Common use of Proxy Voting and Corporate Actions Clause in Contracts

Proxy Voting and Corporate Actions. The Funds have retained RiskMetrics Group (“RMG”), for proxy voting services and proxy voting analysis and research. The Funds’ custodian has been instructed to direct all ballots, meeting notices and other proxy materials to RMG. RMG votes the Funds’ proxies in accordance with RMG’s International Proxy Voting Guidelines, which have been reviewed and approved by the Board. To the extent that the Subadviser seeks, in its good faith judgment in a manner which it reasonably believes best serves the interests of each Fund’s shareholders, that a proxy should be voted in a manner not consistent with RMG’s International Proxy Voting Guidelines, Subadviser shall act in accordance with the Trust’s proxy voting policies and procedures as provided to Subadviser. Subadviser shall not be required to take any action or render any advice with respect to the preparation or filing of any bankruptcy or class action claims. Except as otherwise described herein, Subadviser will, in its good faith judgment in a manner which it reasonably believes serves the interests of the Fund, be responsible for corporate actions with respect to the Assets.

Proxy Voting and Corporate Actions. The Funds have retained RiskMetrics Group (“RMG”), for proxy voting services and proxy voting analysis and research. The Funds’ custodian has been instructed to direct all ballots, meeting notices and other proxy materials to RMG. RMG votes the Funds’ proxies in accordance with RMG’s International Proxy Voting Guidelines, which have been reviewed and approved by the Board. To the extent that the Subadviser seeks, in its good faith judgment in a manner which it reasonably believes best serves the interests of each Fund’s shareholders, that a proxy should be voted in a manner not consistent with RMG’s International Proxy Voting Guidelines, Subadviser shall act in accordance with the Trust’s proxy voting policies and procedures as provided to Subadviser. Subadviser shall not be required to take any action or render any advice with respect to the preparation or filing of any bankruptcy or class action claims. Except as otherwise described herein, Subadviser will, in its good faith judgment in a manner which it reasonably believes serves the interests of the FundFunds, be responsible for corporate actions with respect to the AssetsFunds.

Proxy Voting and Corporate Actions. The Funds have retained RiskMetrics Group (“RMG”), for proxy voting services and proxy voting analysis and research. The Funds’ custodian has been instructed to direct all ballots, meeting notices and other proxy materials to RMG. RMG votes the Funds’ proxies in accordance with RMG’s International Proxy Voting Guidelines, which have been reviewed and approved by the Board. To the extent that the Subadviser seeksSubadvisers seek, in its their good faith judgment in a manner which it they reasonably believes believe best serves the interests of each Fund’s shareholders, that a proxy should be voted in a manner not consistent with RMG’s International Proxy Voting Guidelines, Subadviser the Subadvisers shall act in accordance with the Trust’s proxy voting policies and procedures as provided to Subadviserthe Subadvisers. Subadviser The Subadvisers shall not be required to take any action or render any advice with respect to the preparation or filing of any bankruptcy or class action claims. Except as otherwise described herein, each Subadviser will, in its good faith judgment in a manner which it reasonably believes serves the interests of the FundFunds, be responsible for corporate actions with respect to the AssetsFunds.