Form N-1a - United States Securities And Exchange Commission Page 30
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54(3)
Describe briefly any arrangement or understanding between any director or officer and any other person(s)
(naming the person(s)) pursuant to which he was selected as a director or officer.
Instruction
Do not include arrangements or understandings with directors or officers acting solely in their capacities as such.
(b)
Leadership Structure and Board of Directors.
(1)
Briefly describe the leadership structure of the Fund’s board, including the responsibilities of the board of directors
with respect to the Fund’s management and whether the chairman of the board is an interested person of the
Fund. If the chairman of the board is an interested person of the Fund, disclose whether the Fund has a lead
independent director and what specific role the lead independent director plays in the leadership of the Fund. This
disclosure should indicate why the Fund has determined that its leadership structure is appropriate given the
specific characteristics or circumstances of the Fund. In addition, disclose the extent of the board’s role in the risk
oversight of the Fund, such as how the board administers its oversight function and the effect that this has on the
board’s leadership structure.
(2)
Identify the standing committees of the Fund’s board of directors, and provide the following information about each
committee:
(i)
A concise statement of the functions of the committee;
(ii)
The members of the committee;
(iii) The number of committee meetings held during the last fiscal year; and
(iv) If the committee is a nominating or similar committee, state whether the committee will consider nominees
recommended by security holders and, if so, describe the procedures to be followed by security holders in
submitting recommendations.
(3)
(i)
Unless disclosed in the table required by paragraph (a)(1) of this Item 17, describe any positions, including as
an officer, employee, director, or general partner, held by any director who is not an interested person of the
Fund, or immediate family member of the director, during the two most recently completed calendar years
with:
(A) The Fund;
(B) An investment company, or a person that would be an investment company but for the exclusions provided
by sections 3(c)(1) and 3(c)(7) (15 U.S.C. 80a-3(c)(1) and (c)(7)), having the same investment adviser or
principal underwriter as the Fund or having an investment adviser or principal underwriter that directly or
indirectly controls, is controlled by, or is under common control with an investment adviser or principal
underwriter of the Fund;
(C) An investment adviser, principal underwriter, or affiliated person of the Fund; or
(D) Any person directly or indirectly controlling, controlled by, or under common control with an investment
adviser or principal underwriter of the Fund.
(ii)
Unless disclosed in the table required by paragraph (a)(1) of this Item 17 or in response to paragraph (b)(3)
(i) of this Item 17, indicate any directorships held during the past five years by each director in any company
with a class of securities registered pursuant to section 12 of the Securities Exchange Act (15 U.S.C. 78l) or
subject to the requirements of section 15(d) of the Securities Exchange Act (15 U.S.C. 78o(d)) or any company
registered as an investment company under the Investment Company Act, and name the companies in which the
directorships were held.
Instruction. When an individual holds the same position(s) with two or more portfolios that are part of the same fund
complex, identify the fund complex and provide the number of portfolios for which the position(s) are held rather than
listing each portfolio separately.
(4)
For each director, state the dollar range of equity securities beneficially owned by the director as required by the following
table:
(i)
In the Fund; and
(ii)
On an aggregate basis, in any registered investment companies overseen by the director within the same family of
investment companies as the Fund.
(1)
(2)
(3)
Name of
Dollar Range of
Aggregate Dollar Range of Equity
Director
Equity Securities in
Securities in All Registered
the Fund
Investment Companies Overseen by
Director in Family of Investment Companies
23
SEC 2052 (10/16)
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