9
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
All other Covered Persons with knowledge of trading in a Covered Security for a Client Account are prohibited from personal trading in the same Covered Security within two trading days after such Client Account transaction. |
The blackout period restrictions shall not apply to purchases and sales of a Covered Security that comply with certain specifications (e.g., large market capitalization) as may be determined from time to time by the Global Ethics Office.
Short-Term Trading Restriction.
Covered Persons shall not profit from the purchase and sale, or the sale and purchase, of a Covered Security (or a short sale and cover of the same Covered Security) within 60 calendar days of the trade date of the same Covered Security. Transactions in Invesco Canada Funds are subject to the short-term trading requirements outlined in the applicable prospectus.
This restriction shall apply to all Covered Securities, including those which are exempt from pre-clearance (e.g., Invesco Funds). Transactions in unaffiliated ETPs, currencies, commodities and derivatives (e.g., options and futures) based on an index of securities, currencies and commodities are exempt from the 60-day holding period. This exemption shall not apply to derivatives of individual securities.
If a Covered Person trades a Covered Security within the applicable holding period, the full amount of any profit from the trade, which has not been adjusted to account for applicable taxes or related fees, shall be disgorged to a charity of Invesco Ltd.s choice.
Other Prohibitions.
Covered Persons shall be prohibited from:
● |
trading a Covered Security of an issuer on the applicable Restricted List(s); |
● |
purchasing a Covered Security in an IPO or secondary offering; |
● |
participating in an investment club; |
● |
excessive short-term trading of any open-end Invesco Mutual Fund (excluding money market funds) and/or cash-in-lieu Invesco ETF pursuant to the various limitations outlined in the respective prospectus or other fund disclosure documents; |
● |
engaging in personal trading in Covered Securities that is excessive or that compromises Invesco NAs fiduciary duty to Client Accounts, as determined by the Global Ethics Office in its discretion; and |
● |
for Investment Personnel, effecting short sales of a Covered Security in a Covered Account if a Client Account for which the Investment Person has investment management responsibility has a long position in such Covered Security. |
10
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
5. |
Special Requirements for Transactions in Invesco Ltd. Stock. |
Transactions in Invesco Ltd. stock are subject to the pre-clearance and reporting requirements set forth above. Covered Persons are prohibited from engaging in transactions in publicly traded options such as puts, calls and other derivative securities relating to Invesco Ltd.s securities, on an exchange or any other organized market. Covered Persons should refer to the Global Insider Trading policy whenever they wish to transact in Invesco Ltd. securities in a Covered Account.
6. |
Covered Person Reporting and Periodic Certifications. |
New Hire Requirements:
● |
Initial Report. Within 10 calendar days of becoming subject to the Code, each Covered Person shall be required to submit an Initial Holdings Report to the Global Ethics Office, regardless of whether the Covered Person has any Covered Securities to report. The report shall contain the following information, which must be current within 45 calendar days of becoming a Covered Person: |
○ |
a list of all Covered Securities including the name, the number of shares (for equity securities) or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the security identifier (CUSIP, symbol, etc.) for each Covered Security; |
○ |
a list of the Covered Persons Covered Accounts, which shall generally include the name of the financial institution with which the Covered Person maintains a Covered Account, the date the account was established and the account number; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Disclosure of Covered Accounts. Within 90 calendar days of becoming subject to the Code, Covered Persons shall be required to establish their Covered Accounts in accordance with the requirements set forth in Covered Account Requirements. |
● |
New Hire Certification. Within 30 calendar days of becoming subject to the Code, Covered Persons shall be required to review and certify to the Code via the Compliance Reporting System. |
Ongoing Requirements:
● |
New Covered Accounts. Covered Persons shall report a new Covered Account via the Compliance Reporting System within 30 calendar days of opening the account. |
11
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
Quarterly Transaction Report. Covered Persons shall complete a Quarterly Transaction Report via the Compliance Reporting System within 30 calendar days after each quarter end, whether or not they executed transactions during the quarter. The Quarterly Transaction Report shall include the following information: |
○ |
the date of all transactions in that quarter, the Covered Security name, the number of shares (for equity securities), or the interest rate and maturity date (if applicable) and the principal amount (for debt securities) for each Covered Security; |
○ |
the nature of the transaction (buy, sell, etc.); |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the price of the Covered Security at which the transaction was executed; |
○ |
the name of the broker-dealer or bank executing the transaction; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
Covered Persons are not required to include the following:
○ |
transactions in a Limited Offering that has been previously disclosed to, and approved by, the Global Ethics Office; |
○ |
transactions in an automatic investment plan/pre-authorized chequing plan/dividend reinvestment plan/payroll deduction or made on behalf of an Employee in the ICL Sponsored GWL Group Retirement Savings Plan; |
○ |
transactions executed in a Delegated Discretionary Account; |
○ |
transactions executed in Covered Securities that are either: |
◾ |
directly with an affiliated transfer agent; or |
◾ |
in the Covered Persons registered group retirement savings plan (including transactions made on behalf of the Covered Person in the ICL sponsored GWL Group Retirement Savings Plan) or Invesco Core US 401(k) Plan. |
● |
Annual Holdings Report. At least annually, Covered Persons shall submit an Annual Holdings Report via the Compliance Reporting System and include the following information (which must be current within 45 calendar days of the date the report is submitted): |
○ |
a list of all Covered Security holdings, including the Covered Security name, the number of shares (for equities); or the interest rate and maturity date (if applicable) and principal amount (for debt securities) for each Covered Security; |
○ |
the Covered Security identifier (CUSIP, symbol, etc.); |
○ |
the name of the broker-dealer or bank with or through which a Covered Account is held; |
12
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
○ |
with respect to any non-public Covered Security owned by the Covered Person, a statement indicating whether the issuer has changed its name or publicly issued securities during such calendar year; and |
○ |
the date that the report is submitted by the Covered Person to the Global Ethics Office. |
● |
Annual/Ad-Hoc Certification. At least annually, Covered Persons shall certify via the Compliance Reporting System that they have read, understand and complied with the Code. Such certification shall also be required within 30 calendar days following any material changes to the Code. |
Attached as Exhibit B is an Overview of Personal Trading Requirements that provides a summary of certain requirements set forth under this Code. The Overview is not meant to serve as a replacement for reading the Code.
V. |
APPLICABILITY OF CODE TO INDEPENDENT DIRECTORS/TRUSTEES OF THE INVESCO MUTUAL FUNDS, INVESCO ETFS AND INVESCO CANADA FUNDS. |
Independent Directors/Trustees on the Invesco ETF Board: are excluded from this Code and are subject to the Code of Ethics Adopted by the Invesco Family of ETFs.
Independent Directors/Trustees on the Invesco Mutual Fund Board: are excluded from this Code and are subject to the Code of Ethics for Trustees of the Invesco Mutual Funds.
Independent Directors/Trustees on the Invesco Canada Fund Board: are subject to this Code but not the pre-clearance and reporting requirements of this Code.
VI. |
VIOLATIONS AND SANCTIONS. |
Covered Persons shall report violations and potential violations of this Code to the Global Ethics Office or the applicable CCO (or his or her delegate).
Violations and potential violations of the Code are investigated by the Global Ethics Office. If a determination is made that a Covered Person has violated the Code, a sanction may be imposed. Sanctions vary based on the severity of the violation(s) and include, but are not limited to:
● |
a letter of education; |
● |
reversal of trades processed in violation of the Code; |
● |
suspension, demotion or change in Covered Person responsibilities; |
● |
termination of employment; |
● |
prohibition of personal trading abilities; |
13
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
● |
disgorgement of profits earned in the Code violation; |
● |
referral to civil or criminal authorities, where appropriate; or |
● |
any other sanction, as may be determined by the Global Ethics Office, CCO and/or applicable governance committee. |
The Global Ethics Office maintains internal procedures regarding the violation investigation, sanction determination and sanction enforcement process.
In mitigating or eliminating certain conflicts of interest that arise in connection with a Covered Persons personal trading, a Covered Person may be required to sell a Covered Security that was previously approved. In the event the sale results in a loss, the Covered Person will not be entitled to reimbursement for such loss. In the event of a gain, the Covered Person may be required to disgorge any profit.
VII. |
CODE ADMINISTRATION. |
In general, the Global Ethics Office shall be responsible for the administration and oversight of the Code and shall be responsible for:
● |
providing Covered Persons with the Code and ensuring that Covered Persons submit the required certifications and reports required under the Code; |
● |
reviewing the personal trading activities of Covered Persons to identify potential or actual violations of the Code and promptly investigating such matters to resolve and make the appropriate remediations, if needed; and |
● |
promptly reporting any violations of the Code in writing to the applicable CCO. |
In very limited circumstances, certain exceptions to any provision of the Code may be granted on a case by case basis by the applicable CCO or his or her delegate. Such exceptions shall be documented in writing by the Global Ethics Office.
Any questions regarding this Code should be directed to the Global Ethics Office, which may be contacted using the Global Ethics Office support portal via the intranet or via 1.877.331.CODE [2633].
VIII. |
REPORTING. |
ICL Boards/Committees. At least quarterly, the CCO shall inform the Invesco Canada Funds Independent Review Committee of violations, sanctions imposed, material changes and any other information as may be requested from time to time relating to the Code and for the relevant review period.
14
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
Invesco Mutual Funds Board and Invesco ETF Board.
● |
Quarterly: At least quarterly, each applicable CCO shall furnish a written report to the applicable Board regarding material violations of the Code by Covered Persons. |
● |
Annually: No less frequently than annually, each applicable CCO shall furnish a written report to the applicable Board that describes significant issues arising under the Code since the last report to the Board, including information about material violations of the Code and sanctions imposed in response to material violations. The CCO shall certify that the applicable NA Adviser to the Invesco Mutual Funds and Invesco ETFs has adopted procedures reasonably designed to prevent Covered Persons from violating the Code. At this time, the Board shall also review the current Code. |
● |
Material Changes to Code. The applicable Committee/Boards mentioned in section VIII of this Code shall approve any material changes made to the Code either prior to implementing such change or no later than six months after the change is implemented. |
15
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT A
The Code of Ethics and Personal Trading Policy for North America shall apply to the following entities (collectively referred to as Invesco NA):
SEC registered investment advisers (referred to individually and collectively in the Code as Invesco NA Adviser)
● |
HarbourView Asset Management Corporation |
● |
Invesco Advisers, Inc. |
● |
Invesco Canada Ltd. |
● |
Invesco Capital Management LLC |
● |
Invesco Private Capital, Inc. |
● |
Invesco Senior Secured Management, Inc. |
● |
Jemstep, Inc. |
● |
OC Private Capital, LLC |
● |
OFI Private Investments Inc |
● |
OppenheimerFunds, Inc. |
● |
SNW Asset Management LLC |
● |
WL Ross & Co, LLC |
SEC and FINRA registered broker-dealers
● |
Invesco Capital Markets, Inc. |
● |
Invesco Distributors, Inc. |
● |
OppenheimerFunds Distributor, Inc. |
Invesco Canada Funds, Invesco ETFs and Invesco Mutual Funds (as defined in the Code)
Unit investment trusts sponsored by an Invesco NA Adviser
SEC registered transfer agent: Invesco Investment Services, Inc.
Texas chartered trust company: Invesco Trust Company
16
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
EXHIBIT B
OVERVIEW OF PERSONAL TRADING REQUIREMENTS
Below are some, but not all, of the common investment instruments and key actions
required of Covered Persons under the Code.
Security Type | Pre-Clearance | Reporting |
60-Day Profit
Limit Restriction |
|||||
Funds |
||||||||
Invesco Mutual Funds |
No | Yes | Yes | |||||
Invesco Canada Funds |
Yes | Yes | Subject to prospectus requirements | |||||
Invesco QQQ Trust or the BLDRS Index Fund Trust |
Yes | Yes | Yes | |||||
Closed-end funds (both affiliated and unaffiliated) |
Yes | Yes | Yes | |||||
Unaffiliated open-end mutual funds |
No | No | No | |||||
Equities |
||||||||
Common Stocks |
Yes | Yes | Yes | |||||
Equity Initial Public Offerings (IPOs) |
Prohibited | Prohibited | N/A | |||||
Preferred Stock |
Yes | Yes | Yes | |||||
Derivatives |
||||||||
Futures, Swaps and Options not based on an index of securities, currencies or commodities (e.g., individual securities, exchange traded products, etc.) |
Yes | Yes | Yes | |||||
Futures, Swaps and Options based on an index of securities, currencies, and commodities. |
No | Yes | No | |||||
Fixed Income/Bonds |
||||||||
US Treasury |
No | No | No | |||||
Certificates of Deposit |
No | No | No | |||||
Money Market Funds |
No | No | No | |||||
Municipal Bond |
Yes | Yes | Yes | |||||
Corporate Bond |
Yes | Yes | Yes | |||||
Exchange-Traded Products (i.e., ETFs, ETCs and ETNs) |
||||||||
Affiliated ETPs |
Yes | Yes | Yes | |||||
Unaffiliated ETFs with a limited number of underlying securities (20 or less) that include Covered Securities |
Yes | Yes | Yes | |||||
Unaffiliated ETFs that mirror one equity or have a heavy weighting in one equity (heavy weighting: 25% in an individual issuer) |
Yes | Yes | Yes |
17
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.
18
This policy is proprietary and may not be distributed to, or shared with, any third parties, unless required by applicable law or approved by the IVZ Policies Governance Group.