ICI MUTUAL INSURANCE
COMPANY,
a
Risk Retention Group
1401 H St. NW
Washington, DC 20005
INVESTMENT COMPANY BLANKET BOND
ICI
MUTUAL INSURANCE COMPANY,
a Risk Retention Group
1401 H St. NW
Washington, DC 20005
DECLARATIONS
NOTICE
This policy is issued by your
risk retention group. Your risk retention group may not be subject to all of
the insurance laws and regulations of your state. State insurance insolvency
guaranty funds are not available for your risk retention group.
Item 1. Name of Insured (the “Insured”) Bond
Number:
Franklin Resources, Inc. 87170120B
Principal
Office: Mailing Address:
One
Franklin Parkway 970/3 One Franklin Parkway 970/3
San Mateo, CA 94403-1906 San
Mateo, CA 94403-1906
Item 2.
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Bond Period: from 12:01 a.m. on
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June 30, 2020
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, to 12:01 a.m. on
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June 30, 2021
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, or
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the earlier effective date of the termination of this Bond, standard
time at the Principal Office as to each of said dates.
Item 3.
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Limit
of Liability—
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Subject
to Sections 9, 10 and 12 hereof:
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|
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LIMIT OF
LIABILITY
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DEDUCTIBLE
AMOUNT
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Insuring
Agreement A-
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FIDELITY
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$100,000,000
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$250,000
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Insuring
Agreement B-
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AUDIT
EXPENSE
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$50,000
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$10,000
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Insuring
Agreement C-
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ON
PREMISES
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$100,000,000
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$250,000
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Insuring
Agreement D-
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IN
TRANSIT
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$100,000,000
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$250,000
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Insuring
Agreement E-
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FORGERY
OR ALTERATION
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$100,000,000
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$250,000
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Insuring
Agreement F-
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SECURITIES
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$100,000,000
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$250,000
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Insuring
Agreement G-
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COUNTERFEIT
CURRENCY
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$100,000,000
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$250,000
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Insuring
Agreement H-
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UNCOLLECTIBLE
ITEMS OF DEPOSIT
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$25,000
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$5,000
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Insuring
Agreement I-
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PHONE/ELECTRONIC
TRANSACTIONS
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$100,000,000
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$250,000
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If “Not Covered” is
inserted opposite any Insuring Agreement above, such Insuring Agreement and
any reference thereto shall be deemed to be deleted from this Bond.
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OPTIONAL INSURING
AGREEMENTS ADDED BY RIDER:
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Insuring
Agreement J-
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COMPUTER
SECURITY
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$100,000,000
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$250,000
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Insuring
Agreement M-
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SOCIAL
ENGINEERING FRAUD
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$1,000,000
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$250,000
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Insuring Agreement N-
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PHONE/ELECTRONIC
TRANSACTIONS - INVESTMENT ADVISORY CLIENTS
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$3,000,000
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$250,000
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Item 4. Offices or Premises
Covered--All the Insured’s offices or other premises in existence at the time
this Bond becomes effective are covered under this Bond, except the offices or
other premises excluded by Rider. Offices or other premises acquired or
established after the effective date of this Bond are covered subject to the
terms of General Agreement A.
Item 5. The
liability of ICI Mutual Insurance Company, a Risk Retention Group (the “Underwriter”)
is subject to the terms of the following Riders attached hereto:
Riders: 1-2-3-4-5-6-7-8-9-10-11-12-13-14-15-16-17-18-19-20-21-22-23-24-25-26
and of all Riders applicable to this Bond issued during
the Bond Period.
By: ____/S/ Swenitha Nalli_______
By: _____/S/ Maggie Sullivan_________
Authorized Representative Authorized Representative
INVESTMENT COMPANY BLANKET BOND
NOTICE
This
policy is issued by your risk retention group. Your risk retention group may
not be subject to all of the insurance laws and regulations of your state. State
insurance insolvency guaranty funds are not available for your risk retention
group.
ICI Mutual Insurance Company, a Risk
Retention Group (the “Underwriter”), in consideration of an agreed premium, and
in reliance upon the Application and all other information furnished to the
Underwriter by the Insured, and subject to and in accordance with the
Declarations, General Agreements, Provisions, Conditions and Limitations and
other terms of this bond (including all riders hereto) (“Bond”), to the extent
of the Limit of Liability and subject to the Deductible Amount, agrees to
indemnify the Insured for the loss, as described in the Insuring Agreements,
sustained by the Insured at any time but discovered during the Bond Period.
INSURING AGREEMENTS
A. FIDELITY
Loss resulting
directly from any Dishonest or Fraudulent Act committed by an Employee,
committed anywhere and whether committed alone or in collusion with other
persons (whether or not Employees), during the time such Employee has the
status of an Employee as defined herein, and even if such loss is not
discovered until after he or she ceases to be an Employee; and EXCLUDING loss
covered under Insuring Agreement B.
B. AUDIT
EXPENSE
Expense
incurred by the Insured for that part of the costs of audits or examinations
required by any governmental regulatory authority or Self-Regulatory
Organization to be conducted by such authority or Organization or by an
independent accountant or other person, by reason of the discovery of loss
sustained by the Insured and covered by this Bond.
C. ON PREMISES
Loss
of Property resulting directly from any Mysterious Disappearance, or any Dishonest
or Fraudulent Act committed by a person physically present in an office or on
the premises of the Insured at the time the Property is surrendered, while the
Property is (or reasonably supposed or believed by the Insured to be) lodged or
deposited within the Insured’s offices or premises located anywhere, except
those offices excluded by Rider; and EXCLUDING loss covered under Insuring
Agreement A.
D. IN TRANSIT
Loss
of Property resulting directly from any Mysterious Disappearance or Dishonest
or Fraudulent Act while the Property is physically (not electronically) in
transit anywhere in the custody of any person authorized by an Insured to act
as a messenger, except while in the mail or with a carrier for hire (other than
a Security Company); and EXCLUDING loss covered under Insuring Agreement A. Property
is “in transit” beginning immediately upon receipt of such Property by the
transporting person and ending immediately upon delivery to the designated
recipient or its agent, but only while the Property is being conveyed.
E. FORGERY OR ALTERATION
Loss
resulting directly from the Insured having, in good faith, paid or transferred
any Property in reliance upon any Written, Original:
(1) bills of exchange, checks, drafts, or other written
orders or directions to pay sums certain in money, acceptances, certificates of
deposit, due bills, money orders, warrants, orders upon public treasuries, or
letters of credit; or
(2) instructions, requests or applications directed to
the Insured, authorizing or acknowledging the transfer, payment, redemption,
delivery or receipt of money or Property, or giving notice of any bank account (provided
such instructions or requests or applications purport to have been signed or
endorsed by (a) any customer of the Insured, or (b) any shareholder of or
subscriber to shares issued by any Investment Company, or (c) any financial or
banking institution or stockbroker, and further provided such instructions,
requests, or applications either bear the forged signature or endorsement or
have been altered without the knowledge and consent of such customer, such
shareholder or subscriber to shares issued by an Investment Company, or such
financial or banking institution or stockbroker); or
(3) withdrawal orders or receipts for the withdrawal of
Property, or receipts or certificates of deposit for Property and bearing the
name of the Insured as issuer or of another Investment Company for which the
Insured acts as agent;
which
bear (a) a Forgery, or (b) an Alteration, but only to the extent that the
Forgery or Alteration directly causes the loss.
Actual
physical possession by the Insured or its authorized representative of the
items listed in (1) through (3) above is a condition precedent to the
Insured having relied upon the items.
This
Insuring Agreement E does not cover loss caused by Forgery or Alteration of
Securities or loss covered under Insuring Agreement A.
F. SECURITIES
Loss
resulting directly from the Insured, in good faith, in the ordinary course of
business, and in any capacity whatsoever, whether for its own account or for
the account of others, having acquired, accepted or received, or sold or
delivered, or given any value, extended any credit or assumed any liability in
reliance on any Written, Original Securities, where such loss results from the
fact that such Securities prove to:
(1) be Counterfeit, but only to the extent that the
Counterfeit directly causes the loss, or
(2) be lost or stolen, or
(3) contain a Forgery or Alteration, but only to the
extent the Forgery or Alteration directly causes the loss,
and
notwithstanding whether or not the act of the Insured causing such loss
violated the constitution, by-laws, rules, or regulations of any Self-Regulatory
Organization, whether or not the Insured was a member thereof.
This Insuring Agreement F does not cover loss covered under
Insuring Agreement A.
Actual
physical possession by the Insured or its authorized representative of the
Securities is a condition precedent to the Insured having relied upon the
Securities.
G. COUNTERFEIT CURRENCY
Loss resulting directly from the receipt
by the Insured, in good faith of any Counterfeit Currency.
This Insuring
Agreement G does not cover loss covered under Insuring Agreement A.
H. UNCOLLECTIBLE
ITEMS OF DEPOSIT
Loss
resulting directly from the payment of dividends, issuance of Fund shares or
redemptions or exchanges permitted from an account with the Fund as a
consequence of
(1) uncollectible Items of Deposit of a Fund’s customer,
shareholder or subscriber credited by the Insured or its agent to such person’s
Fund account, or
(2) any
Item of Deposit processed through an automated clearing house which is reversed
by a Fund’s customer, shareholder or subscriber and is deemed uncollectible by
the Insured;
PROVIDED,
that (a) Items of Deposit shall not be deemed uncollectible until the Insured’s
collection procedures have failed, (b) exchanges of shares between Funds with
exchange privileges shall be covered hereunder only if all such Funds are
insured by the Underwriter for uncollectible Items of Deposit, and (c) the
Insured Fund shall have implemented and maintained a policy to hold Items of
Deposit for the minimum number of days stated in its Application (as amended
from time to time) before paying any dividend or permitting any withdrawal with
respect to such Items of Deposit (other than exchanges between Funds). Regardless
of the number of transactions between Funds in an exchange program, the minimum
number of days an Item of Deposit must be held shall begin from the date the
Item of Deposit was first credited to any Insured Fund.
This Insuring
Agreement H does not cover loss covered under Insuring Agreement A.
I. PHONE/ELECTRONIC TRANSACTIONS
Loss
resulting directly from a Phone/Electronic Transaction, where the request for
such Phone/Electronic Transaction:
(1) is transmitted to the Insured or its agents by voice
over the telephone or by Electronic Transmission; and
(2) is made by an individual purporting to be a Fund
shareholder or subscriber or an authorized agent of a Fund shareholder or
subscriber; and
(3) is unauthorized or fraudulent and is made with the
manifest intent to deceive;
PROVIDED,
that the entity receiving such request generally maintains and follows during
the Bond Period all Phone/Electronic Transaction Security Procedures with
respect to all Phone/Electronic Transactions; and
EXCLUDING loss resulting from:
(1) the
failure to pay for shares attempted to be purchased; or
(2) any
redemption of Investment Company shares which had been improperly credited to a
shareholder’s account where such shareholder (a) did not cause, directly or
indirectly, such shares to be credited to such account, and (b) directly or
indirectly received any proceeds or other benefit from such redemption; or
(3) any
redemption of shares issued by an Investment Company where the proceeds of such
redemption were requested (i) to be paid or made payable to other than an
Authorized Recipient or an Authorized Bank Account or (ii) to be sent to other
than an Authorized Address;
(4) the
intentional failure to adhere to one or more Phone/Electronic Transaction
Security Procedures; or
(5) a
Phone/Electronic Transaction request transmitted by electronic mail or transmitted by any
method not subject to the Phone/Electronic Transaction Security Procedures; or
(6) the failure or circumvention of any physical or
electronic protection device, including any firewall, that imposes restrictions
on the flow of electronic traffic in or out of any Computer System.
This Insuring
Agreement I does not cover loss covered under Insuring Agreement A, “Fidelity”
or Insuring Agreement J, “Computer Security”.
GENERAL AGREEMENTS
A. ADDITIONAL OFFICES OR EMPLOYEES—CONSOLIDATION OR
MERGER—NOTICE
1. Except as provided in
paragraph 2 below, this Bond shall apply to any additional office(s)
established by the Insured during the Bond Period and to all Employees during
the Bond Period, without the need to give notice thereof or pay additional
premiums to the Underwriter for the Bond Period.
2. If
during the Bond Period an Insured Investment Company shall merge or consolidate
with an institution in which such Insured is the surviving entity, or purchase
substantially all the assets or capital stock of another institution, or
acquire or create a separate investment portfolio, and shall within sixty (60)
days notify the Underwriter thereof, then this Bond shall automatically apply
to the Property and Employees resulting from such merger, consolidation,
acquisition or creation from the date thereof; provided, that the Underwriter
may make such coverage contingent upon the payment of an additional premium.
B. WARRANTY
No
statement made by or on behalf of the Insured, whether contained in the
Application or otherwise, shall be deemed to be an absolute warranty, but only
a warranty that such statement is true to the best of the knowledge of the
person responsible for such statement.
C. COURT COSTS AND ATTORNEYS’ FEES
The Underwriter will
indemnify the Insured against court costs and reasonable attorneys’ fees
incurred and paid by the Insured in defense of any legal proceeding brought
against the Insured seeking recovery for any loss which, if established against
the Insured, would constitute a loss covered under the terms of this Bond;
provided, however, that with respect to Insuring Agreement A this indemnity
shall apply only in the event that:
1. an Employee admits to having committed or is
adjudicated to have committed a Dishonest or Fraudulent Act which caused the loss;
or
2. in
the absence of such an admission or adjudication, an arbitrator or arbitrators
acceptable to the Insured and the Underwriter concludes, after a review of an
agreed statement of facts, that an Employee has committed a Dishonest or
Fraudulent Act which caused the loss.
The Insured shall
promptly give notice to the Underwriter of any such legal proceeding and upon
request shall furnish the Underwriter with copies of all pleadings and other
papers therein. At the Underwriter’s election the Insured shall permit the
Underwriter to conduct the defense of such legal proceeding in the Insured’s
name, through attorneys of the Underwriter’s selection. In such event, the
Insured shall give all reasonable information and assistance which the
Underwriter shall deem necessary to the proper defense of such legal
proceeding.
If the amount of the
Insured’s liability or alleged liability in any such legal proceeding is
greater than the amount which the Insured would be entitled to recover under
this Bond (other than pursuant to this General Agreement C), or if a Deductible
Amount is applicable, or both, the indemnity liability of the Underwriter under
this General Agreement C is limited to the proportion of court costs and
attorneys’ fees incurred and paid by the Insured or by the Underwriter that the
amount which the Insured would be entitled to recover under this Bond (other
than pursuant to this General Agreement C) bears to the sum of such amount plus
the amount which the Insured is not entitled to recover. Such indemnity shall
be in addition to the Limit of Liability for the applicable Insuring Agreement.
D. INTERPRETATION
This Bond shall be interpreted with due regard to the
purpose of fidelity bonding under Rule 17g-1 under the Investment Company Act
of 1940 (i.e., to protect innocent third parties from harm) and to the
structure of the investment management industry (in which a loss of Property
resulting from a cause described in any Insuring Agreement ordinarily gives
rise to a potential legal liability on the part of the Insured), such that the
term “loss” as used herein shall include an Insured’s legal liability for
direct compensatory damages resulting directly from a misappropriation, or
measurable diminution in value, of Property.
THIS BOND, INCLUDING THE FOREGOING INSURING AGREEMENTS
AND GENERAL AGREEMENTS, IS SUBJECT TO THE FOLLOWING
PROVISIONS, CONDITIONS AND LIMITATIONS:
SECTION 1. DEFINITIONS
The
following terms used in this Bond shall have the meanings stated in this
Section:
A.
“Alteration” means the marking, changing or altering in a material
way of the terms, meaning or legal effect of a document with the intent to
deceive.
B.
“Application” means the Insured’s application (and any attachments and
materials submitted in connection therewith) furnished to the Underwriter for
this Bond.
C.
“Authorized Address” means (1) any Officially Designated address to which
redemption proceeds may be sent, (2) any address designated in writing (not to
include Electronic Transmission) by the Shareholder of Record and received by
the Insured at least one (1) day prior to the effective date of such
designation, or (3) any address designated by voice over the telephone or by
Electronic Transmission by the Shareholder of Record at least 15 days prior to
the effective date of such designation.
D.
“Authorized Bank Account” means any Officially Designated bank account
to which redemption proceeds may be sent.
E.
“Authorized Recipient” means (1) the Shareholder of Record, or (2)
any other Officially Designated person to whom redemption proceeds may be sent.
F.
“Computer System” means (1) computers with related peripheral components,
including storage components, (2) systems and applications software, (3)
terminal devices, (4) related communications networks or customer communication
systems, and (5) related electronic funds transfer systems; by which data or
monies are electronically collected, transmitted, processed, stored or
retrieved.
G.
“Counterfeit” means a Written imitation of an actual valid Original
which is intended to deceive and to be taken as the Original.
H.
“Cryptocurrency” means a digital or electronic medium of exchange,
operating independently of a central bank, in which encryption techniques are
used to regulate generation of units and to verify transfer of units from one
person to another.
I.
“Currency” means a medium of exchange in current use authorized or
adopted by a domestic or foreign government as part of its official currency.
J.
“Deductible Amount” means, with respect to any Insuring Agreement, the
amount set forth under the heading “Deductible Amount” in Item 3 of the
Declarations or in any Rider for such Insuring Agreement, applicable to each
Single Loss covered by such Insuring Agreement.
K.
“Depository” means any “securities depository” (other than any
foreign securities depository) in which an Investment Company may deposit its
Securities in accordance with Rule 17f-4 under the Investment Company Act of
1940.
L.
“Dishonest or Fraudulent Act” means any dishonest or fraudulent act,
including “larceny and embezzlement” as defined in Section 37 of the Investment
Company Act of 1940, committed with the conscious manifest intent (1) to cause
the Insured to sustain a loss and (2) to obtain an improper financial benefit
for the perpetrator or any other person or entity. A Dishonest or Fraudulent
Act does not mean or include a reckless act, a negligent act, or a grossly
negligent act. As used in this definition, “improper financial benefit” does
not include any employee benefits received in the course of employment,
including salaries, commissions, fees, bonuses, promotions, awards, profit
sharing or pensions.
M. “Electronic
Transmission” means any transmission effected by electronic means, including but not
limited to a transmission effected by telephone tones, Telefacsimile, wireless
device, or over the Internet.
N.
“Employee” means:
(1) each
officer, director, trustee, partner or employee of the Insured, and
(2) each
officer, director, trustee, partner or employee of any predecessor of the
Insured whose principal assets are acquired by the Insured by consolidation or
merger with, or purchase of assets or capital stock of, such predecessor, and
(3) each
attorney performing legal services for the Insured and each employee of such
attorney or of the law firm of such attorney while performing services for the
Insured, and
(4) each student who is an authorized intern of the
Insured, while in any of the Insured’s offices, and
(5) each
officer, director, trustee, partner or employee of
(a) an
investment adviser,
(b) an
underwriter (distributor),
(c) a
transfer agent or shareholder accounting recordkeeper, or
(d) an administrator authorized by written agreement to
keep financial and/or other required records,
for
an Investment Company named as an Insured, BUT ONLY while (i) such officer,
partner or employee is performing acts coming within the scope of the usual
duties of an officer or employee of an Insured, or (ii) such officer, director,
trustee, partner or employee is acting as a member of any committee duly
elected or appointed to examine or audit or have custody of or access to the
Property of the Insured, or (iii) such director or trustee (or anyone acting in
a similar capacity) is acting outside the scope of the usual duties of a
director or trustee; PROVIDED, that the term “Employee” shall not include any
officer, director, trustee, partner or employee of a transfer agent,
shareholder accounting recordkeeper or administrator (x) which is not an “affiliated
person” (as defined in Section 2(a) of the Investment Company Act of 1940) of
an Investment Company named as an Insured or of the adviser or underwriter of
such Investment Company, or (y) which is a “Bank” (as defined in Section 2(a)
of the Investment Company Act of 1940), and
(6) each
individual assigned, by contract or by any agency furnishing temporary
personnel, in either case on a contingent or part-time basis, to perform the
usual duties of an employee in any office of the Insured, and
(7) each individual assigned to perform the usual
duties of an employee or officer of any entity authorized by written agreement
with the Insured to perform services as electronic data processor of checks or
other accounting records of the Insured, but excluding a processor which acts
as transfer agent or in any other agency capacity for the Insured in issuing
checks, drafts or securities, unless included under subsection (5) hereof, and
(8) each officer, partner or employee of
(a) any Depository or Exchange,
(b) any nominee in whose
name is registered any Security included in the systems for the central
handling of securities established and maintained by any Depository, and
(c) any recognized
service company which provides clerks or other personnel to any Depository or
Exchange on a contract basis,
while such officer, partner or employee is performing services for
any Depository in the operation of systems for the central handling of
securities, and
(9) in the case of an Insured which is an “employee
benefit plan” (as defined in Section 3 of the Employee Retirement Income
Security Act of 1974 (“ERISA”)) for officers, directors or employees of another
Insured (“In-House Plan”), any “fiduciary” or other “plan official” (within the
meaning of Section 412 of ERISA) of such In-House Plan, provided that such
fiduciary or other plan official is a director, partner, officer, trustee or
employee of an Insured (other than an In-House Plan).
Each
employer of temporary personnel and each entity referred to in subsections (6)
and (7) and their respective partners, officers and employees shall
collectively be deemed to be one person for all the purposes of this Bond.
Brokers,
agents, independent contractors, or representatives of the same general
character shall not be considered Employees, except as provided in subsections (3),
(6), and (7).
O.
“Exchange” means any national securities exchange registered under
the Securities Exchange Act of 1934.
P.
“Forgery” means the physical signing on a document of the name of another
person with the intent to deceive. A Forgery may be by means of mechanically
reproduced facsimile signatures as well as handwritten signatures. Forgery does
not include the signing of an individual’s own name, regardless of such
individual’s authority, capacity or purpose.
Q.
“Items of Deposit” means one or more checks or drafts.
R.
“Investment Company” or “Fund” means an investment company registered
under the Investment Company Act of 1940.
S.
“Limit of Liability” means, with respect to any Insuring Agreement, the limit
of liability of the Underwriter for any Single Loss covered by such Insuring
Agreement as set forth under the heading “Limit of Liability” in Item 3 of the
Declarations or in any Rider for such Insuring Agreement.
T.
“Mysterious Disappearance” means any disappearance of Property which,
after a reasonable investigation has been conducted, cannot be explained.
U.
“Non-Fund” means any corporation, business trust, partnership,
trust or other entity which is not an Investment Company.
V.
“Officially Designated” means designated by the Shareholder of
Record:
(1) in
the initial account application,
(2) in
writing accompanied by a signature guarantee, or
(3) in
writing or by Electronic Transmission, where such designation is verified via a
callback to the Shareholder of Record by the Insured at a predetermined
telephone number provided by the Shareholder of Record to the Insured in
writing at least 30 days prior to such callback.
W. “Original” means the first rendering
or archetype and does not include photocopies or electronic transmissions even
if received and printed.
X.
“Phone/Electronic Transaction” means any (1) redemption of shares issued by
an Investment Company, (2) election concerning dividend options available to
Fund shareholders, (3) exchange of shares in a registered account of one Fund
into shares in an identically registered account of another Fund in the same
complex pursuant to exchange privileges of the two Funds, or (4) purchase of
shares issued by an Investment Company, which redemption, election, exchange or
purchase is requested by voice over the telephone or through an Electronic
Transmission.
Y.
“Phone/Electronic Transaction Security Procedures” means security
procedures for Phone/
Electronic Transactions as set forth in the Application and/or as otherwise provided
in writing to the Underwriter.
Z.
“Property” means the following tangible items: money, postage and
revenue stamps, precious metals, Securities, bills of exchange, acceptances,
checks, drafts, or other written orders or directions to pay sums certain in
money, certificates of deposit, due bills, money orders, letters of credit,
financial futures contracts, conditional sales contracts, abstracts of title,
insurance policies, deeds, mortgages, and assignments of any of the foregoing,
and other valuable papers, including books of account and other records used by
the Insured in the conduct of its business, and all other instruments similar
to or in the nature of the foregoing (but excluding all data processing
records), (1) in which the Insured has a legally cognizable interest, (2) in
which the Insured acquired or should have acquired such an interest by reason
of a predecessor’s declared financial condition at the time of the Insured’s
consolidation or merger with, or purchase of the principal assets of, such
predecessor or (3) which are held by the Insured for any purpose or in any
capacity.
AA. “Securities” means original
negotiable or non-negotiable agreements or instruments which represent an
equitable or legal interest, ownership or debt (including stock certificates,
bonds, promissory notes, and assignments thereof), which are in the ordinary
course of business transferable by physical delivery with appropriate endorsement
or assignment. “Securities” does not include bills of exchange, acceptances,
certificates of deposit, checks, drafts, or other written orders or directions
to pay sums certain in money, due bills, money orders, or letters of credit.
BB. “Security Company” means an entity
which provides or purports to provide the transport of Property by secure
means, including, without limitation, by use of armored vehicles or guards.
CC.
“Self-Regulatory Organization” means any association of investment advisers
or securities dealers registered under the federal securities laws, or any
Exchange.
DD. “Shareholder of
Record” means the record owner of shares issued by an Investment Company or, in
the case of joint ownership of such shares, all record owners, as designated
(1) in the initial account application, or (2) in writing accompanied by a
signature guarantee, or (3) pursuant to procedures as set forth in the
Application and/or as otherwise provided in writing to the Underwriter.
EE. “Single Loss” means:
(1) all
loss caused by any one act (other than a Dishonest or Fraudulent Act)
committed by one person, or
(2) all
loss caused by Dishonest or Fraudulent Acts committed by one person, or
(3) all
expenses incurred with respect to any one audit or examination, or
(4) all loss caused by any one occurrence or event other
than those specified in subsections (1) through (3) above.
All
acts or omissions of one or more persons which directly or indirectly aid or,
by failure to report or otherwise, permit the continuation of an act referred
to in subsections (1) and (2) above of any other person shall be deemed to be
the acts of such other person for purposes of this subsection.
All acts or
occurrences or events which have as a common nexus any fact, circumstance,
situation, transaction or series of facts, circumstances, situations, or
transactions shall be deemed to be one act, one occurrence, or one event.
FF. “Telefacsimile” means a system of
transmitting and reproducing fixed graphic material (as, for example, printing)
by means of signals transmitted over telephone lines or over the Internet.
GG. “Written” means expressed
through letters or marks placed upon paper and visible to the eye.
SECTION 2. EXCLUSIONS
THIS
BOND DOES NOT COVER:
A. Loss
resulting from (1) riot or civil commotion outside the United States of America
and Canada, or (2) war, revolution, insurrection, action by armed forces, or
usurped power, wherever occurring; except if such loss occurs while the
Property is in transit, is otherwise covered under Insuring Agreement D, and
when such transit was initiated, the Insured or any person initiating such
transit on the Insured’s behalf had no knowledge of such riot, civil commotion,
war, revolution, insurrection, action by armed forces, or usurped power.
B.
Loss
in time of peace or war resulting from nuclear fission or fusion or
radioactivity, or biological or chemical agents or hazards, or fire, smoke, or
explosion, or the effects of any of the foregoing.
C.
Loss
resulting from any Dishonest or Fraudulent Act committed by any person while
acting in the capacity of a member of the Board of Directors or any equivalent
body of the Insured or of any other entity.
D.
Loss
resulting from any nonpayment or other default of any loan or similar
transaction made by the Insured or any of its partners, directors, officers or
employees, whether or not authorized and whether procured in good faith or
through a Dishonest or Fraudulent Act, unless such loss is otherwise covered
under Insuring Agreement A, E, or F.
E.
Loss
resulting from any violation by the Insured or by any Employee of any law, or
any rule or regulation pursuant thereto or adopted by a Self-Regulatory
Organization, regulating the issuance, purchase or sale of securities,
securities transactions upon security exchanges or over the counter markets,
Investment Companies, or investment advisers, unless such loss, in the absence
of such law, rule or regulation, would be covered under Insuring Agreement A, E,
or F.
F.
Loss
resulting from Property that is the object of a Dishonest or Fraudulent Act or Mysterious
Disappearance while in the custody of any
Security Company, unless such loss is covered under this Bond and is in excess
of the amount recovered or received by the Insured under (1) the Insured’s
contract with such Security Company, and (2) insurance or indemnity of any kind
carried by such Security Company for the benefit of, or otherwise available to,
users of its service, in which case this Bond shall cover only such excess,
subject to the applicable Limit of Liability and Deductible Amount.
G.
Potential
income, including but not limited to interest and dividends, not realized by
the Insured because of a loss covered under this Bond, except when covered
under Insuring Agreement H.
H.
Loss
in the form of (1) damages of any type for which the Insured is legally liable,
except direct compensatory damages, or (2) taxes, fines, or penalties,
including without limitation two-thirds of treble damage awards pursuant to
judgments under any statute or regulation.
I.
Loss
resulting from the surrender of Property away from an office of the Insured as
a result of kidnap, ransom, or extortion, or a threat
(1) to do bodily harm to any person, except where the
Property is in transit in the custody of any person acting as messenger as a
result of a threat to do bodily harm to such person, if the Insured had no
knowledge of such threat at the time such transit was initiated, or
(2) to do damage to the premises or Property of the
Insured,
unless such loss is otherwise covered under Insuring
Agreement A.
J.
All
costs, fees, and other expenses incurred by the Insured in establishing the
existence of or amount of loss covered under this Bond, except to the extent
certain audit expenses are covered under Insuring Agreement B.
K.
Loss
resulting from payments made to or withdrawals from any account, involving
funds erroneously credited to such account, unless such loss is otherwise
covered under Insuring Agreement A.
L.
Loss
resulting from uncollectible Items of Deposit which are drawn upon a financial
institution outside the United States of America, its territories and
possessions, or Canada.
M.
Loss
resulting from the Dishonest or Fraudulent Acts or other acts or omissions of
an Employee primarily engaged in the sale of shares issued by an Investment
Company to persons other than (1) a person registered as a broker under the
Securities Exchange Act of 1934 or (2) an “accredited investor” as defined in
Rule 501(a) of Regulation D under the Securities Act of 1933, which is not an
individual.
N.
Loss
resulting from the use of credit, debit, charge, access, convenience,
identification, cash management or other cards, whether such cards were issued
or purport to have been issued by the Insured or by anyone else, unless such loss
is otherwise covered under Insuring Agreement A.
O.
Loss
resulting from any purchase, redemption or exchange of securities issued by an
Investment Company or other Insured, or any other instruction, request,
acknowledgement, notice or transaction involving securities issued by an
Investment Company or other Insured or the dividends in respect thereof, when
any of the foregoing is requested, authorized or directed or purported to be
requested, authorized or directed by voice over the telephone or by Electronic
Transmission, unless such loss is otherwise covered under Insuring Agreement A
or Insuring Agreement I.
P.
Loss
resulting from any Dishonest or Fraudulent Act or committed by an Employee as
defined in Section 1.N(2), unless such loss (1) could not have been reasonably
discovered by the due diligence of the Insured at or prior to the time of
acquisition by the Insured of the assets acquired from a predecessor, and (2) arose
out of a lawsuit or valid claim brought against the Insured by a person
unaffiliated with the Insured or with any person affiliated with the Insured.
Q.
Loss
resulting from the unauthorized entry of data into, or the deletion or
destruction of data in, or the change of data elements or programs within, any
Computer System, unless such loss is otherwise covered under Insuring Agreement
A.
R.
Loss
resulting from the theft, disappearance, destruction, disclosure, or
unauthorized use of confidential or personal information (including, but not
limited to, trade secrets, personal shareholder or client information,
shareholder or client lists, personally identifiable financial or medical
information, intellectual property, or any other type of non-public
information), whether such information is owned by the Insured or held by the Insured
in any capacity (including concurrently with another person); provided,
however, this exclusion shall not apply to loss arising out of the use of such
information to support or facilitate the commission of an act otherwise covered
by this Bond.
S.
All
costs, fees, and other expenses arising from a data security breach or
incident, including, but not limited to, forensic audit expenses, fines,
penalties, expenses to comply with federal and state laws and expenses related
to notifying affected individuals.
T.
Loss
resulting from vandalism or malicious mischief.
U.
Loss
resulting from the theft, disappearance, or destruction of Cryptocurrency or
from the change in value of Cryptocurrency, unless such loss (1) is sustained
by any investment company registered under the Investment Company Act of 1940
that is named as an Insured and (2) is otherwise covered under Insuring
Agreement A.
SECTION 3. ASSIGNMENT OF RIGHTS
Upon
payment to the Insured hereunder for any loss, the Underwriter shall be
subrogated to the extent of such payment to all of the Insured’s rights and
claims in connection with such loss; provided, however, that the Underwriter
shall not be subrogated to any such rights or claims one named Insured under
this Bond may have against another named Insured under this Bond. At the
request of the Underwriter, the Insured shall execute all assignments or other
documents and take such action as the Underwriter may deem necessary or
desirable to secure and perfect such rights and claims, including the execution
of documents necessary to enable the Underwriter to bring suit in the name of
the Insured.
Assignment of any rights or claims under this Bond shall not bind the
Underwriter without the Underwriter’s written consent.
SECTION 4. LOSS—NOTICE—PROOF—LEGAL PROCEEDINGS
This
Bond is for the use and benefit only of the Insured and the Underwriter shall
not be liable hereunder to anyone other than the Insured. As soon as
practicable and not more than sixty (60) days after discovery of any loss covered
hereunder, the Insured shall give the Underwriter written notice thereof and,
as soon as practicable and within one year after such discovery, shall also
furnish to the Underwriter affirmative proof of loss with full particulars. The
Underwriter may extend the sixty-day notice period or the one-year proof of loss
period if the Insured requests an extension and shows good cause therefor.
The
Insured shall provide the Underwriter with such information, assistance, and
cooperation as the Underwriter may reasonably request.
See also General
Agreement C (Court Costs and Attorneys’ Fees).
The Underwriter shall
not be liable hereunder for loss of Securities unless each of the Securities is
identified in such proof of loss by a certificate or bond number or by such
identification means as the Underwriter may require. The Underwriter shall have
a reasonable period after receipt of a proper affirmative proof of loss within
which to investigate the claim, but where the Property is Securities and the
loss is clear and undisputed, settlement shall be made within forty-eight (48)
hours even if the loss involves Securities of which duplicates may be obtained.
The Insured shall not
bring legal proceedings against the Underwriter to recover any loss hereunder
prior to sixty (60) days after filing such proof of loss or subsequent to
twenty-four (24) months after the discovery of such loss or, in the case of a
legal proceeding to recover hereunder on account of any judgment against the
Insured in or settlement of any suit mentioned in General Agreement C or to
recover court costs or attorneys’ fees paid in any such suit, twenty-four (24)
months after the date of the final judgment in or settlement of such suit. If
any limitation in this Bond is prohibited by any applicable law, such
limitation shall be deemed to be amended to be equal to the minimum period of
limitation permitted by such law.
Notice hereunder
shall be given to Manager, Professional Liability Claims, ICI Mutual Insurance
Company, RRG, 1401 H St. NW, Washington, DC 20005.
SECTION 5. DISCOVERY
For all purposes
under this Bond, a loss is discovered, and discovery of a loss occurs, when the
Insured
(1) becomes
aware of facts, or
(2) receives
notice of an actual or potential claim by a third party which alleges that the
Insured is liable under circumstances,
which would cause a
reasonable person to assume that a loss of a type covered by this Bond has been
or is likely to be incurred, regardless of when the act or acts causing or
contributing to such loss occurred, even though the exact amount or details of
the loss may not be known.
SECTION 6. VALUATION OF PROPERTY
For
the purpose of determining the amount of any loss hereunder, the value of any
Property shall be the market value of such Property at the close of business on
the first business day before the discovery of such loss; except that
(1) the
value of any Property replaced by the Insured prior to the payment of a claim
therefor shall be the actual market value of such Property at the time of
replacement, but not in excess of the market value of such Property on the
first business day before the discovery of the loss of such Property;
(2) the
value of Securities which must be produced to exercise subscription,
conversion, redemption or deposit privileges shall be the market value of such
privileges immediately preceding the expiration thereof if the loss of such
Securities is not discovered until after such expiration, but if there is no
quoted or other ascertainable market price for such Property or privileges
referred to in clauses (1) and (2), their value shall be fixed by agreement
between the parties or by arbitration before an arbitrator or arbitrators
acceptable to the parties; and
(3) the
value of books of accounts or other records used by the Insured in the conduct
of its business shall be limited to the actual cost of blank books, blank pages
or other materials if the books or records are reproduced plus the cost of
labor for the transcription or copying of data furnished by the Insured for
reproduction.
SECTION 7. LOST
SECURITIES
The
maximum liability of the Underwriter hereunder for lost Securities shall be the
payment for, or replacement of, such Securities having an aggregate value not
to exceed the applicable Limit of Liability. If the Underwriter shall make
payment to the Insured for any loss of Securities,
the Insured shall assign to the Underwriter all of the Insured’s right, title
and interest in and to such Securities. In lieu of such payment, the
Underwriter may, at its option, replace such lost Securities, and in such case
the Insured shall cooperate to effect such replacement. To effect the
replacement of lost Securities, the Underwriter may issue or arrange for the
issuance of a lost instrument bond. If the value of such Securities does not
exceed the applicable Deductible Amount (at the time of the discovery of the loss),
the Insured will pay the usual premium charged for the lost instrument bond and
will indemnify the issuer of such bond against all loss and expense that it may
sustain because of the issuance of such bond.
If the value of such
Securities exceeds the applicable Deductible Amount (at the time of discovery
of the loss), the Insured will pay a proportion of the usual premium charged
for the lost instrument bond, equal to the percentage that the applicable
Deductible Amount bears to the value of such Securities upon discovery of the loss,
and will indemnify the issuer of such bond against all loss and expense that is
not recovered from the Underwriter under the terms and conditions of this Bond,
subject to the applicable Limit of Liability.
SECTION 8. SALVAGE
If
any recovery is made, whether by the Insured or the Underwriter, on account of
any loss within the applicable Limit of Liability hereunder, the Underwriter
shall be entitled to the full amount of such recovery to reimburse the
Underwriter for all amounts paid hereunder with respect to such loss. If any
recovery is made, whether by the Insured or the Underwriter, on account of any loss
in excess of the applicable Limit of Liability hereunder plus the Deductible
Amount applicable to such loss from any source other than suretyship,
insurance, reinsurance, security or indemnity taken by or for the benefit of
the Underwriter, the amount of such recovery, net of the actual costs and
expenses of recovery, shall be applied to reimburse
the Insured in full for the portion of such loss in excess of such Limit of
Liability, and the remainder, if any, shall be paid first to reimburse the
Underwriter for all amounts paid hereunder with respect to such loss and then
to the Insured to the extent of the portion of such loss within the Deductible
Amount. The Insured shall execute all documents which the Underwriter deems
necessary or desirable to secure to the Underwriter the rights provided for
herein.
SECTION 9. NON-REDUCTION
AND NON-ACCUMULATION OF LIABILITY AND TOTAL LIABILITY
Prior
to its termination, this Bond shall continue in force up to the Limit of
Liability for each Insuring Agreement for each Single Loss, notwithstanding any
previous loss (other than such Single Loss) for which the Underwriter may have
paid or be liable to pay hereunder; PROVIDED, however, that regardless of the
number of years this Bond shall continue in force and the number of premiums
which shall be payable or paid, the liability of the Underwriter under this
Bond with respect to any Single Loss shall be limited to the applicable Limit
of Liability irrespective of the total amount of such Single Loss and shall not
be cumulative in amounts from year to year or from period to period.
SECTION 10. MAXIMUM
LIABILITY OF UNDERWRITER; OTHER BONDS OR POLICIES
The
maximum liability of the Underwriter for any Single Loss covered by any
Insuring Agreement under this Bond shall be the Limit of Liability applicable
to such Insuring Agreement, subject to the applicable Deductible Amount and the
other provisions of this Bond. Recovery for any Single Loss may not be made
under more than one Insuring Agreement. If any Single Loss covered under this
Bond is recoverable or recovered in whole or in part because of an unexpired
discovery period under any other bonds or policies issued by the Underwriter to
the Insured or to any predecessor in interest of the Insured, the maximum
liability of the Underwriter shall be the greater of either (1) the applicable
Limit of Liability under this Bond, or (2) the maximum liability of the
Underwriter under such other bonds or policies.
SECTION 11. OTHER INSURANCE
Notwithstanding
anything to the contrary herein, if any loss covered by this Bond shall also be
covered by other insurance or suretyship for the benefit of the Insured, the Underwriter
shall be liable hereunder only for the portion of such loss in excess of the
amount recoverable under such other insurance or suretyship, but not exceeding
the applicable Limit of Liability of this Bond.
SECTION 12. DEDUCTIBLE
AMOUNT
The
Underwriter shall not be liable under any Insuring Agreement unless the amount
of the loss covered thereunder, after deducting the net amount of all
reimbursement and/or recovery received by the Insured with respect to such loss
(other than from any other bond, suretyship or insurance policy or as an
advance by the Underwriter hereunder) shall exceed the applicable Deductible
Amount; in such case the Underwriter shall be liable only for such excess,
subject to the applicable Limit of Liability and the other terms of this Bond.
No Deductible Amount
shall apply to any loss covered under Insuring Agreement A sustained by any
Investment Company named as an Insured.
SECTION 13. TERMINATION
The
Underwriter may terminate this Bond as to any Insured or all Insureds only by
written notice to such Insured or Insureds and, if this Bond is terminated as
to any Investment Company, to each such Investment Company terminated thereby
and to the Securities and Exchange Commission, Washington, D.C., in all cases not
less than sixty (60) days prior to the effective date of termination specified
in such notice.
The Insured may
terminate this Bond only by written notice to the Underwriter not less than
sixty (60) days prior to the effective date of the termination specified in
such notice. Notwithstanding the foregoing, when the Insured terminates this
Bond as to any Investment Company, the effective date of termination shall be
not less than sixty (60) days from the date the Underwriter provides written
notice of the termination to each such Investment Company terminated thereby
and to the Securities and Exchange Commission, Washington, D.C.
This
Bond will terminate as to any Insured that is a Non-Fund immediately and
without notice upon (1) the takeover of such Insured’s business by any
State or Federal official or agency, or by any receiver or liquidator, or (2)
the filing of a petition under any State or Federal statute relative to
bankruptcy or reorganization of the Insured, or assignment for the benefit of
creditors of the Insured.
Premiums are earned
until the effective date of termination. The Underwriter shall refund the
unearned premium computed at short rates in accordance with the Underwriter’s
standard short rate cancellation tables if this Bond is terminated by the
Insured or pro rata if this Bond is terminated by the Underwriter.
Upon the detection by
any Insured that an Employee has committed any Dishonest or Fraudulent Act(s),
the Insured shall immediately remove such Employee from a position that may
enable such Employee to cause the Insured to suffer a loss by any subsequent
Dishonest or Fraudulent Act(s). The Insured, within two (2) business days of
such detection, shall notify the Underwriter with full and complete particulars
of the detected Dishonest or Fraudulent Act(s).
For purposes of this
section, detection occurs when any partner, officer, or supervisory employee of
any Insured, who is not in collusion with such Employee, becomes aware that the
Employee has committed any Dishonest or Fraudulent Act(s).
This Bond shall
terminate as to any Employee by written notice from the Underwriter to each
Insured and, if such Employee is an Employee of an Insured Investment Company,
to the Securities and Exchange Commission, in all cases not less than sixty
(60) days prior to the effective date of termination specified in such notice.
SECTION 14. RIGHTS
AFTER TERMINATION
At any time prior to
the effective date of termination of this Bond as to any Insured, such Insured
may, by written notice to the Underwriter, elect to purchase the right under
this Bond to an additional period of twelve (12) months within which to discover
loss sustained by such Insured prior to the effective date of such termination
and shall pay an additional premium therefor as the Underwriter may require.
Such
additional discovery period shall terminate immediately and without notice upon
the takeover of such Insured’s business by any State or Federal official or
agency, or by any receiver or liquidator. Promptly after such termination the
Underwriter shall refund to the Insured any unearned premium.
The right to purchase such additional discovery period may not be
exercised by any State or Federal official or agency, or by any receiver or
liquidator, acting or appointed to take over the Insured’s business.
SECTION 15. CENTRAL
HANDLING OF SECURITIES
The
Underwriter shall not be liable for loss in connection with the central
handling of securities within the systems established and maintained by any
Depository (“Systems”), unless the amount of such loss exceeds the amount
recoverable or recovered under any bond or policy or participants’ fund
insuring the Depository against such loss (the “Depository’s Recovery”); in
such case the Underwriter shall be liable hereunder only for the Insured’s
share of such excess loss, subject to the applicable Limit of Liability, the
Deductible Amount and the other terms of this Bond.
For determining the
Insured’s share of such excess loss, (1) the Insured shall be deemed to have an
interest in any certificate representing any security included within the
Systems equivalent to the interest the Insured then has in all certificates
representing the same security included within the Systems; (2) the Depository
shall have reasonably and fairly apportioned the Depository’s Recovery among
all those having an interest as recorded by appropriate entries in the books
and records of the Depository in Property involved in such loss, so that each
such interest shall share in the Depository’s Recovery in the ratio that the
value of each such interest bears to the total value of all such interests; and
(3) the Insured’s share of such excess loss shall be the amount of the Insured’s
interest in such Property in excess of the amount(s) so apportioned to the
Insured by the Depository.
This Bond does not
afford coverage in favor of any Depository or Exchange or any nominee in whose
name is registered any security included within the Systems.
SECTION 16. ADDITIONAL
COMPANIES INCLUDED AS INSURED
If
more than one entity is named as the Insured:
A. the
total liability of the Underwriter hereunder for each Single Loss shall not
exceed the Limit of Liability which would be applicable if there were only one
named Insured, regardless of the number of Insured entities which sustain loss
as a result of such Single Loss,
B. the
Insured first named in Item 1 of the Declarations shall be deemed authorized to
make, adjust, and settle, and receive and enforce payment of, all claims
hereunder as the agent of each other Insured for such purposes and for the
giving or receiving of any notice required or permitted to be given hereunder;
provided, that the Underwriter shall promptly furnish each named Insured
Investment Company with (1) a copy of this Bond and any amendments thereto, (2)
a copy of each formal filing of a claim hereunder by any other Insured, and (3)
notification of the terms of the settlement of each such claim prior to the
execution of such settlement,
C. the
Underwriter shall not be responsible or have any liability for the proper
application by the Insured first named in Item 1 of the Declarations of any
payment made hereunder to the first named Insured,
D. for
the purposes of Sections 4 and 13, knowledge possessed or discovery made by any
partner, officer or supervisory Employee of any Insured shall constitute
knowledge or discovery by every named Insured,
E. if the first named Insured ceases for any reason to
be covered under this Bond, then the Insured next named shall thereafter be
considered as the first named Insured for the purposes of this Bond, and
F. each
named Insured shall constitute “the Insured” for all purposes of this Bond.
SECTION 17. NOTICE
AND CHANGE OF CONTROL
Within
thirty (30) days after learning that there has been a change in control of an
Insured by transfer of its outstanding voting securities the Insured shall give
written notice to the Underwriter of:
A. the
names of the transferors and transferees (or the names of the beneficial owners
if the voting securities are registered in another name), and
B. the
total number of voting securities owned by the transferors and the transferees
(or the beneficial owners), both immediately before and after the transfer, and
C. the
total number of outstanding voting securities.
As
used in this Section, “control” means the power to exercise a controlling
influence over the management or policies of the Insured.
SECTION 18. CHANGE
OR MODIFICATION
This
Bond may only be modified by written Rider forming a part hereof over the
signature of the Underwriter’s authorized representative. Any Rider which
modifies the coverage provided by Insuring Agreement A, Fidelity, in a manner
which adversely affects the rights of an Insured Investment Company shall not
become effective until at least sixty (60) days after the Underwriter has given
written notice thereof to the Securities and Exchange Commission, Washington,
D.C., and to each Insured Investment Company affected thereby.
SECTION 19. COMPLIANCE
WITH APPLICABLE TRADE AND ECONOMIC SANCTIONS
This
Bond shall not be deemed to provide any coverage, and the Underwriter shall not
be required to pay any loss or provide any benefit hereunder, to the extent
that the provision of such coverage, payment of such loss or provision of such
benefit would cause the Underwriter to be in violation of any applicable trade
or economic sanctions, laws or regulations, including, but not limited to, any
sanctions, laws or regulations administered and enforced by the U.S. Department
of Treasury Office of Foreign Assets Control (OFAC).
SECTION 20. ANTI-BUNDLING
If
any Insuring Agreement requires that an enumerated type of document be Counterfeit,
or contain a Forgery or Alteration, the Counterfeit, Forgery, or Alteration must
be on or of the enumerated document itself, not on or of some other document
submitted with, accompanying or incorporated by reference into the enumerated
document.
IN WITNESS WHEREOF, the
Underwriter has caused this Bond to be executed on the Declarations Page.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 1
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the following
entities shall be deemed to be Insureds named in Item 1 of the Declarations (subject
to the operation of and restrictions contained within the “Insurance Regulatory
Compliance for Non-U.S. Operations Rider”): (1) any subsidiary more than 50%
owned (directly or indirectly) by Franklin Resources, Inc., and (2) any
Investment Company advised, distributed, or administered by Franklin Resources,
Inc. or any of its wholly-owned subsidiaries (individually and/or collectively
referred to as “Franklin”), whether such Investment Company is considered
active, inactive, or dissolved, provided, in each case, that Franklin
has responsibility for placing fidelity bond insurance coverage for such
subsidiary or Investment Company.
It is further understood and
agreed that the term “Investment Company” or “Fund” shall include (1) any
investment company that is not registered under the Investment Company Act of
1940 that is organized or domiciled in any jurisdiction within the United
States of America (“Unregistered U.S. Fund”), and (2) any Foreign Fund (as
defined within the “Insurance Regulatory Compliance for Non-U.S. Operations
Rider” and subject to the operation of and restrictions contained within such
rider), provided that no such Unregistered U.S. Funds or Foreign Funds
shall (a) be insured under Insuring Agreement A, “Fidelity,” with respect to
$75 million part of the Limit of Liability set forth in Item 3 of this Bond, or
(b) be viewed as “Investment Companies” or “Funds” for purposes of Sections 13,
16.B, or 18 of this Bond.
It is further understood and
agreed that notwithstanding anything to the contrary above, none of the
following shall be deemed to be, or be otherwise included as, Insureds for
purposes of Item 1 of the Declarations or otherwise under this Bond: Franklin
Capital Corporation and RIVA Financial Systems Limited.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 2
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this Bond does
not cover loss resulting from or in connection with any business, activities,
or acts or omissions of (including services rendered by) any Insured which is not
an Insured Fund (“Non-Fund”) or any Employee of a Non-Fund, except loss,
otherwise covered by the terms of this Bond, resulting from or in connection
with professional services within the scope of the Non-Fund’s general business
activities rendered by the Non-Fund to any client of the Non-Fund.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 3
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this Bond (other
than Insuring Agreements C and D) does not cover loss resulting from or in
connection with any business, activities, acts or omissions of any Insured or
any Employee of any Insured where such loss is based upon, arises out of or in
any way involves the provision of services to any Plan, EXCEPT loss,
otherwise covered by the terms of this Bond, resulting from, or in connection
with the business of:
(a) the
provision of Investment Advisory Services by an Insured to any In-House Plan;
or
(b) the
provision of Administrative Services by an Insured to any In-House Plan; or
(c) the
provision of Investment Advisory Services by an Insured (“Adviser”) to any
Third Party Plan that is a client of the Adviser; or
(d) the
provision of Administrative Services by an Insured to any Third Party Plan that
is a client of the Insured.
It is further
understood and agreed that Insuring Agreements C and D only cover loss of
Property which an Insured uses or holds, or in which the Insured has an
interest, in each case in connection with (a), (b), (c) or (d) above.
It is further
understood and agreed that notwithstanding the foregoing, this Bond (other than
Insuring Agreements C and D) does not cover loss resulting from or in
connection with, and Insuring Agreements C and D do not cover loss of Property
which an Insured uses or holds, or in which it has an interest, in each case in
connection with:
(1) the discretionary voting by or on behalf of any Plan of
Designated Securities owned or held by such Plan, unless, in the case of
a vote by or on behalf of the Plan, such vote was pursuant to the direction of
a majority of trustees of such Plan who were not then Interested Trustees;
(2) custodial services for the safekeeping and custody of
securities or other property;
(3) liability of an Insured arising from
its status as the employer of employees covered by a Plan (including liability
arising from the Insured’s failure to collect contributions or to pay
benefits); or
(4) in the case of an Insured acting or purporting to act as a
trustee or “directed trustee” for any Third Party Plan, any liability of the
Insured arising from its actual or alleged status as a fiduciary (within the
meaning of the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”)) to any such Third Party Plan or its actual or alleged violation of
Section 502(a)(3) of ERISA, except that this subpart (4) shall not preclude
indemnification for associated court costs and attorneys’ fees for which
coverage is otherwise available under General Agreement C of this Bond.
It is further understood and
agreed that for purposes of this rider:
(1) “Administrative Services” shall mean administrative services,
including, without limitation, voting securities which are Plan assets, causing
Plan assets to be invested as directed in accordance with the Plan, and
maintaining records and preparing reports with respect to Plan contributions,
participant accounts and investments.
(2) “Affiliated Entity” means any entity controlling, controlled
by, or under common control with an Insured.
(3) “Designated Securities” means securities issued by an Insured,
or by any Affiliated Entity, or by any Fund to which such Insured or any
Affiliated Entity provides any services.
(4) “Interested Trustee” means any trustee of a Plan who is also
(a) an officer, director, trustee, partner or employee of, or who owns,
controls, or holds power to vote 5% or more of the outstanding voting
securities of, (i) any Insured (other than such Plan), or (ii) any Affiliated
Entity, or (iii) any Fund to which such Insured or any Affiliated Entity provides
any services, or (b) an Insured or an Affiliated Entity.
(5) “Investment Advisory Services” means (a) advice with respect to
the desirability of investing in, purchasing or selling securities or other
property, including the power to determine what securities or other property
shall be purchased or sold, but not including furnishing only
statistical and other factual information (such as economic factors and
trends); and (b) the provision of financial, economic or investment management
services, but only if ancillary and related to the advice referred to in clause
(a) above.
(6) “Plan” means any retirement or other employee benefit plan,
including any trust relating thereto.
(7) “In-House Plan” means any Plan for employees of an Insured, or
for any Affiliated Entity, but always excluding employee stock ownership plans,
stock bonus plans, and any trusts relating thereto.
(8) “Third Party Plan” means any Plan for employees of an entity
that is neither an Insured nor an Affiliated Entity.
Except as above stated, nothing herein shall be held to
alter, waive or extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 4
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
INSURANCE REGULATORY COMPLIANCE FOR NON-U.S.
OPERATIONS RIDER
In
consideration of the premium charged for this Bond, it is hereby understood and
agreed as follows:
1. Interpretation: This rider shall be interpreted with due regard to the intention of the
parties, which is to provide specified Bond coverage to (a) Foreign Entities
and (b) U.S. Entities for Financial Interest Losses, where permitted, subject
to adherence to applicable laws and regulations.
2. Compliance with Applicable Laws and Regulations of
Foreign Jurisdictions Regarding Use of Non-Admitted Insurance: Notwithstanding that one or more Foreign Entities
may be included in the definition of “Insured” in Item 1 of the Declarations
(as modified by Rider No. 1 or other rider), this Bond does not insure,
and the Underwriter shall not be required to pay any loss sustained by, or to
provide any benefit hereunder to or on behalf of, any Foreign Entity if doing
so would cause the Underwriter or such Foreign Entity or any Insured to be in
violation of applicable laws or regulations of any Associated Foreign Jurisdiction
regarding the use of Non-Admitted Insurance or the making or acceptance of
payments thereunder (“Prohibited Associated Foreign Jurisdiction”). Examples of
Prohibited Associated Foreign Jurisdictions to which this Part 2 applies shall
include but not be limited to the following jurisdictions: Japan, Brazil,
India, and China.
3. Financial Interest Loss Coverage Extension: If
permissible pursuant to applicable laws and regulations, a Financial Interest
Loss incurred by a U.S. Entity shall be deemed to be a loss sustained by such
U.S. Entity for purposes of Section 10 (“Maximum Liability of Underwriter;
Other Bonds or Policies”) of this Bond, such that coverage under this Bond may
extend to a U.S. Entity for its Financial Interest Loss, subject to all of the
terms, conditions and limitations of this Bond (including all terms, conditions
and limitations of this rider).
4. Good Faith Efforts to Resolve Questions: In
the event that issues arise regarding the application of Part 2 or Part 3 of
this rider in the context of a particular situation, representatives of the
Underwriter and of a U.S. Entity (acting on behalf of a Foreign Entity if the
issue involves Part 2, or on behalf of the U.S. Entity if the issue involves
Part 3) shall seek in good faith to resolve such issues to their mutual
satisfaction. If the representatives cannot reach a mutually acceptable
resolution on their own, they shall in good faith consider soliciting expert
outside guidance to assist them in resolving the
issues, with the costs and fees of such expert to be shared equally as between
the Underwriter and the U.S. Entity. If the representatives are unable to
resolve the issues following these good faith efforts to do so, nothing herein
shall preclude the U.S. Entity or the Underwriter from thereafter commencing a
judicial proceeding to resolve the issues, provided, however, that such a
proceeding (i) may not be commenced earlier than ninety (90) days after the
representatives have completed the good faith efforts described herein, and
(ii) must be in compliance with Part 5.d of this rider.
5. Additional Matters:
a. Locally
Admitted Insurance: Without
otherwise limiting Section 11 (“Other Insurance”) of this Bond or the terms
(including, without limitation, Parts 2 and 3) of this rider, any coverage that
may otherwise be available under this rider and this Bond for (1) any loss
sustained by any Foreign Entity, and/or (2) any Financial Interest Loss
sustained by any U.S. Entity, shall be specifically excess of, and shall not
contribute with, any coverage available under any Locally Admitted Insurance. A
Foreign Entity or U.S. Entity may, however, credit any amount recovered under
any Locally Admitted Insurance against the Deductible Amount applicable to a
related loss or Financial Interest Loss for which coverage is available under
this Bond and this rider, provided that such recovered amount constitutes loss
for which coverage would otherwise have been available under the terms of both
this rider and Bond.
b. U.S.
Entity as Representative:
Notwithstanding anything to the contrary in the first paragraph of Section 4 of
this Bond, unless otherwise agreed to by the Underwriter in writing: (1) a U.S.
Entity shall act on behalf of all Foreign Entities with respect to all
information or payments provided to or by the Underwriter under this Bond; (2)
a Foreign Entity shall have no right to provide any such information or
payments directly to, or to receive any such information or payments directly
from, the Underwriter; and (3) the Underwriter shall have no obligation to
receive any information or payments directly from, or to provide any such
information or payments directly to, any Foreign Entity. The “information or
payments” referenced above shall include, without limitation: notice and an
affirmative proof of loss under Section 4 of this Bond; notice of termination
under Section 13 of this Bond; notice of a change in control under Section 17
of this Bond; information, assistance, and cooperation to the Underwriter with
regard to the Application or any Bond claim; premiums payable and any return
premiums that may be due under this Bond; any loss that may be payable under
this Bond; any riders issued to form a part of this Bond; and the exercising or
declining the exercise of any right to a discovery period under Section 14 of
this Bond.
c. Treatment
of Financial Interest Loss: As
the context and logic may demand or suggest, the duties, obligations and rights
of Insureds and the Underwriter under this Bond with regard to a loss shall be
deemed to apply to a U.S. Entity with regard to a Financial Interest Loss.
Thus, by way of illustration, and without limitation:
(1) Duties and Obligations of a U.S. Entity: Bond provisions obligating Insureds to provide
notice and proof of loss (Section 4), to reimburse the Underwriter for a
recovery (Section 8), and to take action upon detection that an Employee has
committed any Dishonest or Fraudulent Act(s) (Section 13), shall apply to a
U.S. Entity with respect to any matter involving a Foreign Entity that may
result in a Financial Interest Loss.
(2) Deductibles: Bond provisions regarding Deductible Amounts (Section 12) shall apply to
a Financial Interest Loss.
(3) Discovery Period: Bond provisions affording Insureds with rights to
a discovery period (Section 14) shall apply to a U.S. Entity with respect to
any matter involving a Foreign Entity that may result in a Financial Interest
Loss.
(4) Sanctions: Bond provisions relating to violations of applicable trade or economic
sanctions, laws or regulations (Section 19) shall apply to a Financial Interest
Loss.
d. Actions
Against the Underwriter: No
action involving any Foreign Entity as a party, or otherwise relating to any
Foreign Entity, may be brought against the Underwriter anywhere other than in a
court within the State of Vermont, New York, or California in the United States
of America. In the case of any such action, this policy shall be governed by
and construed and enforced only in accordance with the internal laws of the
State of Vermont (without reference to choice of law doctrine applicable in
such state), and the English text as it appears in this Bond.
e. Definition
of “Self-Regulatory Organization”: With
regard to loss sustained by a Foreign Entity or a Financial Interest Loss, the
term “Self-Regulatory Organization,” as used in Insuring Agreement B.,
Audit Expense, Insuring Agreement F., Securities, and Section 2.E of this Bond
only, shall be deemed to include any association or organization of investment
advisers or securities dealers registered or authorized under the securities
laws of a Foreign Jurisdiction or any securities exchange registered with any
Foreign Jurisdiction.
f. Termination:
Notwithstanding anything to the
contrary in Section 13 (“Termination”) or any other provision of this Bond,
this Bond shall terminate immediately as to any Foreign Entity without prior
notice to such Foreign Entity:
(1) if there is a change in
control (as defined in Section 17 of this Bond) of such Foreign Entity by
transfer of its outstanding voting securities or otherwise, or
(2) if such Foreign Entity shall
merge or consolidate with an entity such that the Foreign Entity is the
surviving entity, or purchase or otherwise acquire any other entity or
substantially all the assets of another entity, or acquire or create a
Subsidiary or separate investment portfolio,
unless,
prior to such change in control, or merger or consolidation, or purchase, or
acquisition or creation, respectively (“Event”), the Foreign Entity notifies
the Underwriter in writing of the impending Event and the Underwriter, in its
sole discretion, determines to continue the Bond upon such terms and conditions
as the Underwriter may deem appropriate.
g. Title
and Headings: The title and
headings in this rider are included solely for convenience and shall not
themselves be deemed to be terms or conditions of coverage, or descriptions or
interpretations thereof.
6. Definitions: As used in this rider:
a. “Associated Foreign Jurisdiction” means a
Foreign Jurisdiction in which a Foreign Entity is (1) organized; (2) domiciled;
or (3) is operating or conducting business.
b. “Financial Interest Loss” means the actual
financial loss that a U.S. Entity itself sustains from Foreign Entity Loss
incurred by a Foreign Entity, which financial loss is sustained by the U.S.
Entity solely and directly as a result of:
(1) its financial interest in such Foreign
Entity; and/or
(2) any lawful pre-existing
obligation it has to indemnify such Foreign Entity for all or part of such
Foreign Entity Loss.
For the purposes of this Bond the amount of a
Financial Interest Loss shall be capped at the amount of the relevant
associated Foreign Entity Loss.
c. “Foreign Entity” means:
(1) any Non-Fund included as an
Insured in Item No. 1 of the Declarations (as modified by Rider No. 1 or other
rider) that (i) is a Subsidiary of a U.S. Entity, (ii) is organized or
domiciled in a Foreign Jurisdiction, and (iii) is not a Foreign Fund;
(2) any Foreign Fund included as
an “Insured” in Item No. 1 of the Declarations (as modified by Rider No. 1 or
other rider); and
(3) a U.S. Entity, but only
insofar as such U.S. Entity conducts business through a branch in or undertakes
any other operations in a Foreign Jurisdiction.
d. “Foreign Entity Loss” means that part of the
loss, liability or expense incurred by a Foreign Entity (net of any sums
available therefor to that Foreign Entity under any Locally Admitted Insurance)
which would have been payable under this Bond but for the fact that Part 2 of
this rider is applicable.
e. “Foreign Fund” means any entity included as
an Insured in Item No. 1 of the Declarations (as modified by Rider No. 1 or
other rider) that (1) is an investment company, mutual fund, unit investment
trust, closed-end fund, mutual investment fund, investment trust or any other
similar investment vehicle, (2) is not registered under the Investment Company
Act of 1940, and (3) is organized or domiciled in a Foreign Jurisdiction.
f. “Foreign Jurisdiction” means a jurisdiction
outside the United States of America.
g. “Locally Admitted Insurance” means any
financial institution bond or similar insurance instrument issued by an insurer
that is admitted, licensed or authorized in an Associated Foreign Jurisdiction,
which bond or instrument provides coverage to a Foreign Entity in the relevant
Associated Foreign Jurisdiction.
h. “Non-Admitted Insurance” means any financial
institution bond, or similar insurance instrument, to the extent that bond or
instrument purports to provide coverage to a corporation
or other entity which is organized, domiciled, or otherwise operating or
conducting business in a Foreign Jurisdiction in which the concerned insurer is
not admitted, licensed, or authorized.
i. “Subsidiary” means any entity more than 50%
of whose outstanding securities representing the right to vote for the election
of directors are owned, directly or indirectly, by a U.S. Entity and/or one or
more of its Subsidiaries.
j. “U.S. Entity” means an Insured included in
Item 1 of the Declarations (as modified by Rider No. 1 or other rider) that is
organized or domiciled in any jurisdiction within the United States of America.
* * *
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 5
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that notwithstanding
anything to the contrary in this Bond, this Bond shall not cover loss resulting
from or in connection with the discretionary voting by any Insured of
securities owned or held by any client of such Insured, where such securities
are issued by (1) such Insured, or (2) any entity controlling, controlled by,
or under common control with such Insured (“Affiliated Entity”), or
(3) any Fund to which such Insured or any Affiliated Entity provides any
services.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 6
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that notwithstanding
Section 2.Q of this Bond, this Bond is amended by adding an additional Insuring
Agreement J as follows:
J. COMPUTER
SECURITY
Loss (including loss of Property)
resulting directly from Computer Fraud; provided, that the Insured has
adopted in writing and generally maintains and follows during the Bond Period
all Computer Security Procedures. The isolated failure of the Insured to
maintain and follow a particular Computer Security Procedure in a particular
instance will not preclude coverage under this Insuring Agreement, subject to
the specific exclusions herein and in the Bond.
1. Definitions.
The following terms used in this Insuring Agreement shall have the following
meanings:
a. “Authorized User” means any person or entity designated by the
Insured (through contract, assignment of User Identification, or otherwise) as
authorized to use a Covered Computer System, or any part thereof. An individual who invests in an Insured Fund shall not be
considered to be an Authorized User solely by virtue of being an investor.
b. “Computer Fraud” means the unauthorized entry of data into, or the
deletion or destruction of data in, or change of data elements or programs
within, a Covered Computer System which:
(1) is committed by any Unauthorized Third Party anywhere, alone or
in collusion with other Unauthorized Third Parties; and
(2) is committed with the conscious manifest intent (a) to cause
the Insured to sustain a loss, and (b) to obtain financial benefit for
the perpetrator or any other person; and
(3) causes (x) Property to be transferred,
paid or delivered; or (y) an account of the Insured, or of its customer,
to be added, deleted, debited or credited; or (z) an unauthorized or
fictitious account to be debited or credited.
c. “Computer Security Procedures” means procedures for prevention of
unauthorized computer access and use and administration of computer access and
use as provided in writing to the Underwriter.
d. “Covered Computer System” means any Computer System as to which
the Insured has possession, custody and control.
e. “Unauthorized Third Party” means any person or entity that, at the
time of the Computer Fraud, is not an Authorized User.
f. “User Identification” means any unique user name (i.e., a
series of characters) that is assigned to a person or entity by the Insured.
2. Exclusions.
It is further understood and agreed that this Insuring Agreement J shall not
cover:
a. Any loss covered under Insuring Agreement A, “Fidelity,” of this
Bond; and
b. Any loss resulting from the intentional failure to adhere to one
or more Computer Security Procedures; and
c. Any loss resulting from a Computer Fraud committed by or in
collusion with:
(1) any
Authorized User (whether a natural person or an entity); or
(2) in
the case of any Authorized User which is an entity, (a) any director, officer,
partner, employee or agent of such Authorized User, or (b) any entity which
controls, is controlled by, or is under common control with such Authorized
User (“Related Entity”), or (c) any director, officer, partner, employee or
agent of such Related Entity; or
(3) in
the case of any Authorized User who is a natural person, (a) any entity for
which such Authorized User is a director, officer, partner, employee or agent
(“Employer Entity”), or (b) any director, officer, partner, employee or agent
of such Employer Entity, or (c) any entity which controls, is controlled by, or
is under common control with such Employer Entity (“Employer-Related Entity”),
or (d) any director, officer, partner, employee or agent of such
Employer-Related Entity;
and
d. Any loss resulting from physical damage to or destruction of any
Covered Computer System, or any part thereof, or any data, data elements or
media associated therewith; and
e. Any loss not directly and proximately
caused by Computer Fraud (including, without limitation, disruption of business
and extra expense); and
f. Payments made to any person(s) who has threatened to deny or has
denied authorized access to a Covered Computer System or otherwise has
threatened to disrupt the business of the Insured.
For purposes of this Insuring
Agreement, “Single Loss,” as defined in Section 1.EE of this Bond, shall also
include all loss caused by Computer Fraud(s) committed by one person, or in
which one person is implicated, whether or not that person is specifically
identified. A series of losses involving unidentified individuals, but arising
from the same method of operation, may be deemed by the Underwriter to involve
the same individual and in that event shall be treated as a Single Loss.
It is further understood and
agreed that nothing in this Rider shall affect the exclusion set forth in
Section 2.O of this Bond.
Coverage under this Insuring
Agreement shall terminate upon termination of this Bond. Coverage under this
Insuring Agreement may also be terminated without terminating this Bond as an
entirety:
(a) by written notice from the Underwriter not less than sixty
(60) days prior to the effective date of termination specified in such notice;
or
(b) immediately by written notice from the Insured to the
Underwriter.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 7
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the exclusion
set forth at Section 2.M of this Bond shall not apply with respect to loss
resulting from the Dishonest or Fraudulent Acts or other acts or omissions of
an Employee in connection with offers or sales of securities issued by an
Insured Fund if such Employee (a) is an employee of that Fund or of its
investment adviser, principal underwriter, or affiliated transfer agent, and
(b) who is communicating with purchasers of such securities only in person in
an office of an Insured or by telephone or in writing, and (c) does not receive
commissions on such sales; provided, that such Dishonest or Fraudulent
Acts or other acts or omissions do not involve, and such loss does not arise
from, a statement or representation which is not (1) contained in a
currently effective prospectus regarding such securities, which has been filed
with the Securities and Exchange Commission, or (2) made as part of a scripted
response to a question regarding that Fund or such securities, if the script
has been filed with, and not objected to by, the Financial Industry Regulatory
Authority, Inc. and if the entire scripted response has been read to the
caller, and if any response concerning the performance of such securities is
not outdated.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT COMPANY
BLANKET BOND
RIDER NO. 8
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this Bond does not
cover any loss resulting from or in connection with the acceptance of any Third
Party Check, unless
(1) such
Third Party Check is used to open or increase an account which is registered in
the name of one or more of the payees on such Third Party Check, and
(2) reasonable
efforts are made by the Insured, or by the entity receiving Third Party Checks
on behalf of the Insured, to verify all endorsements on all Third Party Checks
made payable in amounts greater than $100,000 (provided, however, that the isolated
failure to make such efforts in a particular instance will not preclude
coverage, subject to the exclusions herein and in the Bond),
and then only to the extent such loss is otherwise covered under this
Bond.
For purposes of this Rider,
“Third Party Check” means a check made payable to one or more parties and
offered as payment to one or more other parties.
It is further understood and
agreed that notwithstanding anything to the contrary above or elsewhere in the
Bond, this Bond does not cover any loss resulting from or in connection with
the acceptance of a Third Party Check where:
(1) any
payee on such Third Party Check reasonably appears to be a corporation or other
entity; or
(2) such
Third Party Check is made payable in an amount greater than $100,000 and does
not include the purported endorsements of all payees on such Third Party Check.
It is further understood and
agreed that this Rider shall not apply with respect to any coverage that may be
available under Insuring Agreement A, “Fidelity.”
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 9
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that no termination
or cancellation of this Bond as an entirety, whether by or at the request of
the Insured or Underwriter, shall take effect prior to the expiration of thirty
(30) days after written notice of such termination or cancellation of such Bond
as an entirety has been filed with the Arkansas Securities Commissioner,
Arkansas Securities Division, Heritage West Building, 3rd Floor, 201 East
Markham, Little Rock, Arkansas 72201.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 10
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the definition of
“Employee” in Section 1.N(6) of this Bond shall be amended to include any
individual assigned, on a contingent or part-time basis, to perform the usual
duties of an employee in any office of the Insured, provided that in the
case of an individual assigned other than by an agency furnishing temporary
personnel, such individual has passed a Successful Background Check conducted
by or on behalf of the Insured.
It is further understood and
agreed that for purposes of this rider, a “Successful Background Check” shall
mean a background check (including contact with the individual’s previous
employers and personal references and utilization of a private investigation
agency), which results in a determination by the Insured that the individual
has satisfied the security criteria established by the Insured for hiring
employees on a permanent basis.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 11
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that:
1. At the written request of the named Insured, any payment in
satisfaction of loss covered by said bond involving money or other Property in
which the Pennsylvania Public School Employees’ Retirement System has an
interest shall be paid by an instrument issued to that organization and the
named Insured as joint loss payees, subject to the following conditions and
limitation:
A. The
attached bond is for the sole use and benefit of the named Insured as expressed
herein. The organization named above shall not be considered as an Insured
under the bond, nor shall it otherwise have any rights or benefits under said
bond.
B. Notwithstanding
any payment made under the terms of this rider or the execution of more than
one of such similar rider, the amount paid for any one loss occurrence or
otherwise in accordance with the terms of this bond shall not exceed the limits
of liability as set forth in the Declarations Page.
C. Nothing
herein is intended to alter the terms, conditions and limitations of the bond.
2. Should this bond be canceled, reduced, non-renewed or
restrictively modified by the Underwriter, the Underwriter will endeavor to
give thirty (30) days advance notice to the organization named above, but
failure to do so shall not impair or delay the effectiveness of any such
cancellation, reduction, non-renewal, or restrictive modification, nor shall
the Underwriter be held liable in any way.
3. Should this bond be canceled or reduced at the request of the
Insured, the Underwriter will endeavor to notify the organization named above
of such cancellation or reduction, within 10 business days after receipt of
such request, but failure to do so shall not impair or delay the effectiveness
of such cancellation or reduction, nor shall the Underwriter be held liable in
any way.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 12
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the sixth
paragraph of Section 13 of this Bond is amended to read as follows:
“For purposes of this section, detection occurs when any
professional employee of the Legal, Compliance or Risk Management Departments
of the Insured, who is not in collusion with such Employee, becomes aware that
the Employee has committed any Dishonest or Fraudulent Act(s).”
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 13
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium charged for this Bond, it
is hereby understood and agreed that Section 2.H of this Bond is amended to
read as follows:
“H. Loss in the form of (1) damages of any type for which the
Insured is legally liable, except direct compensatory damages or punitive
damages, or (2) taxes, fines, or penalties, including without limitation
two-thirds of treble damage awards pursuant to judgments under any statute or
regulation.”
Nothing herein
contained shall be held to vary, alter, waive or extend any of the terms,
conditions, provisions, agreements or limitations of this Bond other than as
above stated.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 14
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that notwithstanding
anything to the contrary in Rider No. 1 to this Bond, the FTCI Insureds shall
be deemed to be Insureds named in Item 1 of the Declarations (subject to the
operation of and restrictions contained within the “Insurance Regulatory
Compliance for Non-U.S. Operations Rider”).
It is further understood and
agreed that with respect to the FTCI Insureds only, this Bond is modified as
follows:
1.
Insuring Agreement A, Fidelity: With regards to any loss to a
FTCI Insured under Insuring Agreement A, Fidelity, arising from Loans and/or
Trading, the Dishonest or Fraudulent Act required under Insuring Agreement A
must be committed with the intent to obtain, and must result in, a financial
benefit (other than salaries, commissions, fees, bonuses, awards, profit
sharing, pensions or other employee benefits) for (a) the Employee, or (b)
person(s) with whom the Employee is in collusion if the Employee intended to
participate in such financial benefit.
2.
Insuring Agreement D, In Transit: Employees of Xerox Corporation
authorized by a FTCI Insured to act as a messengers shall be deemed to be a
“Security Company” for purposes of Insuring Agreement D, In Transit, provided
that such employees have passed the same background check and security
clearance as are customarily required by the FTCI Insured of its own employees.
3.
Insuring Agreement I, Phone/Electronic Transactions: “Phone/Electronic
Transaction” shall be deemed to include any transfer of funds by a FTCI Insured
from an account of a Client of a FTCI Insured to another account(s), where such
transfer is requested by voice over the telephone or through a Telefacsimile
System by a person purporting to be a Client of the FTCI Insured or an authorized
representative of the Client, provided that the FTCI Insured receiving such
request generally maintains and follows during the Bond Period those recording
and verification procedures in place as of March 2001 and described to the
Underwriter as of such date.
4.
Definitions, Section 1.Z: With respect to the FTCI Insureds,
notwithstanding anything to the contrary in the definition of “Property” set
forth in Section 1.Z of the Bond, “Property” as defined
in Section 1.Z shall be deemed to include jewelry, gems, tangible items of
personal property, and electronic data stored on media for use by computer
programs.
5.
Section 2. Exclusions: With respect to FTCI Insureds, the
following additional exclusions are added to Section 2, Exclusions:
(1)
Loss resulting directly or indirectly from Trading, with or without the
knowledge of the FTCI Insured, whether or not represented by an indebtedness or
balance shown to be due to FTCI Insured on any customer’s account, actual or
fictitious, and notwithstanding any act or omission on the part of any Employee
in connection with any account relating to such Trading, indebtedness, or
balance, except when covered under Insuring Agreements A, E or F;
(2)
Loss of Property contained in customers’ safe deposit boxes, except when
the FTCI Insured is legally liable therefor or the loss is covered under
Insuring Agreement A;
(3)
(a) Loss through cashing or paying Forged or Altered travelers’ checks
or travelers’ checks bearing forged endorsements, except when covered under Insuring
Agreement A, and (b) loss of unsold travelers’ checks or unsold money orders
placed in the custody of the FTCI Insured with authority to sell, unless the
Insured is legally liable for such loss and such checks or money orders are
later paid or honored by the drawer thereof, except when covered under Insuring
Agreement A;
(4)
Loss in the form of a shortage in any teller’s cash due to error,
regardless of the amount of such shortage (and any shortage in any teller’s
cash which is not in excess of the normal shortage in the tellers’ cash in the
office where such shortage shall occur shall be presumed to be due to error);
(5) Loss involving automated mechanical devices which, on behalf of
the FTCI Insured, disburse money, accept deposits, cash checks, drafts or
similar written instruments or make credit card loans unless (a) such automated
mechanical devices are situated within an office of a FTCI Insured which is
permanently staffed by an Employee whose duties are those usually assigned to a
teller, even though public access to such devices is from outside the confines
of such office, or (b) such automated mechanical devices are not situated
within an office covered above, but in no event shall the Underwriter be liable
under this Bond for loss (including loss of Property):
(i)
as a result of damage to such automated mechanical devices situated
within any office referred to in (a) above resulting from vandalism or
malicious mischief perpetrated from outside such office; or
(ii)
as a result of damage to such automated mechanical devices situated on
any premises referred to in (b) above resulting from vandalism or malicious
mischief, or
(iii)
as a result of damage to the interior of that portion of a building on
any premises referred to in (b) above to which the public has access resulting
from vandalism or malicious mischief; or
(iv)
as a result of failure of such automated mechanical devices to function
properly; or
(v)
through misplacement or mysterious unexplainable disappearance while
such Property is located within any such automated mechanical devices, or
(vi)
to any customer of a FTCI Insured or to any representative of such
customer while such person is on any premises referred to in (b) above, or
(vii) as
a result of the use of credit, debit, charge, access, convenience,
identification or other cards in gaining access to such automated mechanical
devices whether such cards were issued, or purport to have been issued, by the
FTCI Insured or by anyone other than the FTCI Insured,
except when
such loss is covered under Insuring Agreement A.
(6) Loss resulting directly or indirectly from the failure of a
financial or depository institution, or its receiver or liquidator, to pay or
deliver, on demand of the FTCI Insured, funds or Property of the FTCI Insured
held by it in any capacity, except when covered under Insuring Agreements A or
C;
(7) Loss resulting from or involving, directly or indirectly, any
actual or alleged seepage, pollution or contamination of any kind;
(8) Loss resulting from or involving, directly or indirectly, any
actual or alleged hazardous properties (including, but not limited to,
radiation, toxic or explosive properties) of nuclear material, including but
not limited to, the actual, alleged, threatened or potential ionizing
radiations or contamination by radioactivity from nuclear fuel, nuclear waste
or combustion of nuclear fuel, or the radioactive, toxic, explosive or
hazardous properties of any explosive nuclear assembly or nuclear or nuclear
component thereof.
It is further understood and agreed
that as used in this Rider:
1.
“Client” means any corporation, partnership, proprietor, trust or
individual having an account with a FTCI Insured and which has a written
agreement with the FTCI Insured for transfers of funds through requests made by
voice over the telephone or by Telefacsimile System.
2. “FTCI Insureds” shall mean Fiduciary Trust Company
International (“FTCI”), and each of its direct and indirect wholly-owned
subsidiaries, including pension, profit-sharing or other benefit plans established
for employees of FTCI and such subsidiaries.
3. “Loans” shall mean all extensions of credit by a FTCI
Insured(s) and all transactions creating a creditor or lessor relationship in
favor of the FTCI Insured(s) and all transactions by which the FTCI Insured(s)
assumes an existing creditor or lessor relationship.
4.
“Trading” means trading or other dealings in securities, commodities,
futures, options, foreign or federal funds, currencies, foreign exchange and
the like.
Except as above stated, nothing herein shall be held to
alter, waiver or extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 15
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the references
in Section 13, Termination, to “not less than sixty (60) days” shall be
modified to read “not less than ninety (90) days.”
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 16
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration for the premium
charged for this Bond, it is hereby understood and agreed that notwithstanding
anything to the contrary in this Bond (including Insuring Agreement I), this
Bond does not cover any loss resulting from any Online Redemption(s) or Online
Purchase(s) involving an aggregate amount in excess of Five Hundred Thousand
Dollars ($500,000) per shareholder account per day, unless before such redemption(s)
or purchase(s), in a procedure initiated by the Insured or by the entity
receiving the request for such Online Redemption(s) or Online Purchase(s):
(a) the Shareholder of Record verifies, by some method other than
an Electronic Transmission effected over the Internet, that each such
redemption or purchase has been authorized, and
(b) if such redemption or purchase is to be effected by wire to or
from a particular bank account, a duly authorized employee of the bank verifies
the account number to or from which funds are being transferred, and that the
name on the account is the same as the name of the intended recipient of the
proceeds.
It is further understood and
agreed that, notwithstanding the Limit of Liability set forth herein or any other
provision of this Bond, the Limit of Liability with respect to any Single Loss
caused by an Online Transaction shall be Twenty-Five
Million Dollars ($25,000,000) and the
Deductible Amount applicable to any such Single Loss is One Hundred Thousand Dollars ($100,000).
It is further understood and
agreed that, notwithstanding Section 9, Non-Reduction and Non-Accumulation of
Liability and Total Liability, or any other provision of this Bond, the
Aggregate Limit of Liability of the Underwriter under this Bond with respect to
any and all loss or losses caused by Online Transactions shall be an aggregate
of Twenty-Five Million Dollars ($25,000,000) for the Bond Period, irrespective of the
total amount of such loss or losses.
For purposes of this Rider, the
following terms shall have the following meanings:
“Online Purchase” means any
purchase of shares issued by an Investment Company, which purchase is requested
through an Electronic Transmission over the Internet.
“Online Redemption” means any
redemption of shares issued by an Investment Company, which redemption is
requested through an Electronic Transmission over the Internet.
“Online
Transaction” means any Phone/Electronic Transaction requested through an
Electronic Transmission over the Internet.
Except
as above stated, nothing herein shall be held to alter, waive, or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE
COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 17
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
Most property and casualty
insurers, including ICI Mutual Insurance Company, a Risk Retention Group (“ICI
Mutual”), are subject to the requirements of the Terrorism Risk Insurance Act
of 2002, as amended (the “Act”). The Act establishes a federal insurance
backstop under which ICI Mutual and these other insurers may be partially
reimbursed by the United States Government for future “insured losses”
resulting from certified “acts of terrorism.” (Each of these bolded
terms is defined by the Act.) The Act also places certain disclosure and
other obligations on ICI Mutual and these other insurers.
Pursuant to the Act, any future
losses to ICI Mutual caused by certified “acts of terrorism” may be
partially reimbursed by the United Sates government under a formula established
by the Act. Under this formula, the United States government would generally
reimburse ICI Mutual for the Federal Share of Compensation of ICI Mutual’s “insured
losses” in excess of ICI Mutual’s “insurer deductible” until total “insured
losses” of all participating insurers reach $100 billion (the “Cap on
Annual Liability”). If total “insured losses” of all property and
casualty insurers reach the Cap on Annual Liability in any one calendar year,
the Act limits U.S. Government reimbursement and provides that the insurers
will not be liable under their policies for their portions of such losses that
exceed such amount. Amounts otherwise payable under this Bond may be reduced as
a result.
This Bond has no express
exclusion for “acts of terrorism.” However, coverage under this Bond
remains subject to all applicable terms, conditions, and limitations of the
Bond (including exclusions) that are permissible under the Act.
The portion of the premium that
is attributable to any coverage potentially available under the Bond for “acts
of terrorism” is one percent (1%) and does not include any charges for the
portion of loss that may be covered by the U.S. Government under the Act
As used herein, “Federal Share of
Compensation” shall mean 85% in calendar year 2015 and shall be reduced by 1%
per calendar year until equal to 80%.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 18
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that notwithstanding
anything to the contrary in Rider 1, Item 1 of the Declarations, Name of
Insured, shall include the following (each, herein referred to as a “Joint Venture”)
(subject to the operation of and restrictions contained within the “Insurance
Regulatory Compliance for Non-U.S. Operations Rider”):
Franklin Templeton SinoAm Securities Investment
Management Inc.
Franklin Templeton Sealand Fund
Management Co., Ltd.
Holowesko Partners Ltd.
China Life Franklin Asset Management Co.,
Limited
Vietcombank Fund Management
Mywish Marketplaces Private Limited (MMPL) India
Franklin/Templeton Securities Investment
Consulting (SindAm) Inc. (“SICE”) Taiwan
It is further understood and
agreed that notwithstanding anything to the contrary in this Bond (including,
without limitation, Section 10): (1) the maximum liability of the Underwriter
for any Single Loss sustained by any Joint Venture shall be limited to that percentage
of such Single Loss as is equal to Franklin Resources, Inc.’s ownership
percentage of such Joint Venture (“Proportionate Loss”), and (2) the
Proportionate Loss shall be subject to the full applicable Deductible Amount
set forth in Item 3 of the Declarations.
It is further understood and
agreed that notwithstanding anything to the contrary above or elsewhere in this
Bond (including, without limitation, Item 3 of the Declarations, Section 9, or
Section 10), the maximum aggregate liability of the Underwriter under this Bond
with respect to any and all losses sustained by any and all Joint Ventures
shall be Twenty Million Dollars ($20,000,000).
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 19
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that:
1. In
the event that a loss is covered under more than one bond issued to Franklin
Resources, Inc. or any affiliates thereof issued by ICI Mutual Insurance
Company, the total liability of ICI Mutual Insurance Company under all
implicated bonds in combination shall not exceed the applicable Limit of
Liability of the largest of the implicated bonds. In no event shall the
applicable Limits of Liability of each of the implicated bonds be added
together or otherwise combined to determine the total liability of ICI Mutual
Insurance Company.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 20
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the Insurer
shall use its best efforts to enter into an agreement with each Facultative
Reinsurer on this Bond, providing that, in the event of the Insurer’s
insolvency resulting in a court appointed liquidator or receiver, such payments
as may be due from the Facultative Reinsurer to the Insurer on claims under
this Bond shall be made by the Facultative Reinsurer directly to the Insureds,
in the same manner and to the extent that the Insurer would be obligated to make
such payments to the Insureds pursuant to the terms of this Bond (“Cut Through
Agreement”).
It is further understood and
agreed that prior to the Insurer’s submission of the proposed Cut Through
Agreement to Facultative Reinsurers, the Insurer shall provide a form of Cut
Through Agreement to a representative of Franklin Resources, Inc. on behalf of
the Insureds, for such representative’s review and approval.
It is further understood and
agreed that as used in this rider, “Facultative Reinsurer” means any entity
providing reinsurance for this Bond to the Company on a facultative basis (and
always excluding any entity providing reinsurance for this Bond to the Company
pursuant to treaty).
Nothing
herein contained shall be held to vary, alter, waive or extend any of the
terms, conditions, provisions, agreements or limitations of this Bond other
than as above stated.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 21
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this Bond is
amended by adding an additional Insuring Agreement M, as follows:
M. Social
Engineering Fraud
Loss resulting directly from the
Insured, in good faith, transferring, paying, or delivering money from its own account
as a direct result of a Social Engineering Fraud;
PROVIDED, that the entity
receiving such request generally maintains and follows during the Bond Period
all Social Engineering Security Procedures.
The Limit of Liability for a
Single Loss under this Insuring Agreement M shall be the lesser of (a) 50%
of the amount by which such Single Loss exceeds the Deductible Amount or
(b) $1,000,000 (One Million Dollars), and the Insured shall bear the
remainder of any such Single Loss. The Deductible Amount for this Insuring
Agreement M is $250,000 (Two Hundred Fifty Thousand Dollars).
Notwithstanding any other
provision of this Bond, the aggregate Limit of Liability under this Bond with
respect to any and all loss or losses under this Insuring Agreement M shall be
$1,000,000 (One Million Dollars) for the Bond Period, irrespective of the total
amount of such loss or losses.
This Insuring Agreement M does
not cover loss covered under any other Insuring Agreement of this Bond.
It is further understood and agreed
that for purposes of this rider:
1. “Communication” means an instruction that (a) directs an Employee
to transfer, pay, or deliver money from the Insured’s own account, (b) contains
a material misrepresentation of fact, and (c) is relied upon by the Employee,
believing it to be true.
2. “Social Engineering Fraud” means the
intentional misleading of an Employee through the use of a Communication, where
such Communication:
(a) is transmitted to the Employee in writing, by voice over the telephone,
or by Electronic Transmission;
(b) is made by an individual who purports to be (i) an Employee who
is duly authorized by the Insured to instruct another Employee to transfer,
pay, or deliver money, or (ii) an officer or employee of a Vendor who is
duly authorized by the Insured to instruct an Employee to transfer, pay, or
deliver money; and
(c) is unauthorized, dishonest or fraudulent and is made with the
manifest intent to deceive.
3. “Social Engineering Security Procedures” means security procedures
intended to prevent Social Engineering Fraud as set forth in the Application
and/or as otherwise provided in writing to the Underwriter.
4. “Vendor” means any entity or individual that provides goods or
services to the Insured under a pre-existing, written agreement.
Except
as above stated, nothing herein shall be held to alter, waive, or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 22
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
PHONE/ELECTRONIC
TRANSACTIONS – INVESTMENT ADVISORY CLIENTS
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this Bond is
amended by adding an additional Insuring Agreement N, as follows:
N. Phone/Electronic
Transactions – Investment Advisory Clients
Loss
resulting directly from an IAC Phone/Electronic Transaction, where the request
for such IAC Phone/Electronic Transaction:
1.
is transmitted to the Insured by voice
over the telephone or by Electronic Transmission; and
2.
is made by an individual or entity purporting
to be a Designated Client or an authorized agent of a Designated Client; and
3.
is unauthorized or fraudulent and is
made with the manifest intent to deceive;
PROVIDED,
that the entity receiving such request maintains and follows during the Bond
Period all IAC Phone/Electronic Transaction Security Procedures with respect to
all IAC Phone/Electronic Transactions; and
EXCLUDING
loss resulting from:
1.
the failure to pay for securities
attempted to be purchased; or
2.
any transaction involving IAC Account
Holdings which had been improperly credited to a Designated Client’s account
where such Designated Client (a) did not cause, directly or indirectly, such
holdings to be credited to such account, and (b) directly or indirectly
received any proceeds or other benefit from such transaction; or
3.
any transaction involving IAC Account
Holdings where the transaction proceeds were requested (i) to be paid or made
payable to other than an Authorized IAC Recipient or an Authorized IAC Bank
Account or (ii) to be sent to other than an Authorized IAC Address;
4. the failure to adhere to one or more IAC Phone/Electronic
Transaction Security Procedures; or
5.
any IAC Phone/Electronic Transaction
request transmitted by electronic mail or transmitted by any method not subject
to the IAC Phone/Electronic Transaction Security Procedures; or
6.
the failure or circumvention of any
physical or electronic protection device, including any firewall, that imposes
restrictions on the flow of electronic traffic in or out of any Computer
System.
This
Insuring Agreement N does not cover loss covered under Insuring Agreement A,
“Fidelity”, Insuring Agreement I, “Phone/Electronic Transactions”, or Insuring
Agreement J, “Computer Security”.
The Limit of Liability for a
Single Loss under this Insuring Agreement N is $3,000,000 (Three Million
Dollars) and the Deductible Amount is $250,000 (Two Hundred Fifty Thousand
Dollars).
Notwithstanding any other
provision of this Bond, the aggregate Limit of Liability with respect to any and all loss or losses under this Insuring
Agreement N shall be $3,000,000 (Three Million Dollars) for the Bond Period,
irrespective of the total amount of all such losses.
It is further understood and
agreed that for purposes of this rider:
1. “Authorized IAC Bank Account” means any IAC Officially
Designated bank account to which transaction proceeds may be sent.
2. “Authorized IAC Address” means (1) any IAC Officially
Designated address to which transaction proceeds may be sent, (2) any address
designated in writing (not to include Electronic Transmission) by the
Designated Client received by the Insured at least one (1) day prior to the
effective date of such designation, or (3) any address designated by voice over
the telephone or by Electronic Transmission by the Designated Client at least
fifteen (15) days prior to the effective date of such designation.
3. “Authorized IAC Recipient” means (1) the Designated Client,
or (2) any other IAC Officially Designated person to whom transaction proceeds
may be sent.
4. “Designated Client” means any client, other than an
Investment Company, (a) to which an Insured provides Investment Advisory
Services and (b) which has a written agreement with such Insured authorizing
IAC Phone/Electronic Transactions.
5. “IAC Account Holdings” shall mean (a) money on deposit
in a Designated Client’s account or (b) a Designated Client’s securities.
6. “IAC Officially Designated” means designated by the
Designated Client:
(1)
in the initial account application,
(2)
in writing accompanied by a signature
guarantee, or
(3) in writing or by Electronic Transmission, where such
designation is verified via a call back to the Designated Client at a
predetermined telephone number provided by the Designated Client in writing to
the Insured at least 30 days prior to such call back.
7. “IAC Phone/Electronic Transaction” shall mean any transfer,
payment, or delivery of IAC Account Holdings, which transfer, payment, or
delivery is requested by voice over the telephone or through an Electronic
Transaction.
8. “IAC Phone/Electronic Transaction Security Procedures”
means security procedures for IAC Phone/Electronic Transactions as set forth in
the Application and/or as otherwise provided in writing to the Underwriter.
Except
as above stated, nothing herein shall be held to alter, waive, or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 23
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that:
1. At the written request of the named Insured, any payment in
satisfaction of loss covered by said bond involving money or other Property in
which the Comptroller of the State of New York, as Trustee of the Common
Retirement Fund has an interest shall be paid by an instrument issued to that
organization and the named Insured as joint loss payees, subject to the
following conditions and limitation:
A. The
attached bond is for the sole use and benefit of the named Insured as expressed
herein. The organization named above shall not be considered as an Insured
under the bond, nor shall it otherwise have any rights or benefits under said
bond.
B. Notwithstanding
any payment made under the terms of this rider or the execution of more than
one of such similar rider, the amount paid for any one loss occurrence or
otherwise in accordance with the terms of this bond shall not exceed the limits
of liability as set forth in the Declarations Page.
C. Nothing
herein is intended to alter the terms, conditions and limitations of the bond.
2. Should this bond be canceled, reduced, non-renewed or
restrictively modified by the Underwriter, the Underwriter will endeavor to
give at least fifteen (15) days advance written notice to the organization
named above at:
Attention: Director of Compliance
New York State Common Retirement
Fund
Office of the State Comptroller
Division of Pension Investment and
Cash Management
110 State Street, 14th
Floor
Albany, NY 12236-0001
and
Attention:
Director of Compliance
New York State Common Retirement
Fund
Office of the State Comptroller
59 Maiden Lane, 30th
Floor
New York, NY 10038
but failure to do so shall not impair or delay the effectiveness
of any such cancellation, reduction, non-renewal, or restrictive modification.
3. Should this bond be canceled or reduced at the request of the
Insured, the Underwriter will endeavor to notify the organization named above
of such cancellation or reduction, within 10 business days after receipt of
such request, but failure to do so shall not impair or delay the effectiveness
of such cancellation or reduction.
Nothing
herein contained shall be held to vary, alter, waive or extend any of the
terms, conditions, provisions, agreements or limitations of this policy other
than as above stated.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 24
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
ENHANCED
AUTHENTICATION MEASURES AMENDMENT
In consideration for the premium
charged for this Bond, it is hereby understood and agreed that SECTON 1.
DEFINITIONS is amended by deleting the definition of “Officially Designated” in
paragraph V in its entirety and replacing it with the following:
U. “Officially Designated” means designated by the
Shareholder of Record:
(1) in the initial account application,
(2) in writing accompanied by a signature
guarantee,
(3) in writing or by Electronic
Transmission, where such designation is verified via a callback to the
Shareholder of Record by the Insured at a predetermined telephone number
provided by the Shareholder of Record in writing to the Insured at least thirty
(30) days prior to such callback, or
(4) in writing, by voice over the
telephone, or by Electronic Transmission, where the identity of the Shareholder
of Record is contemporaneously confirmed using Enhanced Authentication
Measures.
It is further understood and agreed that “Enhanced
Authentication Measures” shall mean gAuthenticate service provided by GIACT
Systems, LLC, as described in the email dated May 9, 2019, from Franklin
Templeton Investments to the Underwriter.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT
COMPANY BLANKET BOND
RIDER NO. 25
INSURED BOND
NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND
PERIOD AUTHORIZED REPRESENTATIVE
June 30, 2020 June 30, 2020 to June 30, 2021 /S/
Swenitha Nalli
ENHANCED
AUTHENTICATION MEASURES AMENDMENT
(INVESTMENT ADVISORY
CLIENTS)
In consideration for the premium
charged for this Bond, it is hereby understood and agreed that the definition
of “IAC Officially Designated” in Rider 22 is replaced in its entirety with the
following:
6. “IAC Officially Designated” means designated by
the Designated Client:
(1) in the initial account application,
(2) in writing accompanied by a signature
guarantee,
(3) in writing or by Electronic
Transmission, where such designation is verified via a callback to the Designated Client by the Insured at a predetermined telephone number
provided by the Designated Client in writing
to the Insured at least thirty (30) days prior to such callback, or
(4) in writing, by voice over the
telephone, or by Electronic Transmission, where the identity of the Designated Client is contemporaneously confirmed using Enhanced
Authentication Measures.
It is further understood and agreed that “Enhanced
Authentication Measures” shall mean gAuthenticate service provided by GIACT
Systems, LLC, as described in the email dated May 9, 2019, from Franklin
Templeton Investments to the Underwriter.
Except
as above stated, nothing herein shall be held to alter, waive or extend any of
the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 26
INSURED BOND NUMBER
Franklin Resources, Inc. 87170120B
EFFECTIVE DATE BOND PERIOD AUTHORIZED REPRESENTATIVE
July 31, 2020 June 30, 2020 to June 30, 2021 /S/ Swenitha Nalli
In consideration of the premium charged for this Bond, and notwithstanding Item 1 of the Declarations, Name of Insured, or any other Rider to this Bond (including Rider No. 1), it is hereby understood and agreed that the following shall not be Insureds under this Bond:
(1) any Legg Mason Investment Company;
(2) any Legg Mason Designated Fund; and
(3) any Legg Mason Non-Fund.
It is further understood and agreed that:
(a) “Legg Mason Designated Fund” shall mean any investment company, mutual fund, unit investment trust, closed-end fund, mutual investment fund, investment trust or any other similar investment vehicle that (i) is not registered under the Investment Company Act of 1940, and (ii) is or was advised, distributed, or administered by any Legg Mason Non-Fund;
(b) “Legg Mason Investment Company” shall mean any Investment Company (or portfolio thereof) that is or was, advised, distributed, or administered by any Legg Mason Non-Fund;
(c) “Legg Mason Non-Fund” shall mean any Non-Fund acquired, directly or indirectly, by Franklin Resources, Inc. as part of the “Agreement and Plan of Merger among Franklin Resources, Inc., Alpha Sub, Inc., and Legg Mason, Inc.” dated February 31, 2020, including, without limitation, Legg Mason, Inc. and any Legg Mason Subsidiary; and
(d) “Legg Mason Subsidiary” shall mean any entity more than 50% of whose outstanding securities representing the right to vote for the election of directors are owned, directly or indirectly, by Legg Mason, Inc. and/or one or more of its Subsidiaries.
Except as above stated, nothing herein shall be held to alter, waive or extend any of the terms of this Bond.
Franklin Templeton SEC Registered Funds
|
|
As Of 06/30/2020
|
|
OneTIS #
|
Fund Name
|
Allocated Bond
Premium
|
TEMPLETON FUNDS
|
|
|
37
|
Templeton Foreign Fund
|
$ 2,727.00
|
|
27103
|
Templeton International Climate Change Fund
|
$ 2.00
|
|
31
|
Templeton World Fund
|
$ 2,340.00
|
|
|
Templeton Funds (3)
|
|
|
|
|
|
|
4398
|
Templeton Emerging Markets Small Cap Fund
|
$ 330.00
|
|
4290
|
Templeton Global Balanced Fund
|
$ 603.00
|
|
|
Templeton Global Investment Trust (2)
|
|
|
|
|
|
|
17283
|
Templeton Emerging Markets Bond Fund
|
$ 21.00
|
|
97
|
Templeton Global Bond Fund
|
$ 16,045.00
|
|
12801
|
Templeton Global Total Return Fund
|
$ 2,367.00
|
|
12052
|
Templeton International Bond Fund
|
$ 327.00
|
|
|
Templeton Income Trust (4)
|
|
|
|
|
|
|
4562
|
Foreign Smaller Companies Series
|
$ 455.00
|
|
243
|
International Equity Series
|
$ 632.00
|
|
|
Templeton Institutional Funds (2)
|
|
|
|
|
|
|
|
INDIVIDUAL TEMPLETON FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
4473
|
Templeton China World Fund
|
$ 184.00
|
|
505
|
Templeton Developing Markets Trust
|
$ 1,056.00
|
|
581
|
Templeton Dragon Fund, Inc.
|
$ 665.00
|
|
111
|
Templeton Emerging Markets Fund
|
$ 208.00
|
|
555
|
Templeton Emerging Markets Income Fund
|
$ 352.00
|
|
146
|
Templeton Global Income Fund
|
$ 679.00
|
|
30
|
Templeton Global Smaller Companies Fund
|
$ 805.00
|
|
105
|
Templeton Growth Fund, Inc.
|
$ 7,758.00
|
|
|
TEMPLETON FUNDS TOTAL
|
$ 37,556.00
|
FRANKLIN FUNDS
|
|
|
4308
|
Franklin DynaTech Fund
|
$ 12,171.00
|
|
21293
|
Franklin Focused Growth Fund
|
$ 21.00
|
|
4306
|
Franklin Growth Fund
|
$ 14,099.00
|
|
4309
|
Franklin Income Fund
|
$ 52,128.00
|
|
4110
|
Franklin U.S. Government Securities Fund
|
$ 4,121.00
|
|
4307
|
Franklin Utilities Fund
|
$ 4,890.00
|
|
|
Franklin Custodian Funds (6)
|
|
|
|
|
|
|
4021
|
Franklin Floating Rate Master Series
|
$ 319.00
|
|
20794
|
Franklin Floating Rate Income Fund
|
$ -
|
|
|
Franklin Floating Rate Master Trust (2)
|
|
|
|
|
|
|
4484
|
Franklin Conservative Allocation Fund
|
$ 101.00
|
|
4467
|
Franklin Corefolio Allocation Fund
|
$ -
|
|
28663
|
Franklin Emerging Market Core Equity (IU) Fund
|
$ 111.00
|
|
4468
|
Franklin Founding Funds Allocation Fund
|
$ -
|
|
4486
|
Franklin Growth Allocation Fund
|
$ 54.00
|
|
28662
|
Franklin International Core Equity (IU) Fund
|
$ 229.00
|
|
17743
|
Franklin LifeSmart 2020 retirement Target Fund
|
$ 5.00
|
|
4390
|
Franklin LifeSmart 2025 retirement Target Fund
|
$ 12.00
|
|
17740
|
Franklin LifeSmart 2030 retirement Target Fund
|
$ 5.00
|
|
4391
|
Franklin LifeSmart 2035 retirement Target Fund
|
$ 7.00
|
|
17742
|
Franklin LifeSmart 2040 retirement Target Fund
|
$ 2.00
|
|
4392
|
Franklin LifeSmart 2045 retirement Target Fund
|
$ 4.00
|
|
17741
|
Franklin LifeSmart 2050 retirement Target Fund
|
$ 2.00
|
|
20078
|
Franklin LifeSmart 2055 retirement Target Fund
|
$ 1.00
|
|
4389
|
Franklin LifeSmart Retirement Income Fund
|
$ 11.00
|
|
4485
|
Franklin Moderate Allocation Fund
|
$ 132.00
|
|
21049
|
Franklin NextStep Conservative Fund
|
$ 2.00
|
|
21051
|
Franklin NextStep Growth Fund
|
$ 3.00
|
|
21050
|
Franklin NextStep Moderate Fund
|
$ 6.00
|
|
20110
|
Franklin Payout 2020 Fund
|
$ 3.00
|
|
20111
|
Franklin Payout 2021 Fund
|
$ 3.00
|
|
26694
|
Franklin Payout 2022 Fund
|
$ 3.00
|
|
28661
|
Franklin U.S. Core Equity (IU) Fund
|
$ 572.00
|
|
|
Franklin Fund Allocator Series (23)
|
|
|
|
|
|
|
4493
|
Franklin Emerging Market Debt Opportunities Fund
|
$ 90.00
|
|
12517
|
Franklin International Growth Fund
|
$ 1,660.00
|
|
4643
|
Franklin International Small Cap Fund
|
$ 91.00
|
|
|
Franklin Global Trust (3)
|
|
|
|
|
|
|
4338
|
Franklin Adjustable U.S. Government Securities Fund
|
$ 625.00
|
|
4337
|
Franklin Convertible Securities Fund
|
$ 3,337.00
|
|
4339
|
Franklin Equity Income Fund
|
$ 1,898.00
|
|
4489
|
Franklin Floating Rate Daily Access Fund
|
$ 1,153.00
|
|
4991
|
Franklin Low Duration Total Return Fund
|
$ 2,343.00
|
|
4586
|
Franklin Managed Income Fund
|
$ 2,840.00
|
|
4460
|
Franklin Total Return Fund
|
$ 3,398.00
|
|
|
Franklin Investors Securities Trust (7)
|
|
|
|
|
|
|
4175
|
Franklin California High Yield Municipal Fund
|
$ 2,399.00
|
|
4220
|
Franklin Tennessee Municipal Bond Fund
|
$ 162.00
|
|
|
Franklin Municipal Securities Trust (2)
|
|
|
|
|
|
|
4402
|
Franklin Biotechnology Discovery Fund
|
$ 1,109.00
|
|
4462
|
Franklin Growth Opportunities Fund
|
$ 3,670.00
|
|
4403
|
Franklin Natural Resources Fund
|
$ 150.00
|
|
4465
|
Franklin Small Cap Growth Fund
|
$ 2,326.00
|
|
4198
|
Franklin Small-Mid Cap Growth Fund
|
$ 3,134.00
|
|
4194
|
Franklin Strategic Income Fund
|
$ 3,288.00
|
|
28468
|
Franklin Templeton SMACS: Series CH
|
$ 2.00
|
|
28469
|
Franklin Templeton SMACS: Series E
|
$ 3.00
|
|
28470
|
Franklin Templeton SMACS: Series H
|
$ 2.00
|
|
28471
|
Franklin Templeton SMACS: Series I
|
$ 3.00
|
|
|
Franklin Strategic Series (10)
|
|
|
|
|
|
|
4364
|
Franklin Alabama Tax-Free Income Fund
|
$ 198.00
|
|
4726
|
Franklin Arizona Tax-Free Income Fund
|
$ 792.00
|
|
4327
|
Franklin Colorado Tax-Free Income Fund
|
$ 582.00
|
|
4366
|
Franklin Connecticut Tax-Free Income Fund
|
$ 166.00
|
|
4174
|
Franklin Federal Intermediate-Term Tax-Free Income Fund
|
$ 3,006.00
|
|
4354
|
Franklin Federal Limited-Term Tax-Free Income Fund
|
$ 913.00
|
|
4365
|
Franklin Florida Tax-Free Income Fund
|
$ 439.00
|
|
4328
|
Franklin Georgia Tax-Free Income Fund
|
$ 381.00
|
|
4330
|
Franklin High Yield Tax-Free Income Fund
|
$ 5,101.00
|
|
4172
|
Franklin Kentucky Tax-Free Income Fund
|
$ 119.00
|
|
4368
|
Franklin Louisiana Tax-Free Income Fund
|
$ 310.00
|
|
4369
|
Franklin Maryland Tax-Free Income Fund
|
$ 337.00
|
|
4318
|
Franklin Massachusetts Tax-Free Income Fund
|
$ 359.00
|
|
4319
|
Franklin Michigan Tax-Free Income Fund
|
$ 773.00
|
|
4320
|
Franklin Minnesota Tax-Free Income Fund
|
$ 848.00
|
|
4360
|
Franklin Missouri Tax-Free Income Fund
|
$ 813.00
|
|
28870
|
Franklin Municipal Green Bond Fund
|
$ 4.00
|
|
4371
|
Franklin New Jersey Tax-Free Income Fund
|
$ 696.00
|
|
4370
|
Franklin North Carolina Tax-Free Income Fund
|
$ 694.00
|
|
4322
|
Franklin Ohio Tax-Free Income Fund
|
$ 1,304.00
|
|
4361
|
Franklin Oregon Tax-Free Income Fund
|
$ 1,047.00
|
|
4329
|
Franklin Pennsylvania Tax-Free Income Fund
|
$ 881.00
|
|
4363
|
Franklin Virginia Tax-Free Income Fund
|
$ 501.00
|
|
|
Franklin Tax-Free Trust (23)
|
|
|
|
|
|
|
11536
|
Franklin Allocation VIP Fund
|
$ 588.00
|
|
4410
|
Franklin Flex Cap Growth VIP Fund
|
$ 109.00
|
|
4824
|
Franklin Global Real Estate VIP Fund
|
$ 103.00
|
|
4822
|
Franklin Growth and Income VIP Fund
|
$ 49.00
|
|
4829
|
Franklin Income VIP Fund
|
$ 3,314.00
|
|
4843
|
Franklin Large Cap Growth VIP Fund
|
$ 99.00
|
|
4845
|
Franklin Mutual Global Discovery VIP Fund
|
$ 358.00
|
|
4846
|
Franklin Mutual Shares VIP Fund
|
$ 1,927.00
|
|
4836
|
Franklin Rising Dividends VIP Fund
|
$ 1,099.00
|
|
4848
|
Franklin Small Cap Value VIP Fund
|
$ 788.00
|
|
4842
|
Franklin Small-Mid Cap Growth VIP Fund
|
$ 384.00
|
|
4884
|
Franklin Strategic Income VIP Fund
|
$ 325.00
|
|
4830
|
Franklin U.S. Government Securities VIP Fund
|
$ 667.00
|
|
17071
|
Franklin VolSmart Allocation VIP Fund
|
$ 97.00
|
|
381
|
Templeton Developing Markets VIP Fund
|
$ 216.00
|
|
523
|
Templeton Foreign VIP Fund
|
$ 902.00
|
|
4827
|
Templeton Global Bond VIP Fund
|
$ 1,945.00
|
|
4840
|
Templeton Growth VIP Fund
|
$ 506.00
|
|
|
Franklin Templeton Variable Insurance Products Trust (18)
|
|
|
|
|
|
|
|
INDIVIDUAL FRANKLIN FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
4312
|
Franklin California Tax-Free Income Fund
|
$ 13,449.00
|
|
4152
|
Franklin California Tax-Free Trust - Franklin California Intermediate-Term Tax-Free Income Fund
|
$ 1,407.00
|
|
4316
|
Franklin Federal Tax-Free Income Fund
|
$ 8,743.00
|
|
4301
|
Franklin Gold and Precious Metals Fund
|
$ 951.00
|
|
4305
|
Franklin High Income Trust - Franklin High Income Fund
|
$ 2,233.00
|
|
4472
|
Franklin Limited Duration Income Trust
|
$ 319.00
|
|
4358
|
Franklin Managed Trust - Franklin Rising Dividends Fund
|
$ 16,563.00
|
|
4315
|
Franklin New York Tax-Free Income Fund
|
$ 3,095.00
|
|
4153
|
Franklin New York Tax-Free Trust - Franklin New York Intermediate-Term Tax-Free Income Fund
|
$ 749.00
|
|
4192
|
Franklin Real Estate Securities Trust - Franklin Real Estate Securities Fund
|
$ 322.00
|
|
4157
|
Franklin Strategic Mortgage Portfolio
|
$ 53.00
|
|
4311
|
Franklin U.S. Government Money Fund
|
$ 3,096.00
|
|
4002
|
Franklin Universal Trust
|
$ 210.00
|
|
4340
|
Institutional Fiduciary Trust - Money Market Portfolio
|
$ 4,056.00
|
|
4184
|
The Money Market Portfolios - The U.S. Government Money Market Portfolio
|
$ -
|
|
|
FRANKIN FUNDS TOTAL
|
$ 211,686.00
|
|
|
|
|
NEW JERSEY/ALTERNATIVE FUNDS
|
|
|
431
|
Franklin Mutual Beacon Fund
|
$ 2,380.00
|
|
433
|
Franklin Mutual European Fund
|
$ 724.00
|
|
666
|
Franklin Mutual Financial Services Fund
|
$ 245.00
|
|
432
|
Franklin Mutual Global Discovery Fund
|
$ 8,268.00
|
|
434
|
Franklin Mutual Quest Fund
|
$ 2,666.00
|
|
435
|
Franklin Mutual Shares Fund
|
$ 6,863.00
|
|
|
Franklin Mutual Series Funds (6)
|
|
|
|
|
|
|
4189
|
Franklin MicroCap Value Fund
|
$ 103.00
|
|
4150
|
Franklin Mutual US Value Fund
|
$ 507.00
|
|
4282
|
Franklin Small Cap Value Fund
|
$ 1,798.00
|
|
|
Franklin Value Investors Trust (3)
|
|
|
|
|
|
|
18120
|
Franklin K2 Alternative Strategies Fund
|
$ 919.00
|
|
20225
|
Franklin K2 Long Short Credit Fund
|
$ 87.00
|
|
|
Franklin Alternative Strategies Funds (2)
|
|
|
|
NJ/ALT FUNDS TOTAL
|
$ 24,560.00
|
|
|
|
|
FRANKLIN TEMPLETON EXCHANGE TRADED FUNDS
|
|
|
29096
|
Franklin Disruptive Commerce ETF
|
$ 6.00
|
|
26346
|
Franklin FTSE Asia Ex Japan ETF
|
$ 14.00
|
|
26365
|
Franklin FTSE Australia ETF
|
$ 11.00
|
|
26363
|
Franklin FTSE Brazil ETF
|
$ 101.00
|
|
26364
|
Franklin FTSE Canada ETF
|
$ 5.00
|
|
26362
|
Franklin FTSE China ETF
|
$ 42.00
|
|
26349
|
Franklin FTSE Europe ETF
|
$ 171.00
|
|
26347
|
Franklin FTSE Europe Hedged ETF
|
$ 4.00
|
|
26361
|
Franklin FTSE France ETF
|
$ 5.00
|
|
26360
|
Franklin FTSE Germany ETF
|
$ 4.00
|
|
26359
|
Franklin FTSE Hong Kong ETF
|
$ 14.00
|
|
26348
|
Franklin FTSE India ETF
|
$ 8.00
|
|
26358
|
Franklin FTSE Italy ETF
|
$ 2.00
|
|
26357
|
Franklin FTSE Japan ETF
|
$ 290.00
|
|
26355
|
Franklin FTSE Japan Hedged ETF
|
$ 4.00
|
|
27393
|
Franklin FTSE Latin America ETF
|
$ 1.00
|
|
26354
|
Franklin FTSE Mexico ETF
|
$ 3.00
|
|
26356
|
Franklin FTSE Russia ETF
|
$ 10.00
|
|
27392
|
Franklin FTSE Saudi Arabia ETF
|
$ 2.00
|
|
27391
|
Franklin FTSE South Africa ETF
|
$ 1.00
|
|
26353
|
Franklin FTSE South Korea ETF
|
$ 13.00
|
|
26352
|
Franklin FTSE Switzerland ETF
|
$ 30.00
|
|
26351
|
Franklin FTSE Taiwan ETF
|
$ 14.00
|
|
26350
|
Franklin FTSE United Kingdom ETF
|
$ 65.00
|
|
29097
|
Franklin Genomic Advancements ETF
|
$ 3.00
|
|
29098
|
Franklin Intelligent Machines ETF
|
$ 2.00
|
|
26729
|
Franklin Liberty High Yield Corporate ETF
|
$ 129.00
|
|
26175
|
Franklin Liberty Intermediate Municipal Opportunities ETF
|
$ 11.00
|
|
26727
|
Franklin Liberty International Aggregate Bond ETF
|
$ 171.00
|
|
21558
|
Franklin Liberty Investment Grade Corporate ETF
|
$ 735.00
|
|
26176
|
Franklin Liberty Municipal Bond ETF
|
$ 34.00
|
|
26728
|
Franklin Liberty Senior Loan ETF
|
$ 44.00
|
|
28388
|
Franklin Liberty Systematic Style Premia ETF
|
$ 42.00
|
|
28565
|
Franklin Liberty U.S. Core Bond ETF
|
$ 1,283.00
|
|
21559
|
Franklin Liberty U.S. Low Volatility ETF
|
$ 82.00
|
|
29614
|
Franklin Liberty U.S. Treasury Bond ETF
|
$ 199.00
|
|
21413
|
Franklin LibertyQ Emerging Markets ETF
|
$ 20.00
|
|
21415
|
Franklin LibertyQ Global Dividend ETF
|
$ 17.00
|
|
21414
|
Franklin LibertyQ Global Equity ETF
|
$ 10.00
|
|
21412
|
Franklin LibertyQ International Equity Hedged ETF
|
$ 8.00
|
|
25773
|
Franklin LibertyQ U.S. Equity ETF
|
$ 1,113.00
|
|
25772
|
Franklin LibertyQ U.S. Mid Cap Equity ETF
|
$ 15.00
|
|
25771
|
Franklin LibertyQ U.S. Small Cap Equity ETF
|
$ 12.00
|
|
|
Franklin Templeton ETF Trust (43)
|
|
|
|
INDIVIDUAL ETF FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
|
18000
|
Franklin ETF Trust - Franklin Liberty Short Duration U.S. Government ETF
|
$ 276.00
|
|
|
FRANKLIN & FRANKLIN TEMPLETON ETF TOTAL
|
$ 5,026.00
|
|
|
|
|
BENEFIT STREET PARTNERS
|
|
|
28074
|
Business Development Corporation of America*
|
$ 2,089.00
|
|
29694
|
Broadstone Real Estate Access Fund
|
$ 44.00
|
|
|
Benefit Street Partners Total
|
$ 2,133.00
|
|
|
*Not an SEC Registered Fund, but subject to 40 Act regulations, including Bonding requirement
|
|
|
|
|
|
ALL FUNDS GRAND TOTAL
|
$ 280,961.00
|
|
|
|
|
CERTIFICATE OF VICE PRESIDENT AND SECRETARY OF
TEMPLETON CHINA WORLD FUND
TEMPLETON DEVELOPING MARKETS TRUST
TEMPLETON DRAGON FUND, INC.
TEMPLETON EMERGING MARKETS FUND
TEMPLETON EMERGING MARKETS INCOME FUND
TEMPLETON FUNDS
TEMPLETON GLOBAL INCOME FUND
TEMPLETON GLOBAL INVESTMENT TRUST
TEMPLETON GLOBAL SMALLER COMPANIES FUND
TEMPLETON GROWTH FUND, INC.
TEMPLETON INCOME TRUST
TEMPLETON INSTITUTIONAL FUNDS
I, Lori A. Weber, Vice President and Secretary of the above referenced investment companies (each, together with its respective series, a “Fund” or “Funds”), hereby certify that the following is a true and correct copy of resolutions duly adopted by the Board of Directors/Trustees of each Fund, including a majority of the Directors/Trustees who are not “interested persons” of the Fund, as such term is defined in the Investment Company Act of 1940 (the “1940 Act”), at the regular meetings of Directors/Trustees of the Funds held on May 13, 2020, and further certify that said resolutions are in full force and effect in all respects:
RESOLVED, that after consideration of the value of the aggregate assets of the Funds to which any covered person (as defined in Rule 17g-1) may have access, the type and terms of the arrangements made for the custody and safekeeping of such assets and the nature of the securities in the Funds’ portfolios, among other factors, the proposed joint fidelity bond coverage for the Funds and other FT funds (both those registered with the SEC and non-SEC registered funds), as well as FRI and its subsidiaries, including investment advisers, be continued with ICI Mutual, subject to the amount of the joint fidelity bond coverage remaining at $100,000,000 under arrangements providing for a specifically allocated priority layer of $75,000,000 coverage for the Funds and the other SEC-registered FT funds, subject to ongoing review;
FURTHER RESOLVED, that in accordance with the provisions of subparagraph (e) of Rule 17g-1 under the 1940 Act, and after consideration of the number of other parties named as insureds, the nature of the business activities of such other parties, the amount of the Bond, the amount of the premium for such Bond, the ratable allocation of the premium among all parties named as insureds and the extent to which the share of the premium allocated to each Fund is less than the premium such Fund would have had to pay if it had provided and maintained a single insured bond, among other factors, the portion of the premium for said Bond to be paid by each Fund be, and it hereby is, approved as to amount and shall be the portion of the allocable premiums paid by all covered investment companies constituting the
FT Funds equal to the percentage that the Fund’s assets represent in respect to the assets of all of such covered investment companies in the aggregate;
FURTHER RESOLVED, that the existing Amended and Restated Allocation Agreement between the Funds and the other covered persons under the Bond relating to the sharing of premiums and division of insurance proceeds in the event of a joint fidelity loss, as required by subparagraph (f) of Rule 17g-1, and reflecting the provisions of said Bond, is hereby approved and continued; and
FURTHER RESOLVED, that the officers of the Funds be, and each of them hereby is, authorized, empowered and directed to make such filings with the SEC as may be required from time to time pursuant to Rules under the 1940 Act.
/s/LORI A. WEBER________________________________
Lori A. Weber
Vice President and Secretary
DATED: October 8, 2020
CERTIFICATE OF SECRETARY
Franklin Alternative Strategies Funds
Franklin California Tax-Free Income Fund
Franklin California Tax-Free Trust
Franklin Custodian Funds
Franklin Federal Tax-Free Income Fund
Franklin Floating Rate Master Trust
Franklin Fund Allocator Series
Franklin Global Trust
Franklin Gold and Precious Metals Fund
Franklin High Income Trust
Franklin Investors Securities Trust
Franklin Limited Duration Income Trust
Franklin Managed Trust
Franklin Municipal Securities Trust
Franklin Mutual Series Funds
Franklin New York Tax-Free Income Fund
Franklin New York Tax-Free Trust
Franklin Real Estate Securities Trust
Franklin Strategic Mortgage Portfolio
Franklin Strategic Series
Franklin Tax-Free Trust
Franklin Templeton Variable Insurance Products Trust
Franklin U.S. Government Money Fund
Franklin Universal Trust
Franklin Value Investors Trust
Institutional Fiduciary Trust
The Money Market Portfolios
I, Steven J. Gray, Vice President and Secretary or Co-Secretary of the above referenced investment companies (each, a “Trust,” and collectively, the “Trusts”) hereby certify that the following is a true and correct copy of resolutions duly adopted by the Board of Trustees of each Fund, including a majority of the Trustees who are not “interested persons” of the Funds, as such term is defined in the Investment Company Act of 1940, at a meeting of Trustees of the Funds held on May 13, 2020 and further certify that said resolutions are in full force and effect in all respects:
RESOLVED, that after consideration of the value of the aggregate assets of the Trusts to which any covered person (as defined in Rule 17g-1) may have access, the type and terms of the arrangements made for the custody and safekeeping of such assets and the nature of the securities in the Trusts’ portfolios, among other factors, the proposed joint fidelity bond coverage for the Trusts and other FT funds (both those registered with the SEC and non-SEC registered funds), as well as FRI and its subsidiaries, including investment advisers, be continued with ICI Mutual, subject to the amount of the joint fidelity bond coverage remaining at $100,000,000 under arrangements providing for a specifically allocated priority layer of $75,000,000 coverage for the Trusts and the other SEC-registered FT funds, subject to ongoing review;
FURTHER RESOLVED, that in accordance with the provisions of subparagraph (e) of Rule 17g-1 under the 1940 Act, and after consideration of the number of other parties named as insureds, the nature of the business activities of such other parties, the amount of the Bond,
the amount of the premium for such Bond, the ratable allocation of the premium among all parties named as insureds and the extent to which the share of the premium allocated to each Trust is less than the premium such Trust would have had to pay if it had provided and maintained a single insured bond, among other factors, the portion of the premium for said Bond to be paid by each Trust be, and it hereby is, approved as to amount and shall be the portion of the allocable premiums paid by all covered investment companies constituting the FT Funds equal to the percentage that the Trust’s assets represent in respect to the assets of all of such covered investment companies in the aggregate;
FURTHER RESOLVED, that the existing Amended and Restated Allocation Agreement between the Trusts and the other covered persons under the Bond relating to the sharing of premiums and division of insurance proceeds in the event of a joint fidelity loss, as required by subparagraph (f) of Rule 17g-1, and reflecting the provisions of said Bond, is hereby approved and continued; and
FURTHER RESOLVED, that the officers of the Trusts be, and each of them hereby is, authorized, empowered and directed to make such filings with the SEC as may be required from time to time pursuant to Rules under the 1940 Act.
_/s/STEVEN J. GRAY___________________
Steven J. Gray
Vice President and Secretary or Co-Secretary
Dated: October 09, 2020
CERTIFICATE OF SECRETARY
Franklin Templeton ETF Trust
Franklin ETF Trust
I, Navid J. Tofigh, Vice President and Secretary of the above referenced investment companies (each, a “Trust,” and collectively, the “Trusts”) hereby certify that the following is a true and correct copy of resolutions duly adopted by the Board of Trustees of each Fund, including a majority of the Trustees who are not “interested persons” of the Funds, as such term is defined in the Investment Company Act of 1940, at a meeting of Trustees of the Funds held on May 14, 2020 and further certify that said resolutions are in full force and effect in all respects:
RESOLVED, that after consideration of the value of the aggregate assets of the Trusts to which any covered person (as defined in Rule 17g-1) may have access, the type and terms of the arrangements made for the custody and safekeeping of such assets and the nature of the securities in the Trusts’ portfolios, among other factors, the proposed joint fidelity bond coverage for the Trusts and other members of the FT funds worldwide (both those registered with the SEC and non-SEC registered funds), as well as FRI and its subsidiaries, including investment advisers, be continued with ICI Mutual, subject to the amount of the joint fidelity bond coverage remaining at $100,000,000 under arrangements providing for a specifically allocated priority layer of $75,000,000 coverage for the Trusts and the other FT Group of Funds, subject to ongoing review;
FURTHER RESOLVED, that in accordance with the provisions of subparagraph € of Rule 17g-1 under the 1940 Act, and after consideration of the number of other parties named as insureds, the nature of the business activities of such other parties, the amount of the Bond, the amount of the premium for such Bond, the ratable allocation of the premium among all parties named as insureds and the extent to which the share of the premium allocated to each Trust is less than the premium such Trust would have had to pay if it had provided and maintained a single insured bond, among other factors, the portion of the premium for said Bond to be paid by each Trust be, and it hereby is, approved as to amount and shall be the portion of the allocable premiums paid by all covered investment companies constituting the FT Group of Funds equal to the percentage that the Trust’s assets represent in respect to the assets of all of such covered investment companies in the aggregate;
FURTHER RESOLVED, that the existing Amended and Restated Allocation Agreement between the Trusts and the other covered persons under the Bond relating to the sharing of premiums and division of insurance proceeds in the event of a joint fidelity loss, as required by subparagraph (f) of Rule 17g-1, and reflecting the provisions of said Bond, is hereby approved and continued; and
FURTHER RESOLVED, that the officers of the Trusts be, and each of them hereby is, authorized, empowered and directed to make such filings with the SEC as may be required from time to time pursuant to Rules under the 1940 Act.
/s/NAVID J. TOFIGH___________ ____
Navid J. Tofigh
Vice President and Secretary
Dated: 10/22/20____
CERTIFICATE OF SECRETARY OF
Broadstone Real Estate Access Fund
I, Leeor Avigdor, Secretary of the above referenced investment company (a “Fund”), hereby certify that the following is a true and correct copy of resolutions duly adopted by the Board of Directors/Trustees of each Fund as shown below, including a majority of the Directors/Trustees who are not “interested persons” of the Fund, as such term is defined in the Investment Company Act of 1940, and further certify that said resolutions are in full force and effect in all respects:
Broadstone Real Estate Access Fund
RESOLVED: That the form and amount of the joint fidelity bond (“Joint Bond”) covering the Broadstone Real Estate Access Fund (the “Fund”) and certain other persons (“Insured Persons”), as discussed at this meeting, be, and the same hereby is, approved after consideration of all factors deemed relevant by the Board of Trustees of the Fund, including, but not limited to, (i) the value of the aggregate assets of the Fund to which any covered person may have access, (ii) the type and terms of the arrangements made for the custody and safekeeping of the Fund’s assets, and (iii) the nature of the securities held by the Fund, (iv) the amount of the premium of the Joint Bond, (v) the ratable allocation of the total premium among all the Insured Persons, and (vi) the share of the premium allocated to the Fund under the Joint Bond is less than the premium that the Fund would have had to pay had the Fund maintained a single insured bond; and
RESOLVED: That the Secretary of the Fund be, and is hereby designated as the officer responsible for making the necessary filings and giving the notices with respect to such fidelity bond required by paragraph (g) of Rule 17g-1 under the Investment Company Act of 1940, as amended; and
RESOLVED: That an Amended and Restated Allocation Agreement by and between the Fund and the Insured Persons (the “Joint Insured Agreement”) in substantially the form presented at the meeting, be and it hereby is, approved; and that any officer of the Fund be, and they hereby severally are, authorized, in the name and on behalf of the Fund, to execute and deliver such Joint Insured Agreement, in substantially such form, with such changes as the officer or officers so acting may deem necessary or desirable, together with such other documents or instruments as he or she may deem necessary or advisable to effect the purposes of this resolution, the execution and delivery thereof to be conclusive evidence that the same has been approved by the Trustees; and
<BCLPAGE>1</BCLPAGE>
|
27076406.3.BUSINESS
|
RESOLVED: That the proper officers of the Fund be, and each of them hereby is, authorized to make any and all payments, and to do any and all other acts, in the name of the Fund and on its behalf, as they, or any of them, may determine to be necessary or desirable and proper with the advice of counsel in connection with or in furtherance of the foregoing resolutions.
/s/LEEOR AVIGDOR__________
Leeor Avigdor
Secretary
DATED: October 22, 2020
Amended and Restated Allocation Agreement
This Amended and Restated Allocation Agreement (“Agreement”) is made as of the 23rd day of October, 2020, by and among the funds listed on Schedule A1 and Schedule A2 of this Agreement (hereafter collectively referred to as the “Funds”) and the non-funds described on Schedule B of this Agreement (hereafter collectively referred to as the “Non-Funds”). The Funds and Non-Funds are hereafter collectively referred to as the “Insured.”
This Agreement is entered into under the following circumstances:
A. Section 17(g) of the Investment Company Act of 1940 (the “Act”) provides that the Securities and Exchange Commission (“SEC”) is authorized to require that the officers and employees of registered management investment companies be bonded against larceny and embezzlement, and the SEC has promulgated rules and regulations dealing with this subject (“Rule 17g-1”);
B. The Funds and the Non-Funds are named as joint insured’s under the terms of certain bonds or policies of insurance which insure against larceny and embezzlement of officers and employees (the “Fidelity Bonds”);
C. A majority of those members of the Board of Directors/Trustees of each of the Funds, who are not “interested persons” as defined by Section 2(a)(19) of the Act, have given due consideration to all factors relevant to the form, amount and apportionment of premiums and recoveries on the Fidelity Bonds and each such Board of Directors/Trustees of each Fund has approved the term and amount of the Fidelity Bonds, the portion of the premiums payable by that party, and the manner in which recovery of said Fidelity Bonds, if any, shall be shared by and among the parties hereto as hereinafter set forth; and
D. The Insured’s now desire to enter into the agreement required by Rule 17g‑1(f) to establish the manner in which payment of premiums and recovery on said Fidelity Bonds, if any, shall be shared.
NOW, THEREFORE, IT IS HEREBY AGREED by and among the parties hereto as follows:
1. Payment of Premiums
The premium shall be allocated between the Insured in accordance with the requirements of Rule 17g‑1(e). The portion of the premium which is allocated to the Funds shall be divided among the Funds as follows: each Fund shall pay that percentage of each premium when due under the Fidelity Bonds which is derived by a fraction, (i) the denominator of which is the total assets of all of the Funds combined at the time any premium is due; and (ii) the numerator of which is the total assets of each of the Funds individually at the time any premium is due.
2. Allocation of Recoveries
(a) If more than one of the parties hereto is damaged in a single loss for which recovery is received under the Fidelity Bonds, each such party shall receive that
portion
of the recovery which represents the loss sustained by that party, unless the
recovery is inadequate fully to indemnify each such party sustaining a loss.
(b) If the recovery is inadequate fully to
indemnify each such party hereto sustaining a loss, the recovery shall be
allocated among such parties in the following order:
(i)
Each Insured sustaining a loss
shall be allocated an amount equal to the lesser of its actual loss or an
amount in the proportion that each such Insured’s last payment of premium bears
to the sum of the last such premium payments of all such Insured’s, except that
if this allocation would result in any Fund, including those Fund(s) created
during the policy term that have paid no premium as provided for in paragraph 4
of this Agreement, receiving less than the minimum amount of recovery under the
Fidelity Bonds which would be required to be maintained by such party under a
single insured fidelity bond in accordance with the provision of Rule
17g-1(d)(1) (determined as of the time of the loss) (the “Single Insured
Minimum”), then first from the share allocated to the non-Funds, sufficient
monies shall be re-allocated to the Funds to bring the share of each Fund up to
the Single Insured Minimum (determined as of the time of the loss).
The
basis of each reallocation from each of the non-Funds sustaining a loss to
Funds sustaining a loss shall be the proportion that each such non-Fund’s last
payment of premium bears to the sum of the last such premium payments of all
such non-Funds.
To
the extent this reallocation from non-Funds to Funds is still insufficient to
bring the share of each Fund sustaining a loss up to the Single Insured Minimum
(determined as of the time of the loss), then second, from the share allocated
to Funds sustaining a loss whose allocation exceeds the Single Insured Minimum
amount for the Fund, sufficient monies will be reallocated, to the extent
possible, to the other Funds sustaining a loss to bring the share of each Fund sustaining
a loss up to the Single Insured Minimum (determined as of the time of loss).
The
basis of such reallocation from Funds sustaining a loss to other Funds
sustaining a loss shall be the proportion that each such Fund’s last payment of
premium bears to the last such premium payments of all such Funds.
(ii)
The remaining portion of the
proceeds shall be allocated to each party sustaining a loss not fully covered
by the allocation under subparagraph (i) in the proportion that each such party’s
last payment of premium bears to the sum of the last such premium payment of
all such parties. If such allocation would result in any party sustaining a
loss receiving a portion of the recovery in excess of the loss actually
sustained by such party, the aggregate of each excess portion shall be
allocated among the other parties whose losses would not be fully indemnified
in the same proportion that each such party’s last payment of premium bears to
the sum of the last such premium payments of all parties entitled to receive a share of the excess. Any allocation in excess of a loss
actually sustained by any such party shall be reallocated in the same manner.
3. Obligation to
Maintain Minimum Coverage
Each of the Funds represents
and warrants to each of the other parties hereto that it has determined the
amount of its Single Insured Minimum as of the date hereof and that such Single
Insured Minimum is included in the coverage of the Fidelity Bonds. Each of the
Funds agrees that it will determine, no less often than at the end of each
calendar quarter, the Single Insured Minimum which would be required of it if a
determination with respect to the adequacy of the coverage were then currently
being made. In the event that the total amount of the minimum coverage thus
determined exceeds the total amount of coverage of then effective Fidelity Bonds,
management of each of the Funds will be notified and will determine whether it
is necessary or appropriate to increase the total amount of coverage of the Fidelity
Bonds to an amount not less than the total amount of such minimums, or to
secure such excess coverage for one or more of the parties hereto, which, when
added to the total coverage of the Fidelity Bonds, will equal an amount not
less than the total amount of such minimums. Each Fund agrees to pay its fair
(taking into account all of the then existing circumstances) portion of the new
or additional premium; provided that in the event that a Fund elects to
terminate this Agreement (as to itself as a party hereto pursuant to paragraph 5)
and its participation in the joint-insured Fidelity Bonds on or prior to the
effective date of the new or additional premium, such party shall not pay any
portion of the new or additional premium.
4. Newly Created
Funds or Non-Funds
The parties hereto agree that
during the policy term any newly created Fund(s) or non-Fund(s) can be added as
joint Insured on the Fidelity Bonds and can be added as parties to this
Agreement, as then currently amended or restated, in the case of this Agreement,
by attaching a revised Schedule A1 and/or Schedule A2 and/or Schedule B, as
applicable, to this Agreement that reflects the addition of such newly created
Fund(s) or non-Fund(s); provided that such revised Schedule A1 and/or Schedule
A2 and/or Schedule B is signed by the proper officers of the Insured that are
authorized to execute this Agreement and is dated with the as of date upon
which such addition(s) is effective. The newly created Fund(s) or non-Fund(s)
that are added as joint Insured on the Fidelity Bonds and to this Agreement, as
then currently amended or restated, will not be required to pay any premium
during the then current policy term of the Fidelity Bonds, unless, pursuant to
paragraph 3 of this Agreement, an increase in the total amount of coverage is
required. Each of such newly created Fund(s) or non-Fund(s) that are added as
joint Insured agrees to pay its proportionate share of any new or additional premium,
as outlined in paragraph 3 to this Agreement, and to be bound by all other
terms and conditions of this Agreement.
5. Successors
This Agreement shall apply to
the present Fidelity Bond coverage and any renewal or replacement thereof and
shall continue until terminated as to any party by such party hereto giving not
less than sixty days’ notice to the other parties hereto in writing. This
Agreement shall be binding upon, and inure to the benefit of, the parties
hereto and any successor or successors to a party hereto resulting from a
change in domicile or form of corporate, trust or similar organization of such
party.
6. Authorization to Execute; Counterparts
The parties hereby agree that the proper officers of the Insured are authorized to execute this Agreement, and any amendments thereto, on behalf of the parties to this Agreement. This Agreement may be executed in two or more counterparts, all of which taken together shall constitute one and the same instrument.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date first written above.
The Funds Listed on Schedule A1 of this Agreement, and
The Non-Funds Described on Schedule B of this Agreement
By: _/s/CRAIG S. TYLE_________
Name: Craig S. Tyle
The Funds Listed on Schedule A2 of this Agreement
By: _/s/LEEOR AVIGDOR____________
Name: Leeor Avigdor
SCHEDULE A1
Funds
|
|
Franklin Alternative
Strategies Funds
|
Franklin California
Tax-Free Income Fund
|
Franklin California
Tax-Free Trust
|
Franklin Custodian Funds
|
Franklin ETF Trust
|
Franklin Federal Tax-Free
Income Fund
|
Franklin Floating Rate Master Trust
|
Franklin Fund Allocator
Series
|
Franklin Global Trust
|
Franklin Gold and Precious
Metals Fund
|
Franklin High Income Trust
|
Franklin Investors Securities Trust
|
Franklin Limited Duration
Income Trust
|
Franklin Managed Trust
|
Franklin Municipal
Securities Trust
|
Franklin Mutual Series
Funds
|
Franklin New York Tax-Free Income Fund
|
Franklin New York Tax-Free Trust
|
Franklin Real Estate
Securities Trust
|
Franklin Strategic Mortgage Portfolio
|
Franklin Strategic Series
|
Franklin Tax-Free Trust
|
Franklin Templeton ETF
Trust
|
Franklin Templeton Variable
Insurance Products Trust
|
Franklin U.S. Government
Money Fund
|
Franklin Universal Trust
|
Franklin Value Investors
Trust
|
Institutional Fiduciary
Trust
|
The Money Market Portfolios
|
Templeton China
World Fund
|
Templeton
Developing Markets Trust
|
Templeton Dragon Fund, Inc.
|
Templeton Emerging Markets
Fund
|
Templeton Emerging Markets
Income Fund
|
Templeton Funds
|
Templeton Global Income
Fund
|
Templeton Global Investment
Trust
|
Templeton Global Smaller
Companies Fund
|
Templeton Growth Fund, Inc.
|
Templeton Income Trust
|
Templeton Institutional
Funds
|
SCHEDULE A2
Fund
Broadstone Real Estate Access
Fund
SCHEDULE B
Non-Funds
Franklin Resources, Inc. and its subsidiaries.
|
|
Franklin Templeton SEC Registered Funds
|
|
As Of 06/30/2020
|
|
OneTIS #
|
Fund Name
|
Fund AUM
(In $ Millions)
|
Trust Total AUM
(In $ Millions)
|
17g-1 Required Bond Limit
|
TEMPLETON FUNDS
|
|
|
|
|
37
|
Templeton Foreign Fund
|
3,353.1
|
|
|
|
27103
|
Templeton International Climate Change Fund
|
1.9
|
|
|
|
31
|
Templeton World Fund
|
2,878.0
|
|
|
|
|
Templeton Funds (3)
|
|
6,233.0
|
2,500,000
|
|
|
|
|
|
|
|
4398
|
Templeton Emerging Markets Small Cap Fund
|
405.7
|
|
|
|
4290
|
Templeton Global Balanced Fund
|
741.1
|
|
|
|
|
Templeton Global Investment Trust (2)
|
|
1,146.8
|
1,250,000
|
|
|
|
|
|
|
|
17283
|
Templeton Emerging Markets Bond Fund
|
26.0
|
|
|
|
97
|
Templeton Global Bond Fund
|
19,731.9
|
|
|
|
12801
|
Templeton Global Total Return Fund
|
2,911.0
|
|
|
|
12052
|
Templeton International Bond Fund
|
402.0
|
|
|
|
|
Templeton Income Trust (4)
|
|
23,070.8
|
2,500,000
|
|
|
|
|
|
|
|
4562
|
Foreign Smaller Companies Series
|
559.5
|
|
|
|
243
|
International Equity Series
|
776.8
|
|
|
|
|
Templeton Institutional Funds (2)
|
|
1,336.3
|
1,250,000
|
|
|
|
|
|
|
|
|
INDIVIDUAL TEMPLETON FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
|
|
4473
|
Templeton China World Fund
|
226.0
|
226.0
|
600,000
|
|
505
|
Templeton Developing Markets Trust
|
1,299.2
|
1,299.2
|
1,250,000
|
|
581
|
Templeton Dragon Fund, Inc.
|
818.3
|
818.3
|
1,000,000
|
|
111
|
Templeton Emerging Markets Fund
|
256.3
|
256.3
|
750,000
|
|
555
|
Templeton Emerging Markets Income Fund
|
432.4
|
432.4
|
750,000
|
|
146
|
Templeton Global Income Fund
|
835.4
|
835.4
|
1,000,000
|
|
30
|
Templeton Global Smaller Companies Fund
|
989.8
|
989.8
|
1,000,000
|
|
105
|
Templeton Growth Fund, Inc.
|
9,541.0
|
9,541.0
|
2,500,000
|
|
|
TEMPLETON FUNDS TOTAL
|
|
46,185.3
|
16,350,000
|
FRANKLIN FUNDS
|
|
|
|
|
4308
|
Franklin DynaTech Fund
|
14,968.0
|
|
|
|
21293
|
Franklin Focused Growth Fund
|
25.6
|
|
|
|
4306
|
Franklin Growth Fund
|
17,339.5
|
|
|
|
4309
|
Franklin Income Fund
|
64,098.1
|
|
|
|
4110
|
Franklin U.S. Government Securities Fund
|
5,068.2
|
|
|
|
4307
|
Franklin Utilities Fund
|
6,013.3
|
|
|
|
|
Franklin Custodian Funds (6)
|
|
107,512.8
|
2,500,000
|
|
|
|
|
|
|
|
4021
|
Franklin Floating Rate Master Series
|
392.3
|
|
|
|
20794
|
Franklin Floating Rate Income Fund
|
0.1
|
|
|
|
|
Franklin Floating Rate Master Trust (2)
|
|
392.4
|
750,000
|
|
|
|
|
|
|
|
4484
|
Franklin Conservative Allocation Fund
|
124.1
|
|
|
|
4467
|
Franklin Corefolio Allocation Fund
|
0.0
|
|
|
|
28663
|
Franklin Emerging Market Core Equity (IU) Fund
|
137.0
|
|
|
|
4468
|
Franklin Founding Funds Allocation Fund
|
0.0
|
|
|
|
4486
|
Franklin Growth Allocation Fund
|
66.2
|
|
|
|
28662
|
Franklin International Core Equity (IU) Fund
|
281.4
|
|
|
|
17743
|
Franklin LifeSmart 2020 retirement Target Fund
|
6.4
|
|
|
|
4390
|
Franklin LifeSmart 2025 retirement Target Fund
|
14.5
|
|
|
|
17740
|
Franklin LifeSmart 2030 retirement Target Fund
|
6.3
|
|
|
|
4391
|
Franklin LifeSmart 2035 retirement Target Fund
|
8.7
|
|
|
|
17742
|
Franklin LifeSmart 2040 retirement Target Fund
|
2.6
|
|
|
|
4392
|
Franklin LifeSmart 2045 retirement Target Fund
|
4.7
|
|
|
|
17741
|
Franklin LifeSmart 2050 retirement Target Fund
|
1.9
|
|
|
|
20078
|
Franklin LifeSmart 2055 retirement Target Fund
|
1.1
|
|
|
|
4389
|
Franklin LifeSmart Retirement Income Fund
|
13.6
|
|
|
|
4485
|
Franklin Moderate Allocation Fund
|
162.0
|
|
|
|
21049
|
Franklin NextStep Conservative Fund
|
2.9
|
|
|
|
21051
|
Franklin NextStep Growth Fund
|
4.2
|
|
|
|
21050
|
Franklin NextStep Moderate Fund
|
7.6
|
|
|
|
20110
|
Franklin Payout 2020 Fund
|
4.1
|
|
|
|
20111
|
Franklin Payout 2021 Fund
|
4.2
|
|
|
|
26694
|
Franklin Payout 2022 Fund
|
3.7
|
|
|
|
28661
|
Franklin U.S. Core Equity (IU) Fund
|
703.3
|
|
|
|
|
Franklin Fund Allocator Series (23)
|
|
1,560.5
|
1,500,000
|
|
|
|
|
|
|
|
4493
|
Franklin Emerging Market Debt Opportunities Fund
|
110.7
|
|
|
|
12517
|
Franklin International Growth Fund
|
2,042.0
|
|
|
|
4643
|
Franklin International Small Cap Fund
|
112.5
|
|
|
|
|
Franklin Global Trust (3)
|
|
2,265.2
|
1,700,000
|
|
|
|
|
|
|
|
4338
|
Franklin Adjustable U.S. Government Securities Fund
|
768.3
|
|
|
|
4337
|
Franklin Convertible Securities Fund
|
4,104.1
|
|
|
|
4339
|
Franklin Equity Income Fund
|
2,333.7
|
|
|
|
4489
|
Franklin Floating Rate Daily Access Fund
|
1,418.6
|
|
|
|
4991
|
Franklin Low Duration Total Return Fund
|
2,881.6
|
|
|
|
4586
|
Franklin Managed Income Fund
|
3,493.1
|
|
|
|
4460
|
Franklin Total Return Fund
|
4,179.4
|
|
|
|
|
Franklin Investors Securities Trust (7)
|
|
19,178.7
|
2,500,000
|
|
|
|
|
|
|
|
4175
|
Franklin California High Yield Municipal Fund
|
2,950.1
|
|
|
|
4220
|
Franklin Tennessee Municipal Bond Fund
|
199.5
|
|
|
|
|
Franklin Municipal Securities Trust (2)
|
|
3,149.6
|
2,100,000
|
|
|
|
|
|
|
|
4402
|
Franklin Biotechnology Discovery Fund
|
1,363.5
|
|
|
|
4462
|
Franklin Growth Opportunities Fund
|
4,513.9
|
|
|
|
4403
|
Franklin Natural Resources Fund
|
184.5
|
|
|
|
4465
|
Franklin Small Cap Growth Fund
|
2,860.9
|
|
|
|
4198
|
Franklin Small-Mid Cap Growth Fund
|
3,854.1
|
|
|
|
4194
|
Franklin Strategic Income Fund
|
4,043.7
|
|
|
|
28468
|
Franklin Templeton SMACS: Series CH
|
2.9
|
|
|
|
28469
|
Franklin Templeton SMACS: Series E
|
3.6
|
|
|
|
28470
|
Franklin Templeton SMACS: Series H
|
1.9
|
|
|
|
28471
|
Franklin Templeton SMACS: Series I
|
3.3
|
|
|
|
|
Franklin Strategic Series (10)
|
|
16,832.3
|
2,500,000
|
|
|
|
|
|
|
|
4364
|
Franklin Alabama Tax-Free Income Fund
|
243.2
|
|
|
|
4726
|
Franklin Arizona Tax-Free Income Fund
|
973.7
|
|
|
|
4327
|
Franklin Colorado Tax-Free Income Fund
|
715.8
|
|
|
|
4366
|
Franklin Connecticut Tax-Free Income Fund
|
203.8
|
|
|
|
4174
|
Franklin Federal Intermediate-Term Tax-Free Income Fund
|
3,697.3
|
|
|
|
4354
|
Franklin Federal Limited-Term Tax-Free Income Fund
|
1,122.5
|
|
|
|
4365
|
Franklin Florida Tax-Free Income Fund
|
539.9
|
|
|
|
4328
|
Franklin Georgia Tax-Free Income Fund
|
468.1
|
|
|
|
4330
|
Franklin High Yield Tax-Free Income Fund
|
6,273.5
|
|
|
|
4172
|
Franklin Kentucky Tax-Free Income Fund
|
145.9
|
|
|
|
4368
|
Franklin Louisiana Tax-Free Income Fund
|
381.5
|
|
|
|
4369
|
Franklin Maryland Tax-Free Income Fund
|
414.4
|
|
|
|
4318
|
Franklin Massachusetts Tax-Free Income Fund
|
441.4
|
|
|
|
4319
|
Franklin Michigan Tax-Free Income Fund
|
950.6
|
|
|
|
4320
|
Franklin Minnesota Tax-Free Income Fund
|
1,042.9
|
|
|
|
4360
|
Franklin Missouri Tax-Free Income Fund
|
1,000.4
|
|
|
|
28870
|
Franklin Municipal Green Bond Fund
|
5.1
|
|
|
|
4371
|
Franklin New Jersey Tax-Free Income Fund
|
855.9
|
|
|
|
4370
|
Franklin North Carolina Tax-Free Income Fund
|
853.2
|
|
|
|
4322
|
Franklin Ohio Tax-Free Income Fund
|
1,603.4
|
|
|
|
4361
|
Franklin Oregon Tax-Free Income Fund
|
1,287.4
|
|
|
|
4329
|
Franklin Pennsylvania Tax-Free Income Fund
|
1,084.0
|
|
|
|
4363
|
Franklin Virginia Tax-Free Income Fund
|
616.3
|
|
|
|
|
Franklin Tax-Free Trust (23)
|
|
24,920.3
|
2,500,000
|
|
|
|
|
|
|
|
11536
|
Franklin Allocation VIP Fund
|
722.9
|
|
|
|
4410
|
Franklin Flex Cap Growth VIP Fund
|
133.8
|
|
|
|
4824
|
Franklin Global Real Estate VIP Fund
|
126.2
|
|
|
|
4822
|
Franklin Growth and Income VIP Fund
|
60.6
|
|
|
|
4829
|
Franklin Income VIP Fund
|
4,075.2
|
|
|
|
4843
|
Franklin Large Cap Growth VIP Fund
|
121.8
|
|
|
|
4845
|
Franklin Mutual Global Discovery VIP Fund
|
439.9
|
|
|
|
4846
|
Franklin Mutual Shares VIP Fund
|
2,370.2
|
|
|
|
4836
|
Franklin Rising Dividends VIP Fund
|
1,351.6
|
|
|
|
4848
|
Franklin Small Cap Value VIP Fund
|
969.2
|
|
|
|
4842
|
Franklin Small-Mid Cap Growth VIP Fund
|
472.0
|
|
|
|
4884
|
Franklin Strategic Income VIP Fund
|
400.1
|
|
|
|
4830
|
Franklin U.S. Government Securities VIP Fund
|
820.2
|
|
|
|
17071
|
Franklin VolSmart Allocation VIP Fund
|
118.8
|
|
|
|
381
|
Templeton Developing Markets VIP Fund
|
265.1
|
|
|
|
523
|
Templeton Foreign VIP Fund
|
1,108.9
|
|
|
|
4827
|
Templeton Global Bond VIP Fund
|
2,391.8
|
|
|
|
4840
|
Templeton Growth VIP Fund
|
622.5
|
|
|
|
|
Franklin Templeton Variable Insurance Products Trust (18)
|
|
16,570.9
|
2,500,000
|
|
|
|
|
|
|
|
|
INDIVIDUAL FRANKLIN FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
|
|
4312
|
Franklin California Tax-Free Income Fund
|
16,539.2
|
16,539.2
|
2,500,000
|
|
4152
|
Franklin California Tax-Free Trust - Franklin California Intermediate-Term Tax-Free Income Fund
|
1,730.4
|
1,730.4
|
1,500,000
|
|
4316
|
Franklin Federal Tax-Free Income Fund
|
10,752.7
|
10,752.7
|
2,500,000
|
|
4301
|
Franklin Gold and Precious Metals Fund
|
1,169.1
|
1,169.1
|
1,250,000
|
|
4305
|
Franklin High Income Trust - Franklin High Income Fund
|
2,746.3
|
2,746.3
|
1,900,000
|
|
4472
|
Franklin Limited Duration Income Trust
|
392.6
|
392.6
|
750,000
|
|
4358
|
Franklin Managed Trust - Franklin Rising Dividends Fund
|
20,368.7
|
20,368.7
|
2,500,000
|
|
4315
|
Franklin New York Tax-Free Income Fund
|
3,806.4
|
3,806.4
|
2,300,000
|
|
4153
|
Franklin New York Tax-Free Trust - Franklin New York Intermediate-Term Tax-Free Income Fund
|
921.4
|
921.4
|
1,000,000
|
|
4192
|
Franklin Real Estate Securities Trust - Franklin Real Estate Securities Fund
|
395.9
|
395.9
|
750,000
|
|
4157
|
Franklin Strategic Mortgage Portfolio
|
65.0
|
65.0
|
400,000
|
|
4311
|
Franklin U.S. Government Money Fund
|
3,808.0
|
3,808.0
|
2,300,000
|
|
4002
|
Franklin Universal Trust
|
258.1
|
258.1
|
750,000
|
|
4340
|
Institutional Fiduciary Trust - Money Market Portfolio
|
4,987.5
|
4,987.5
|
2,500,000
|
|
4184
|
The Money Market Portfolios - The U.S. Government Money Market Portfolio
|
0.1
|
0.1
|
50,000
|
|
|
FRANKIN FUNDS TOTAL
|
|
152,418.8
|
38,250,000
|
|
|
|
|
|
|
NEW JERSEY/ALTERNATIVE FUNDS
|
|
|
|
|
431
|
Franklin Mutual Beacon Fund
|
2,926.5
|
|
|
|
433
|
Franklin Mutual European Fund
|
889.8
|
|
|
|
666
|
Franklin Mutual Financial Services Fund
|
300.8
|
|
|
|
432
|
Franklin Mutual Global Discovery Fund
|
10,167.4
|
|
|
|
434
|
Franklin Mutual Quest Fund
|
3,278.8
|
|
|
|
435
|
Franklin Mutual Shares Fund
|
8,439.6
|
|
|
|
|
Franklin Mutual Series Funds (6)
|
|
26,002.9
|
2,500,000
|
|
|
|
|
|
|
|
4189
|
Franklin MicroCap Value Fund
|
127.1
|
|
|
|
4150
|
Franklin Mutual US Value Fund
|
623.2
|
|
|
|
4282
|
Franklin Small Cap Value Fund
|
2,211.3
|
|
|
|
|
Franklin Value Investors Trust (3)
|
|
2,961.5
|
1,900,000
|
|
|
|
|
|
|
|
18120
|
Franklin K2 Alternative Strategies Fund
|
1,130.0
|
|
|
|
20225
|
Franklin K2 Long Short Credit Fund
|
106.9
|
|
|
|
|
Franklin Alternative Strategies Funds (2)
|
|
1,236.9
|
1,250,000
|
|
|
NJ/ALT FUNDS TOTAL
|
|
30,201.3
|
5,650,000
|
|
|
|
|
|
|
FRANKLIN TEMPLETON EXCHANGE TRADED FUNDS
|
|
|
|
|
29096
|
Franklin Disruptive Commerce ETF
|
7.1
|
|
|
|
26346
|
Franklin FTSE Asia Ex Japan ETF
|
17.2
|
|
|
|
26365
|
Franklin FTSE Australia ETF
|
13.4
|
|
|
|
26363
|
Franklin FTSE Brazil ETF
|
124.5
|
|
|
|
26364
|
Franklin FTSE Canada ETF
|
5.8
|
|
|
|
26362
|
Franklin FTSE China ETF
|
51.3
|
|
|
|
26349
|
Franklin FTSE Europe ETF
|
209.9
|
|
|
|
26347
|
Franklin FTSE Europe Hedged ETF
|
4.3
|
|
|
|
26361
|
Franklin FTSE France ETF
|
6.7
|
|
|
|
26360
|
Franklin FTSE Germany ETF
|
5.2
|
|
|
|
26359
|
Franklin FTSE Hong Kong ETF
|
16.9
|
|
|
|
26348
|
Franklin FTSE India ETF
|
9.7
|
|
|
|
26358
|
Franklin FTSE Italy ETF
|
3.0
|
|
|
|
26357
|
Franklin FTSE Japan ETF
|
356.4
|
|
|
|
26355
|
Franklin FTSE Japan Hedged ETF
|
4.8
|
|
|
|
27393
|
Franklin FTSE Latin America ETF
|
1.8
|
|
|
|
26354
|
Franklin FTSE Mexico ETF
|
4.0
|
|
|
|
26356
|
Franklin FTSE Russia ETF
|
12.5
|
|
|
|
27392
|
Franklin FTSE Saudi Arabia ETF
|
2.3
|
|
|
|
27391
|
Franklin FTSE South Africa ETF
|
1.8
|
|
|
|
26353
|
Franklin FTSE South Korea ETF
|
16.1
|
|
|
|
26352
|
Franklin FTSE Switzerland ETF
|
37.5
|
|
|
|
26351
|
Franklin FTSE Taiwan ETF
|
17.0
|
|
|
|
26350
|
Franklin FTSE United Kingdom ETF
|
79.9
|
|
|
|
29097
|
Franklin Genomic Advancements ETF
|
3.1
|
|
|
|
29098
|
Franklin Intelligent Machines ETF
|
2.8
|
|
|
|
26729
|
Franklin Liberty High Yield Corporate ETF
|
158.9
|
|
|
|
26175
|
Franklin Liberty Intermediate Municipal Opportunities ETF
|
13.9
|
|
|
|
26727
|
Franklin Liberty International Aggregate Bond ETF
|
210.3
|
|
|
|
21558
|
Franklin Liberty Investment Grade Corporate ETF
|
903.6
|
|
|
|
26176
|
Franklin Liberty Municipal Bond ETF
|
41.3
|
|
|
|
26728
|
Franklin Liberty Senior Loan ETF
|
54.3
|
|
|
|
28388
|
Franklin Liberty Systematic Style Premia ETF
|
52.0
|
|
|
|
28565
|
Franklin Liberty U.S. Core Bond ETF
|
1,577.6
|
|
|
|
21559
|
Franklin Liberty U.S. Low Volatility ETF
|
101.4
|
|
|
|
29614
|
Franklin Liberty U.S. Treasury Bond ETF
|
245.0
|
|
|
|
21413
|
Franklin LibertyQ Emerging Markets ETF
|
24.9
|
|
|
|
21415
|
Franklin LibertyQ Global Dividend ETF
|
21.1
|
|
|
|
21414
|
Franklin LibertyQ Global Equity ETF
|
12.3
|
|
|
|
21412
|
Franklin LibertyQ International Equity Hedged ETF
|
9.5
|
|
|
|
25773
|
Franklin LibertyQ U.S. Equity ETF
|
1,369.3
|
|
|
|
25772
|
Franklin LibertyQ U.S. Mid Cap Equity ETF
|
18.3
|
|
|
|
25771
|
Franklin LibertyQ U.S. Small Cap Equity ETF
|
15.0
|
|
|
|
|
Franklin Templeton ETF Trust (43)
|
|
5,843.8
|
2,500,000
|
|
|
INDIVIDUAL ETF FUNDS THAT ARE NOT PART OF A MULTI SERIES TRUST
|
|
|
|
|
18000
|
Franklin ETF Trust - Franklin Liberty Short Duration U.S. Government ETF
|
339.9
|
339.9
|
750,000
|
|
|
FRANKLIN & FRANKLIN TEMPLETON ETF TOTAL
|
|
6,183.7
|
3,250,000
|
|
|
|
|
|
|
BENEFIT STREET PARTNERS
|
|
|
|
|
28074
|
Business Development Corporation of America*
|
2,569.1
|
2,569.1
|
1,900,000
|
|
29694
|
Broadstone Real Estate Access Fund
|
54.4
|
54.4
|
400,000
|
|
|
Benefit Street Partners Total
|
|
2,623.5
|
2,300,000
|
|
|
*Not an SEC Registered Fund, but subject to 40 Act regulations, including Bonding requirement
|
|
|
|
|
|
|
|
|
|
ALL FUNDS GRAND TOTAL
|
345,517.8
|
291,565.2
|
67,425,000.0
|
|
Since June 30, 2014 a bond limit of $75 million has been reserved for the SEC Funds.
|
|
|
|
|
|
|
|
|
|
|
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