{"annotation_id":"bf5c1ae5-bee3-419d-97c2-c7152cd134dc","file_hash":"a702eb8d75d65f50f61b671710e126b70d6670878aff99ff2314a4c95ed598bf","schema_id":"open/document-extraction","schema_version":"0.5.0","record":{"extraction_type":"boxes","producer":"pdf-extractor-v0.5.0","blocks":[{"id":"a1075b0f-ed54-4c2e-97f6-e6dfcbc4cbdc","block_type":"box","text":"iShares, Inc. and iShares Trust","page_number":1,"box":{"x":386,"y":69,"width":231,"height":12}},{"id":"815c8c8e-2ca3-42b6-a6b8-619251f2808b","block_type":"box","text":"Supplement dated October 15, 2026","page_number":1,"box":{"x":367,"y":92,"width":269,"height":13}},{"id":"c220d037-b4f1-4c63-af0e-c86ff107e110","block_type":"box","text":"to the currently effective Prospectus and Statement of Additional Information","page_number":1,"box":{"x":218,"y":108,"width":567,"height":13}},{"id":"e7caf00d-c205-4652-a724-25ee1ab1ab3a","block_type":"box","text":"(the “SAI”) for the Funds listed in Appendix A (each, a “Fund”)","page_number":1,"box":{"x":274,"y":123,"width":456,"height":13}},{"id":"83c1c760-bdb8-4ef4-a24d-dd794fe78ccf","block_type":"box","text":"Effective October 14, 2026, each Fund was added as a borrower to the syndicated line of credit for which","page_number":1,"box":{"x":117,"y":147,"width":764,"height":12}},{"id":"9d30f6dd-fbb9-433a-9b89-e8baa6165217","block_type":"box","text":"the Bank of New York Mellon serves as administrative agent for itself and the other banks.","page_number":1,"box":{"x":116,"y":162,"width":656,"height":13}},{"id":"d9199362-8f53-4313-bbc9-ed5185c718a2","block_type":"box","text":"Effective immediately, the following changes are made:","page_number":1,"box":{"x":117,"y":185,"width":404,"height":13}},{"id":"73202739-4597-49cf-aecb-af7aeda30c5d","block_type":"box","text":"1) Each Fund is added to the “Borrowing” section of its Prospectus, and ”Borrowing Risk” is marked as","page_number":1,"box":{"x":118,"y":209,"width":759,"height":12}},{"id":"7d8a86e1-e13b-483c-bc73-14e0b295eb53","block_type":"box","text":"an “Other Risk” for each Fund in the chart included in the “Additional Information About the Funds’","page_number":1,"box":{"x":150,"y":224,"width":726,"height":10}},{"id":"2a58a9d2-224b-4e06-9672-03bca0262daf","block_type":"box","text":"Risks” section of its Prospectus.","page_number":1,"box":{"x":151,"y":240,"width":233,"height":12}},{"id":"7c6ccbe3-2f65-4db8-b106-7ce5492983f0","block_type":"box","text":"2) As applicable, the following language is either added to the “Borrowing” section of each Fund’s SAI","page_number":1,"box":{"x":117,"y":263,"width":755,"height":13}},{"id":"5ad51201-44ba-4c5d-b174-e134c2151b1c","block_type":"box","text":"or updated to include a reference to the particular Fund:","page_number":1,"box":{"x":150,"y":278,"width":411,"height":13}},{"id":"3e9bd4dd-f660-4c02-9176-203ccccee415","block_type":"box","text":"The Fund may borrow for temporary or emergency purposes, including to meet payments due from","page_number":1,"box":{"x":149,"y":302,"width":730,"height":12}},{"id":"83077efb-5098-4df3-8666-7f105594d049","block_type":"box","text":"redemptions or to facilitate the settlement of securities or other transactions. The Fund, along with","page_number":1,"box":{"x":151,"y":317,"width":719,"height":13}},{"id":"87298801-cff4-4f4a-a65e-ca401cd2a9d7","block_type":"box","text":"certain other iShares funds, has entered into a syndicated line of credit with the Bank of New York","page_number":1,"box":{"x":150,"y":333,"width":713,"height":12}},{"id":"620ba09a-9f48-4e27-b4b8-f1274b32d938","block_type":"box","text":"Mellon (“BNY”), which serves as administrative agent for itself and the other banks. The syndicated","page_number":1,"box":{"x":150,"y":348,"width":723,"height":13}},{"id":"371c6df4-9689-486f-80af-0a45f750cf72","block_type":"box","text":"line of credit may be used for temporary or emergency purposes, including redemption, settlement","page_number":1,"box":{"x":151,"y":364,"width":720,"height":12}},{"id":"765d66f3-a322-495f-9794-6268a77cbc68","block_type":"box","text":"of trades and rebalancing of portfolio holdings.","page_number":1,"box":{"x":150,"y":379,"width":345,"height":13}},{"id":"2e1f7ff0-3567-4096-bab5-774425a28708","block_type":"box","text":"Interest rates related to the syndicated line of credit are based on the Secured Overnight Financing","page_number":1,"box":{"x":151,"y":402,"width":717,"height":13}},{"id":"4459eb6b-fef7-4265-8eae-32fab31dd5e9","block_type":"box","text":"Rate (“SOFR”) published by the Federal Reserve Bank of New York plus a spread. Pursuant to the","page_number":1,"box":{"x":151,"y":418,"width":704,"height":13}},{"id":"d6caf437-678a-4e01-91ff-e75d9329c032","block_type":"box","text":"terms of the credit agreement, if SOFR were to cease being published or representative, it would be","page_number":1,"box":{"x":149,"y":433,"width":723,"height":13}},{"id":"0a696fb9-f141-41d6-8999-41ab594100b0","block_type":"box","text":"replaced by a rate based on an alternate benchmark selected by BNY.","page_number":1,"box":{"x":151,"y":449,"width":504,"height":13}},{"id":"a3c79d1b-87b4-4610-b8a5-f87881e830f7","block_type":"box","text":"Appendix A","page_number":1,"box":{"x":456,"y":472,"width":92,"height":13}},{"id":"9598bb87-c3e8-4972-acff-72e60b18e6fc","block_type":"box","text":"iShares Blockchain and Tech ETF","page_number":1,"box":{"x":117,"y":495,"width":242,"height":10}},{"id":"92957600-740d-4c9c-9415-e779c2d4dfed","block_type":"box","text":"iShares China Large-Cap 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Such agreements can include payments by BFA","page_number":5,"box":{"x":116,"y":224,"width":734,"height":13}},{"id":"14e3b47e-4f12-4e8e-8a87-b20fa2acb87c","block_type":"box","text":"Entities to such Intermediaries and third parties for data collection and provision, technology support,","page_number":5,"box":{"x":117,"y":240,"width":739,"height":12}},{"id":"eb64bf25-80dd-46e1-b520-05a4f1e3f7b5","block_type":"box","text":"platform enhancement, or educational content, co-marketing and cross-promotional efforts. In certain","page_number":5,"box":{"x":116,"y":255,"width":749,"height":13}},{"id":"131c310d-42b5-4ddd-b551-7e83f10c7154","block_type":"box","text":"cases, such payments to Intermediaries are subject to certain minimum payment levels or tiered","page_number":5,"box":{"x":116,"y":271,"width":701,"height":12}},{"id":"591641c3-1ef7-406e-864f-1f7d889a9805","block_type":"box","text":"payments. With respect to certain funds and Products, payments by the BFA Entities may take the form","page_number":5,"box":{"x":116,"y":286,"width":754,"height":13}},{"id":"45264687-6cd5-4d15-8793-6d1cc7b8f875","block_type":"box","text":"of, among other things, “due diligence” payments for an Intermediary’s review of such funds and","page_number":5,"box":{"x":116,"y":302,"width":708,"height":12}},{"id":"1d593cd8-a23d-4dbe-bb98-6f20bf9ecb7e","block_type":"box","text":"Products; payment for providing employee training and information relating to such funds and Products;","page_number":5,"box":{"x":117,"y":317,"width":763,"height":13}},{"id":"58fd48a9-305c-4ba1-b132-2668e9823cfb","block_type":"box","text":"fees for access (in some cases on a preferential basis) to an Intermediary’s registered representatives,","page_number":5,"box":{"x":116,"y":333,"width":739,"height":12}},{"id":"436d5899-6e83-405b-a643-be24d8e24989","block_type":"box","text":"salespersons or other personnel, fees for maintaining an Intermediary’s investor platform, “shelf space”","page_number":5,"box":{"x":116,"y":348,"width":753,"height":13}},{"id":"24c5a114-f9f9-42dd-886b-349478e74ee1","block_type":"box","text":"payments for making such funds and Products available on the Intermediary’s platform or fees for","page_number":5,"box":{"x":116,"y":364,"width":716,"height":12}},{"id":"c62eabf5-a587-48e3-82b8-cbaaad757d5a","block_type":"box","text":"providing assistance in promoting the sale of such funds and Products. 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Effective upon this change, the following changes will be made:","page_number":8,"box":{"x":116,"y":209,"width":680,"height":12}},{"id":"428e56dd-97ac-4e7d-b65f-aa642845d275","block_type":"box","text":"1) In the “Administrator, Custodian and Transfer Agent” table in each Fund’s Prospectus, Citibank","page_number":8,"box":{"x":151,"y":232,"width":726,"height":13}},{"id":"b2dec74e-8300-4822-ac26-01335847ef39","block_type":"box","text":"is checked for the applicable Fund.","page_number":8,"box":{"x":184,"y":247,"width":255,"height":13}},{"id":"2120cb98-bcc3-4630-a2da-dfc5491f2506","block_type":"box","text":"2) In the “Administrator, Custodian and Transfer Agent” section of each Fund’s SAI, the following","page_number":8,"box":{"x":150,"y":271,"width":725,"height":12}},{"id":"30603c15-dd14-4af2-b18b-94358eb69208","block_type":"box","text":"language is included to apply to the applicable Fund:","page_number":8,"box":{"x":184,"y":286,"width":385,"height":13}},{"id":"ddbfefa0-8498-4ebd-b4e7-107f0c9ce573","block_type":"box","text":"Administrator, Custodian and Transfer Agent.","page_number":8,"box":{"x":183,"y":309,"width":353,"height":13}},{"id":"4f32078b-f14a-4010-9bae-22a9aff6dc75","block_type":"box","text":"Citibank serves as administrator, custodian and","page_number":8,"box":{"x":536,"y":309,"width":348,"height":12}},{"id":"c4b0fc40-747e-4c7e-a240-a91ee4338e22","block_type":"box","text":"transfer agent for the Funds under the Master Services Agreement (the “Master Services","page_number":8,"box":{"x":183,"y":325,"width":646,"height":13}},{"id":"709a22fd-e4bb-4913-9fbf-9229ca0c9d48","block_type":"box","text":"Agreement”). Citibank’s principal address is 388 Greenwich Street, New York, NY 10013.","page_number":8,"box":{"x":183,"y":340,"width":646,"height":13}},{"id":"e5b2cf1b-6718-4bfe-9bf1-fd2a5144f769","block_type":"box","text":"Pursuant to the Master Services Agreement with the Trust, Citibank provides necessary","page_number":8,"box":{"x":184,"y":356,"width":637,"height":13}},{"id":"2f2b0d07-2081-474c-8dea-d321bb5fa4e3","block_type":"box","text":"administrative, tax and accounting and financial reporting services for the maintenance and","page_number":8,"box":{"x":184,"y":371,"width":669,"height":13}},{"id":"4a739837-8e97-4909-856b-4d19942dcae1","block_type":"box","text":"operations of the Trust and each Fund. In addition, Citibank makes available the office space,","page_number":8,"box":{"x":184,"y":387,"width":677,"height":13}},{"id":"c0fe0966-ca5e-49d3-b88e-65157bec3144","block_type":"box","text":"equipment, personnel and facilities required to provide such services. Pursuant to the Master","page_number":8,"box":{"x":184,"y":402,"width":676,"height":13}},{"id":"2d16fb2d-f6e8-461a-9995-7135bca2554a","block_type":"box","text":"Services Agreement with the Trust, Citibank maintains, in separate accounts, cash, securities","page_number":8,"box":{"x":184,"y":418,"width":676,"height":13}},{"id":"fea1165a-f4ca-4061-b40c-5b00d5d3569c","block_type":"box","text":"and other assets of the Trust and each Fund, keeps all necessary accounts and records and","page_number":8,"box":{"x":184,"y":433,"width":664,"height":13}},{"id":"a5c98b9b-8fa4-46a1-8e9e-4001caf5d207","block_type":"box","text":"provides other services. Citibank is required, upon the order of the Trust, to deliver securities","page_number":8,"box":{"x":184,"y":449,"width":673,"height":13}},{"id":"c8d0cf46-4c14-48ad-b4b0-44df832642a1","block_type":"box","text":"held by Citibank and to make payments for securities purchased by the Trust for each Fund.","page_number":8,"box":{"x":184,"y":464,"width":670,"height":13}},{"id":"52e9cfbe-72a0-4482-bc90-7af2c51b5719","block_type":"box","text":"Citibank is authorized to appoint certain foreign custodians or foreign custody managers for","page_number":8,"box":{"x":184,"y":480,"width":671,"height":13}},{"id":"56960952-8123-4ca5-8831-59577e6aa0b1","block_type":"box","text":"Fund investments outside the U.S. Pursuant to the Master Services Agreement with the Trust,","page_number":8,"box":{"x":184,"y":495,"width":682,"height":13}},{"id":"467c9082-de6e-434d-ac5c-682a48256458","block_type":"box","text":"Citibank acts as a transfer agent for each Fund’s authorized and issued shares of beneficial","page_number":8,"box":{"x":184,"y":511,"width":660,"height":13}},{"id":"77ed829a-bcc3-473f-8f29-70f3406df511","block_type":"box","text":"interest, and as dividend disbursing agent of the Trust. As compensation for these services,","page_number":8,"box":{"x":184,"y":526,"width":664,"height":13}},{"id":"e65944ac-4545-405a-8d60-edd0762b4e96","block_type":"box","text":"Citibank receives certain out-of-pocket costs, transaction fees and asset-based fees which are","page_number":8,"box":{"x":184,"y":542,"width":685,"height":13}},{"id":"d6cd78a6-ecdc-440d-a997-09a5ebc8f5fa","block_type":"box","text":"accrued daily and paid monthly by BFA. BFA pays the compensation because it has agreed to","page_number":8,"box":{"x":184,"y":557,"width":679,"height":13}},{"id":"174879c4-cc5f-495d-8c87-4cef014bc619","block_type":"box","text":"pay these operating expenses under the Investment Advisory Agreement as described therein.","page_number":8,"box":{"x":184,"y":573,"width":687,"height":13}},{"id":"703574bb-a9f1-4ae2-95e0-cd675a0f25e2","block_type":"box","text":"Prior to March 16, 2026, State Street Bank and Trust Company (“State Street”) served as","page_number":8,"box":{"x":184,"y":596,"width":645,"height":13}},{"id":"10221165-adfc-4840-9933-7a175b4cc608","block_type":"box","text":"administrator, custodian and transfer agent for each Fund.","page_number":8,"box":{"x":184,"y":612,"width":428,"height":12}},{"id":"32da4c51-3854-4a32-9167-21c52deec6fb","block_type":"box","text":"3) For each Fund, references to “State Street” are replaced with references to “Citibank” in the","page_number":8,"box":{"x":150,"y":635,"width":700,"height":13}},{"id":"1c054483-2524-4c69-8256-c33f5e04a2be","block_type":"box","text":"sections of the SAI entitled “Placement of Creation Orders,” “Acceptance of Orders for Creation","page_number":8,"box":{"x":184,"y":651,"width":695,"height":12}},{"id":"b0f3f4b7-f3d0-4429-a36c-ff35dc017bd1","block_type":"box","text":"Units” and “Placement of Redemption Orders.”","page_number":8,"box":{"x":184,"y":666,"width":339,"height":13}},{"id":"99f43711-af59-4037-95e9-102a409e504e","block_type":"box","text":"4) For each Fund, the section of the SAI entitled “Costs Associated with Creation Transactions” is","page_number":8,"box":{"x":150,"y":689,"width":717,"height":13}},{"id":"bb180524-4d24-4b59-9b19-1d4f2d26cbbf","block_type":"box","text":"deleted in its entirety and replaced with the following, although each SAI will include a","page_number":8,"box":{"x":184,"y":705,"width":623,"height":12}},{"id":"fdfc2c6b-8986-4942-89d4-a5bcfb1d5e0a","block_type":"box","text":"“Standard Creation Transaction Fee” table only for applicable Funds","page_number":8,"box":{"x":184,"y":720,"width":491,"height":13}},{"id":"f6dc4d94-a008-4a17-aae2-ce86af718496","block_type":"box","text":":","page_number":8,"box":{"x":677,"y":724,"width":2,"height":6}},{"id":"56a0c70b-c3a5-4e12-a7b2-f948b2dc77f5","block_type":"box","text":"Costs Associated with Creation Transactions.","page_number":8,"box":{"x":184,"y":744,"width":342,"height":10}},{"id":"d629efa8-b795-40b7-b000-009ba505c504","block_type":"box","text":"A standard creation transaction fee is imposed to offset the transfer and other transaction costs","page_number":8,"box":{"x":183,"y":767,"width":695,"height":12}},{"id":"ae5c6f44-1009-40d4-ae0c-13c0470ace1f","block_type":"box","text":"associated with the issuance of Creation Units. Under an ETF Services Agreement, the Funds","page_number":8,"box":{"x":184,"y":782,"width":668,"height":13}},{"id":"000b27da-3a9c-4852-b12b-5264acea9db1","block_type":"box","text":"have retained BRIL, an affiliate of BFA, to perform the ETF Services. BRIL will receive from an","page_number":8,"box":{"x":184,"y":798,"width":664,"height":12}},{"id":"811bad6b-b7ae-4f09-843d-0892e8e0abc3","block_type":"box","text":"Authorized Participant a standard transaction fee on each creation order, which consists of (1) a","page_number":8,"box":{"x":183,"y":813,"width":698,"height":13}},{"id":"31c88a35-d675-49dd-92cf-6c5b4671770a","block_type":"box","text":"fee for providing the ETF Services (the “ETF Servicing Fee”) and (2) transfer, processing and","page_number":8,"box":{"x":183,"y":829,"width":670,"height":12}},{"id":"c3f46db0-c855-4e53-bda9-8d082ca41c5f","block_type":"box","text":"other transaction costs charged by a Fund custodian in connection with the issuance of","page_number":8,"box":{"x":184,"y":844,"width":639,"height":13}},{"id":"66f36554-081b-4d74-b4bb-208385b5e82d","block_type":"box","text":"Creation Units for such creation order (“Custody Transaction Costs”). BRIL is entitled to retain","page_number":8,"box":{"x":184,"y":860,"width":684,"height":12}},{"id":"7a6bc03c-929a-4107-b47f-5d339de5e19b","block_type":"box","text":"the ETF Servicing Fee pursuant to the ETF Services Agreement, but BRIL will reimburse any","page_number":8,"box":{"x":183,"y":875,"width":662,"height":13}},{"id":"f4ded9c0-52d6-408e-a946-8183ac384eb0","block_type":"box","text":"Custody Transaction Costs to the applicable Fund custodian according to the amounts invoiced","page_number":8,"box":{"x":184,"y":891,"width":698,"height":12}},{"id":"7e371d4c-2b3a-4670-8686-f0bcae5fc520","block_type":"box","text":"by such custodian.","page_number":8,"box":{"x":184,"y":906,"width":139,"height":13}},{"id":"1a6ddd2f-8ed6-4413-9de9-ef1e0c21baca","block_type":"box","text":"The ETF Servicing Fee is a flat fee per order regardless of the number of Creation Units being","page_number":9,"box":{"x":183,"y":69,"width":674,"height":13}},{"id":"4580ace8-04df-47ef-91d4-cbeeb357f18b","block_type":"box","text":"purchased, which amount will vary among different Funds based on a number of factors,","page_number":9,"box":{"x":184,"y":85,"width":649,"height":12}},{"id":"3d2195bb-d24f-4260-9fc1-576a4c3e5c1e","block_type":"box","text":"including the complexity of the order and the types of securities or instruments included in a","page_number":9,"box":{"x":184,"y":100,"width":674,"height":13}},{"id":"6ab0a94d-54e7-4878-b40a-43f3cffb5af3","block_type":"box","text":"Fund’s Creation Basket, among other variables. The ETF Servicing Fee may be equal to zero in","page_number":9,"box":{"x":184,"y":116,"width":681,"height":12}},{"id":"f08d00f3-858e-457a-a904-9f409b8c38ea","block_type":"box","text":"certain instances, such as for creation transactions that consist solely of cash. The actual","page_number":9,"box":{"x":184,"y":131,"width":648,"height":13}},{"id":"39b36db8-0d93-484d-85e9-35bb20119f3b","block_type":"box","text":"Custody Transaction Costs vary per order based on the number of trades, underlying markets","page_number":9,"box":{"x":184,"y":147,"width":682,"height":12}},{"id":"13676827-a1d7-4c01-b734-397847eb5406","block_type":"box","text":"and settlement locations associated with the issuance of a Creation Unit. The following table","page_number":9,"box":{"x":184,"y":162,"width":675,"height":13}},{"id":"01fbc7c9-16e0-45bc-91eb-6a4a59ad86df","block_type":"box","text":"sets forth, for each Fund, an estimate of the creation transaction fee for a Creation Unit based","page_number":9,"box":{"x":184,"y":178,"width":682,"height":11}},{"id":"860bf04d-93e4-4327-ab32-35efbf24ef68","block_type":"box","text":"on data as of February 2, 2026. The actual fee charged to an Authorized Participant in","page_number":9,"box":{"x":184,"y":193,"width":625,"height":13}},{"id":"60082351-b19d-48da-8af6-40d65f019ecd","block_type":"box","text":"connection with a creation order will vary over time depending on the factors discussed above,","page_number":9,"box":{"x":184,"y":209,"width":692,"height":12}},{"id":"6606bdb0-6738-48f0-9a00-5a1b178d4dbf","block_type":"box","text":"and may be higher than the fee set forth below.","page_number":9,"box":{"x":184,"y":224,"width":348,"height":13}},{"id":"e04c0fb9-5cff-40d7-832f-4f75e83481ea","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder","page_number":9,"box":{"x":184,"y":247,"width":666,"height":13}},{"id":"08f4984e-27b9-428d-b3bd-63ad24724a25","block_type":"box","text":"dilution, if a creation transaction consists solely or partially of cash, the Authorized Participant","page_number":9,"box":{"x":184,"y":263,"width":684,"height":13}},{"id":"4416ffe4-3acf-45d9-a3fd-b5098ceda194","block_type":"box","text":"may also be required to cover (up to the maximum amount shown below) certain brokerage,","page_number":9,"box":{"x":184,"y":278,"width":678,"height":13}},{"id":"29cf997d-8ca2-4a17-8e7d-1fd598219509","block_type":"box","text":"tax, foreign exchange, execution and other costs and expenses related to the execution of","page_number":9,"box":{"x":183,"y":294,"width":656,"height":13}},{"id":"fe98f7a5-d733-4806-b7e5-eecb4557f818","block_type":"box","text":"trades resulting from such transaction (which may, in certain instances, be based on a good","page_number":9,"box":{"x":183,"y":309,"width":672,"height":13}},{"id":"27163f3e-618a-4262-a0cd-e31f1f88e025","block_type":"box","text":"faith estimate of transaction costs based on historical data or other inputs, at BlackRock’s","page_number":9,"box":{"x":183,"y":325,"width":654,"height":13}},{"id":"37af309b-8c22-4bd1-83c2-171e27e5c93a","block_type":"box","text":"discretion, and may include part or all of the spread between the expected bid and offer side of","page_number":9,"box":{"x":184,"y":340,"width":691,"height":13}},{"id":"33f0724f-2a47-445b-a892-49ea47a3c574","block_type":"box","text":"the market and anticipated market impact). However, a Fund is not obligated to trade identical","page_number":9,"box":{"x":183,"y":356,"width":691,"height":13}},{"id":"3aa51ac3-3ec7-4880-90f6-08079c25308f","block_type":"box","text":"securities to the securities identified by BlackRock in estimating these transaction and other","page_number":9,"box":{"x":184,"y":371,"width":668,"height":13}},{"id":"6c0de1ba-72f4-493d-83c1-62ad3fa52a8d","block_type":"box","text":"costs and expenses. In certain cases, BlackRock or an affiliate may determine in its discretion to","page_number":9,"box":{"x":184,"y":387,"width":695,"height":13}},{"id":"4fca2e62-5106-4807-b09e-9baee34f52cb","block_type":"box","text":"deviate from the regular charge, subject to the maximum amounts shown below.","page_number":9,"box":{"x":184,"y":402,"width":593,"height":13}},{"id":"b4d62750-5fee-4ea3-9ae2-668e5db070d4","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Deposit Securities to the","page_number":9,"box":{"x":183,"y":426,"width":661,"height":12}},{"id":"8aea743c-5d8a-4981-8a10-c590ce26af89","block_type":"box","text":"Funds. Certain fees/costs associated with creation transactions may be waived in certain","page_number":9,"box":{"x":184,"y":441,"width":649,"height":13}},{"id":"9ddcb942-5c2b-4d41-b9ca-ef3e38ac1b43","block_type":"box","text":"circumstances. Investors who use the services of a broker or other financial intermediary to","page_number":9,"box":{"x":184,"y":457,"width":666,"height":12}},{"id":"de2d5d61-84e2-45be-8cf3-32c85f8eeb48","block_type":"box","text":"acquire Fund shares may be charged a fee for such services.","page_number":9,"box":{"x":184,"y":472,"width":439,"height":13}},{"id":"ffc0aca3-502a-4028-95a9-84a653c3df81","block_type":"box","text":"The following table sets forth each Fund’s estimated creation transaction fee based on data as","page_number":9,"box":{"x":183,"y":495,"width":688,"height":13}},{"id":"4170b4a7-a5da-4330-8f24-38bdab960187","block_type":"box","text":"of February 2, 2026 and maximum additional charge (as described 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The ETF Servicing Fee may be equal to zero","page_number":11,"box":{"x":184,"y":480,"width":690,"height":13}},{"id":"c55c3106-ca53-4667-a21c-c9e53efb21f3","block_type":"box","text":"in certain instances, such as for redemption transactions that consist solely of cash. The actual","page_number":11,"box":{"x":184,"y":495,"width":690,"height":13}},{"id":"fd1d85e2-a075-493e-9c13-e739cb9305a1","block_type":"box","text":"Custody Transaction Costs vary per order based on the number of trades, underlying markets,","page_number":11,"box":{"x":184,"y":511,"width":686,"height":13}},{"id":"29909328-1293-4f6c-8a04-e7563fe84093","block_type":"box","text":"and settlement locations associated with the redemption of a Creation Unit. The following table","page_number":11,"box":{"x":184,"y":526,"width":696,"height":13}},{"id":"c477971b-5a9d-4a33-b522-37de05f4276f","block_type":"box","text":"sets forth, for each Fund, an estimate of the redemption transaction fee for a Creation Unit","page_number":11,"box":{"x":184,"y":542,"width":660,"height":13}},{"id":"f4c8301c-e04a-4d46-bd56-a0acf2e1d2f5","block_type":"box","text":"based on data as of February 2, 2026. The actual fee charged to an Authorized Participant in","page_number":11,"box":{"x":184,"y":557,"width":672,"height":13}},{"id":"5f5df1e0-7d7e-482e-a707-d8b78ace467f","block_type":"box","text":"connection with a redemption order will vary over time depending on the factors discussed","page_number":11,"box":{"x":184,"y":573,"width":665,"height":13}},{"id":"eba525f5-a86c-4183-b889-d285d41b34df","block_type":"box","text":"above, and may be higher than the fee set forth below.","page_number":11,"box":{"x":184,"y":589,"width":400,"height":12}},{"id":"c564887b-1012-4737-9b70-313ace2d9d4b","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder","page_number":11,"box":{"x":184,"y":612,"width":666,"height":12}},{"id":"d5866d01-bb74-40ca-a740-83d7221e160f","block_type":"box","text":"dilution, if a redemption transaction consists solely or partially of cash, the Authorized","page_number":11,"box":{"x":184,"y":627,"width":626,"height":13}},{"id":"d2361cd1-b287-42b8-8b62-044210868a39","block_type":"box","text":"Participant may also be required to cover (up to the maximum amount shown below) certain","page_number":11,"box":{"x":184,"y":643,"width":679,"height":12}},{"id":"f429e162-5095-401d-afff-21ad356cdbb1","block_type":"box","text":"brokerage, tax, foreign exchange, execution and other costs and expenses related to the","page_number":11,"box":{"x":184,"y":658,"width":642,"height":13}},{"id":"6a8c1f41-6d54-4a8e-b15b-4c2efeada2ef","block_type":"box","text":"execution of trades resulting from such transaction (which may, in certain instances, be based","page_number":11,"box":{"x":184,"y":674,"width":682,"height":12}},{"id":"78b18f9d-c771-4330-a024-f1a7b04c07b6","block_type":"box","text":"on a good faith estimate of transaction costs based on historical data or other inputs, at","page_number":11,"box":{"x":184,"y":689,"width":636,"height":13}},{"id":"f8667564-d091-4f30-88ae-45858c5ab212","block_type":"box","text":"BlackRock’s discretion, and may include part or all of the spread between the expected bid and","page_number":11,"box":{"x":184,"y":705,"width":686,"height":12}},{"id":"a471d82f-25c6-4079-a37d-0789ed96b79f","block_type":"box","text":"offer side of the market and anticipated market impact). However, a Fund is not obligated to","page_number":11,"box":{"x":184,"y":720,"width":668,"height":13}},{"id":"627588aa-39c4-49f5-a491-cb0b5182c77d","block_type":"box","text":"trade identical securities to the securities identified by BlackRock in estimating these transaction","page_number":11,"box":{"x":183,"y":736,"width":697,"height":12}},{"id":"55f3f16d-7b0e-4943-9084-1d0b8623c5d8","block_type":"box","text":"and other costs and expenses. In certain cases, BlackRock or an affiliate may determine in its","page_number":11,"box":{"x":184,"y":751,"width":670,"height":13}},{"id":"92db378c-984e-48c4-a5a5-719735498f22","block_type":"box","text":"discretion to deviate from the regular charge, subject to the maximum amounts shown below.","page_number":11,"box":{"x":184,"y":767,"width":683,"height":12}},{"id":"ebd8934a-a659-4f7a-97de-cbf71e9bd03c","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Fund Securities from a Fund","page_number":11,"box":{"x":183,"y":790,"width":683,"height":13}},{"id":"80b021fc-d9f9-439e-ae3f-6a374388df7b","block_type":"box","text":"to their account on their order. Certain fees/costs associated with redemption transactions may","page_number":11,"box":{"x":183,"y":806,"width":696,"height":12}},{"id":"4a333519-dd37-4441-ad18-d6bd6486fb5b","block_type":"box","text":"be waived in certain circumstances. Investors who use the services of a broker or other financial","page_number":11,"box":{"x":184,"y":821,"width":694,"height":10}},{"id":"5af47caf-3bfe-4d1c-80a3-6b02d46cf224","block_type":"box","text":"intermediary to dispose of Fund shares may be charged a fee for such services.","page_number":11,"box":{"x":184,"y":837,"width":575,"height":12}},{"id":"77ec5350-7805-417e-9575-f2cbbcedb6c5","block_type":"box","text":"The following table sets forth each Fund’s estimated redemption transaction fee based on data","page_number":12,"box":{"x":183,"y":69,"width":693,"height":13}},{"id":"5c6e7e43-8b43-442f-a238-2ef6df141212","block_type":"box","text":"as of February 2, 2026 and maximum additional charge (as described above):","page_number":12,"box":{"x":184,"y":85,"width":565,"height":12}},{"id":"a962ff73-690f-4cb0-93c8-82066c61cb50","block_type":"box","text":"Fund","page_number":12,"box":{"x":184,"y":115,"width":29,"height":8}},{"id":"eba2dfeb-db51-4b45-b902-31e94b13d850","block_type":"box","text":"Standard Redemption","page_number":12,"box":{"x":586,"y":105,"width":131,"height":10}},{"id":"544cfa1c-1770-4a28-b424-3633610f9d56","block_type":"box","text":"Transaction Fee","page_number":12,"box":{"x":603,"y":115,"width":97,"height":8}},{"id":"60b1c4a5-8555-4a06-8a4a-c606a0b47b56","block_type":"box","text":"Maximum Additional","page_number":12,"box":{"x":756,"y":105,"width":127,"height":8}},{"id":"051eab13-816f-4ee1-b8a0-48327df75f53","block_type":"box","text":"Charge*","page_number":12,"box":{"x":794,"y":115,"width":51,"height":10}},{"id":"923d237d-0bed-4ee6-a3ac-ee3d30b04720","block_type":"box","text":"iShares Core MSCI Pacific ETF $4,700 2.0%","page_number":12,"box":{"x":184,"y":137,"width":668,"height":12}},{"id":"b26480b2-73b0-431d-a337-c8852530a817","block_type":"box","text":"iShares ESG Advanced MSCI EAFE ETF $1,950 2.0%","page_number":12,"box":{"x":184,"y":157,"width":668,"height":11}},{"id":"0cc795d4-e9ee-4ae0-909a-79bd52585757","block_type":"box","text":"iShares ESG Advanced MSCI EM ETF $6,720 2.0%","page_number":12,"box":{"x":184,"y":176,"width":668,"height":11}},{"id":"a262a721-d559-484a-b7d3-babac1d591cf","block_type":"box","text":"iShares ESG Aware MSCI EAFE ETF $1,970 2.0%","page_number":12,"box":{"x":184,"y":195,"width":668,"height":12}},{"id":"ad6d4a32-c0a8-4f7c-9707-3f1f10cc4169","block_type":"box","text":"iShares ESG Aware MSCI EM ETF $3,600 2.0%","page_number":12,"box":{"x":184,"y":214,"width":668,"height":12}},{"id":"0f890640-5da7-4955-8236-afbf45befefa","block_type":"box","text":"iShares ESG MSCI EM Leaders ETF $5,540 2.0%","page_number":12,"box":{"x":184,"y":233,"width":668,"height":12}},{"id":"fef7df84-75bb-4de1-8167-56e655369fac","block_type":"box","text":"iShares JPX-Nikkei 400 ETF $1,270 2.0%","page_number":12,"box":{"x":184,"y":253,"width":668,"height":11}},{"id":"4f70bb54-d3ce-4e0a-90d8-e0c8ab354480","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF $6,160 2.0%","page_number":12,"box":{"x":184,"y":272,"width":668,"height":12}},{"id":"273ab64f-b81d-43fd-adae-38e187ce93a0","block_type":"box","text":"iShares MSCI ACWI ETF $14,710 2.0%","page_number":12,"box":{"x":184,"y":291,"width":668,"height":12}},{"id":"bb262d4a-7888-4992-be9b-c230ce5de3db","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF $14,320 2.0%","page_number":12,"box":{"x":184,"y":310,"width":668,"height":12}},{"id":"79433ed9-33e3-479f-a498-d38440818e8a","block_type":"box","text":"iShares MSCI Agriculture Producers ETF $1,640 2.0%","page_number":12,"box":{"x":184,"y":329,"width":668,"height":13}},{"id":"678bff4d-28b2-4ce3-96b5-4776bdd1ce0e","block_type":"box","text":"iShares MSCI Belgium ETF $450 2.0%","page_number":12,"box":{"x":184,"y":348,"width":668,"height":13}},{"id":"60b7ed39-fd09-469e-a61e-5b65f6d373c7","block_type":"box","text":"iShares MSCI BIC ETF $8,630 2.0%","page_number":12,"box":{"x":184,"y":368,"width":668,"height":11}},{"id":"6fdba23e-28db-4e3c-b836-803561216c97","block_type":"box","text":"iShares MSCI Brazil ETF $860 2.0%","page_number":12,"box":{"x":184,"y":387,"width":668,"height":11}},{"id":"290e2512-151b-4604-a409-3254241ff097","block_type":"box","text":"iShares MSCI Brazil Small-Cap ETF $1,020 2.0%","page_number":12,"box":{"x":184,"y":406,"width":668,"height":13}},{"id":"985f4689-9dbb-4de0-af1e-ff885086fb0d","block_type":"box","text":"iShares MSCI Canada ETF $630 2.0%","page_number":12,"box":{"x":184,"y":425,"width":668,"height":11}},{"id":"324521eb-4c33-47d9-82d6-8036ffe0677b","block_type":"box","text":"iShares MSCI Chile ETF $960 2.0%","page_number":12,"box":{"x":184,"y":444,"width":668,"height":11}},{"id":"96ec81af-ec20-46f4-9898-54d40fb13879","block_type":"box","text":"iShares MSCI China A ETF $7,080 2.0%","page_number":12,"box":{"x":184,"y":464,"width":668,"height":11}},{"id":"9d3ec767-64a5-4a7c-99ea-43b689091df2","block_type":"box","text":"iShares MSCI China ETF $9,190 2.0%","page_number":12,"box":{"x":184,"y":483,"width":668,"height":11}},{"id":"7fc4f506-903a-4742-bc00-e19a481fd17b","block_type":"box","text":"iShares MSCI China Multisector Tech ETF $3,080 2.0%","page_number":12,"box":{"x":184,"y":502,"width":668,"height":12}},{"id":"fbd215f3-e7da-4f5b-a633-8104a379c9b3","block_type":"box","text":"iShares MSCI China Small-Cap ETF $3,640 2.0%","page_number":12,"box":{"x":184,"y":521,"width":668,"height":13}},{"id":"eac3baaa-6f3c-4079-90a9-59d6f1da60cc","block_type":"box","text":"iShares MSCI Denmark ETF $470 2.0%","page_number":12,"box":{"x":184,"y":540,"width":668,"height":11}},{"id":"1c32fadc-7960-4e7a-902a-8ea5360b86f9","block_type":"box","text":"iShares MSCI EAFE Small-Cap ETF $8,440 2.0%","page_number":12,"box":{"x":184,"y":560,"width":668,"height":12}},{"id":"ac7e09b1-f031-455b-9069-7101fd43a673","block_type":"box","text":"iShares MSCI Emerging Markets Asia ETF $10,090 2.0%","page_number":12,"box":{"x":184,"y":579,"width":668,"height":12}},{"id":"e723de40-b105-4539-97cb-123691bd6668","block_type":"box","text":"iShares MSCI Emerging Markets Min Vol Factor ETF $5,150 2.0%","page_number":12,"box":{"x":184,"y":598,"width":668,"height":13}},{"id":"abf202a9-0e01-4d65-a70b-edc5e9270c6a","block_type":"box","text":"iShares MSCI Emerging Markets Quality Factor ETF $3,970 2.0%","page_number":12,"box":{"x":184,"y":617,"width":668,"height":13}},{"id":"bf276309-3f87-4560-a846-4d973066a6b5","block_type":"box","text":"iShares MSCI Emerging Markets Small-Cap ETF $14,990 2.0%","page_number":12,"box":{"x":184,"y":636,"width":668,"height":13}},{"id":"af8b67b7-6386-4d34-90c4-394be6cd690b","block_type":"box","text":"iShares MSCI Emerging Markets Value Factor ETF $3,500 2.0%","page_number":12,"box":{"x":184,"y":655,"width":668,"height":13}},{"id":"9dbf01ad-0d14-4e64-90c5-6cb6a5169b8d","block_type":"box","text":"iShares MSCI France ETF $500 2.0%","page_number":12,"box":{"x":184,"y":675,"width":663,"height":10}},{"id":"528ac027-9520-4b58-847a-ba29d0cc43a1","block_type":"box","text":"iShares MSCI Germany ETF $460 2.0%","page_number":12,"box":{"x":184,"y":694,"width":663,"height":12}},{"id":"8e49fa66-f452-4ee1-868f-963fd31e6328","block_type":"box","text":"iShares MSCI Global Gold Miners ETF $820 2.0%","page_number":12,"box":{"x":184,"y":713,"width":663,"height":11}},{"id":"3f627f69-e271-45eb-8572-efcf4c8393a7","block_type":"box","text":"iShares MSCI Global Min Vol Factor ETF $3,220 2.0%","page_number":12,"box":{"x":184,"y":732,"width":663,"height":12}},{"id":"44e9c5c2-2aec-4fad-812d-6f60e2ac8975","block_type":"box","text":"iShares MSCI Global Quality Factor ETF $2,500 2.0%","page_number":12,"box":{"x":184,"y":751,"width":663,"height":13}},{"id":"e9a62e4a-0345-4b15-ae92-36ffe9846bda","block_type":"box","text":"iShares MSCI Global Silver and Metals Miners ETF $430 2.0%","page_number":12,"box":{"x":184,"y":771,"width":663,"height":10}},{"id":"d7cbd2f9-3834-4661-89c9-9f59adc99697","block_type":"box","text":"iShares MSCI Global Sustainable Development Goals","page_number":12,"box":{"x":184,"y":790,"width":379,"height":12}},{"id":"e776db65-ab4c-47db-b05d-8008fa4b69ca","block_type":"box","text":"ETF","page_number":12,"box":{"x":201,"y":806,"width":26,"height":9}},{"id":"b72e85cb-6e7a-496d-b8ca-d6da75507b95","block_type":"box","text":"$1,420 2.0%","page_number":12,"box":{"x":627,"y":805,"width":220,"height":12}},{"id":"7b271a4a-3597-4a94-9cd8-d602c68a2603","block_type":"box","text":"iShares MSCI Hong Kong ETF $430 2.0%","page_number":12,"box":{"x":184,"y":824,"width":663,"height":13}},{"id":"6c72988d-f792-4ce3-8d75-a2ae970d6ee1","block_type":"box","text":"iShares MSCI India ETF $1,230 2.0%","page_number":12,"box":{"x":184,"y":843,"width":668,"height":12}},{"id":"95c69665-05ec-474e-88d6-ced0653e97dd","block_type":"box","text":"iShares MSCI India Small-Cap ETF $2,700 2.0%","page_number":12,"box":{"x":184,"y":863,"width":668,"height":12}},{"id":"36aa1019-a1b7-466b-b27e-40ea39e06ef7","block_type":"box","text":"iShares MSCI Indonesia ETF $1,070 2.0%","page_number":12,"box":{"x":184,"y":882,"width":668,"height":11}},{"id":"435103b8-ed96-49a9-b4c2-b07e7c35a945","block_type":"box","text":"iShares MSCI Intl Momentum Factor ETF $1,500 2.0%","page_number":12,"box":{"x":184,"y":901,"width":668,"height":12}},{"id":"b6c2a03e-2a4e-4ce3-89ad-ff6b31efd93d","block_type":"box","text":"iShares MSCI Intl Quality Factor ETF $1,350 2.0%","page_number":12,"box":{"x":184,"y":920,"width":663,"height":13}},{"id":"6e12f467-bc0e-4467-adfe-60b60ffdd6f4","block_type":"box","text":"Fund","page_number":13,"box":{"x":184,"y":76,"width":29,"height":8}},{"id":"46c82c18-b370-4994-beed-78a5c89fd05c","block_type":"box","text":"Standard Redemption","page_number":13,"box":{"x":586,"y":66,"width":131,"height":10}},{"id":"e5719f99-9f5f-40c2-a43c-fb5c333d6681","block_type":"box","text":"Transaction Fee","page_number":13,"box":{"x":603,"y":77,"width":97,"height":7}},{"id":"c75355b2-d62a-4de4-84cb-148fb72e800e","block_type":"box","text":"Maximum Additional","page_number":13,"box":{"x":756,"y":66,"width":127,"height":8}},{"id":"d54f3caa-6a57-42ef-9765-720cf458368b","block_type":"box","text":"Charge*","page_number":13,"box":{"x":794,"y":76,"width":51,"height":10}},{"id":"9000f000-3ccc-4450-873a-eb1440aa2bf4","block_type":"box","text":"iShares MSCI Intl Value Factor ETF $1,570 2.0%","page_number":13,"box":{"x":184,"y":99,"width":668,"height":11}},{"id":"0bd9c8bb-2d95-4fd2-a906-b835a3b1b279","block_type":"box","text":"iShares MSCI Japan Small-Cap ETF $2,590 2.0%","page_number":13,"box":{"x":184,"y":118,"width":668,"height":13}},{"id":"40ebd984-4b02-4c5b-a426-4317b67938d8","block_type":"box","text":"iShares MSCI Japan Value ETF $580 2.0%","page_number":13,"box":{"x":184,"y":138,"width":668,"height":12}},{"id":"8e38e29b-c3cb-4798-9b34-0e2261ba4d7f","block_type":"box","text":"iShares MSCI Kokusai ETF $4,020 2.0%","page_number":13,"box":{"x":184,"y":157,"width":668,"height":12}},{"id":"034c340c-5ef2-47c5-bc5e-e1a93a697aca","block_type":"box","text":"iShares MSCI Kuwait ETF $2,040 2.0%","page_number":13,"box":{"x":184,"y":176,"width":668,"height":12}},{"id":"0eda6f15-2091-4056-9ad8-bf41b7af51c9","block_type":"box","text":"iShares MSCI Malaysia ETF $900 2.0%","page_number":13,"box":{"x":184,"y":196,"width":668,"height":12}},{"id":"c64daafd-1411-49be-911e-0e703cc926a9","block_type":"box","text":"iShares MSCI New Zealand ETF $500 2.0%","page_number":13,"box":{"x":184,"y":215,"width":668,"height":11}},{"id":"61928d14-6eab-4ffe-81e2-60a6f5a58e9e","block_type":"box","text":"iShares MSCI Norway ETF $770 2.0%","page_number":13,"box":{"x":184,"y":235,"width":668,"height":12}},{"id":"6ffe472a-02ad-4d30-b1e1-842eea8149b0","block_type":"box","text":"iShares MSCI Pacific ex Japan ETF $820 2.0%","page_number":13,"box":{"x":184,"y":254,"width":668,"height":13}},{"id":"c7c5b6c6-1cc6-41dd-87ac-a64be1edf846","block_type":"box","text":"iShares MSCI Peru and Global Exposure ETF $1,020 2.0%","page_number":13,"box":{"x":184,"y":273,"width":668,"height":13}},{"id":"0af0af1f-7ecc-4887-a389-8dee374884b9","block_type":"box","text":"iShares MSCI Philippines ETF $800 2.0%","page_number":13,"box":{"x":184,"y":293,"width":668,"height":12}},{"id":"468605bc-66c9-44aa-918d-09db0eb92349","block_type":"box","text":"iShares MSCI Poland ETF $530 2.0%","page_number":13,"box":{"x":184,"y":312,"width":668,"height":11}},{"id":"eeaf689e-7446-495e-ba55-3e5eba823ce9","block_type":"box","text":"iShares MSCI Qatar ETF $2,250 2.0%","page_number":13,"box":{"x":184,"y":331,"width":668,"height":12}},{"id":"9db6931c-82cf-400f-af08-137a8cf5394b","block_type":"box","text":"iShares MSCI Singapore ETF $480 2.0%","page_number":13,"box":{"x":184,"y":351,"width":668,"height":12}},{"id":"face13a6-65f4-46e6-a183-9c9063593ba4","block_type":"box","text":"iShares MSCI South Africa ETF $550 2.0%","page_number":13,"box":{"x":184,"y":370,"width":668,"height":11}},{"id":"9dc82f4b-4bf6-4523-9a82-cc66c26f846f","block_type":"box","text":"iShares MSCI South Korea ETF $850 2.0%","page_number":13,"box":{"x":184,"y":390,"width":668,"height":10}},{"id":"3feb18be-3e4a-483b-9379-d1b1f453469d","block_type":"box","text":"iShares MSCI Spain ETF $360 2.0%","page_number":13,"box":{"x":184,"y":409,"width":668,"height":13}},{"id":"051ad01c-aceb-4987-b2e3-fb875380cd96","block_type":"box","text":"iShares MSCI Sweden ETF $480 2.0%","page_number":13,"box":{"x":184,"y":428,"width":668,"height":11}},{"id":"379cc368-2512-4a0e-a420-c12db4533961","block_type":"box","text":"iShares MSCI Thailand ETF $1,200 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See the","page_number":22,"box":{"x":89,"y":59,"width":459,"height":12}},{"id":"d3b6f1ed-17e8-400f-83f9-71d896c8b387","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":22,"box":{"x":554,"y":59,"width":300,"height":12}},{"id":"a0e21aa6-8544-4e73-b940-0eea04a6269e","block_type":"box","text":"section of this","page_number":22,"box":{"x":859,"y":59,"width":97,"height":10}},{"id":"f258b40f-12fc-4e19-9ead-1f5a43af5c04","block_type":"box","text":"SAI. Transaction fees and other costs associated with creations or redemptions that include a cash portion may be higher","page_number":22,"box":{"x":88,"y":74,"width":851,"height":12}},{"id":"f59046ef-49da-412a-84e0-d37eb5a1dd1a","block_type":"box","text":"than the transaction fees and other costs associated with in-kind creations or redemptions. 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The discussion below supplements, and should be read in","page_number":22,"box":{"x":264,"y":206,"width":651,"height":13}},{"id":"881c82c6-d2cb-4384-8b1d-71b27bc1ce87","block_type":"box","text":"conjunction with, that section of the applicable Prospectus.","page_number":22,"box":{"x":89,"y":222,"width":415,"height":12}},{"id":"deea6423-d027-431a-92b1-190b94ae9cba","block_type":"box","text":"Shares of each Fund are listed for trading, and trade throughout the day, on the Listing Exchange and in other secondary","page_number":22,"box":{"x":88,"y":248,"width":844,"height":12}},{"id":"4df77e2e-5f49-4223-a473-77937978685f","block_type":"box","text":"markets. Shares of each Fund may also be listed on certain non-U.S. exchanges. There can be no assurance that the","page_number":22,"box":{"x":89,"y":263,"width":810,"height":12}},{"id":"8357b7ff-58d6-471f-960a-01fd3e1c9ba4","block_type":"box","text":"requirements of the Listing Exchange necessary to maintain the listing of shares of any Fund will continue to be met. The","page_number":22,"box":{"x":89,"y":278,"width":847,"height":13}},{"id":"04809d7e-0d7f-4cc7-89a5-0dd33cdca9c2","block_type":"box","text":"Listing Exchange may, but is not required to, remove the shares of a Fund from listing if, among other things: (i) following the","page_number":22,"box":{"x":89,"y":293,"width":875,"height":13}},{"id":"c2003322-ff27-4649-ba7e-35a036ed1d32","block_type":"box","text":"initial 12-month period beginning upon the commencement of trading of Fund shares, there are fewer than 50 record and/or","page_number":22,"box":{"x":89,"y":308,"width":878,"height":13}},{"id":"c905ec06-9001-4e6a-a62b-67046c7727da","block_type":"box","text":"beneficial owners of shares of a Fund; (ii) a Fund is no longer eligible to operate in reliance on Rule 6c-11 under the","page_number":22,"box":{"x":89,"y":324,"width":803,"height":12}},{"id":"d83fa581-07fa-499d-9249-66b914fdfc72","block_type":"box","text":"Investment Company Act; (iii) any of the other listing requirements are not continuously maintained; or (iv) any event shall","page_number":22,"box":{"x":89,"y":339,"width":857,"height":12}},{"id":"21a7b342-e7c5-43ad-bd6f-c94a6aae6073","block_type":"box","text":"occur or condition shall exist that, in the opinion of the Listing Exchange, makes further dealings on the Listing Exchange","page_number":22,"box":{"x":89,"y":354,"width":847,"height":12}},{"id":"f39abb60-06a1-4ec3-9253-f741ad24fc56","block_type":"box","text":"inadvisable. The Listing Exchange will also remove shares of a Fund from listing and trading upon termination of the Fund.","page_number":22,"box":{"x":89,"y":369,"width":856,"height":12}},{"id":"54038acf-8a3a-48c7-ac60-8b0e7d08db91","block_type":"box","text":"As in the case of other publicly-traded securities, when you buy or sell shares of a Fund through a broker, you may incur a","page_number":22,"box":{"x":88,"y":395,"width":852,"height":13}},{"id":"18ec7b5f-97c7-4901-b839-64b1867cfd80","block_type":"box","text":"brokerage commission determined by that broker, as well as other charges.","page_number":22,"box":{"x":89,"y":410,"width":524,"height":13}},{"id":"1d45e500-ac7b-4bc3-a58e-f543b05b7879","block_type":"box","text":"The Trust reserves the right to adjust the share price of the Funds in the future to maintain convenient trading ranges for","page_number":22,"box":{"x":88,"y":437,"width":845,"height":12}},{"id":"57d90c6f-e424-4c7d-991b-3017bd612895","block_type":"box","text":"investors. Any adjustments would be accomplished through stock splits or reverse stock splits, which would have no effect","page_number":22,"box":{"x":89,"y":452,"width":859,"height":12}},{"id":"5abeb58f-8afb-4bd0-b496-057b48c8da7f","block_type":"box","text":"on the net assets of the Funds or an investor’s equity interest in the Funds.","page_number":22,"box":{"x":89,"y":467,"width":520,"height":13}},{"id":"9cc01a47-df19-4706-9379-1f0793964163","block_type":"box","text":"Investment Strategies and Risks","page_number":22,"box":{"x":91,"y":498,"width":531,"height":29}},{"id":"83d65ef4-072f-48bf-8fc7-372b0ead35d9","block_type":"box","text":"Each of the iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":22,"box":{"x":89,"y":539,"width":873,"height":12}},{"id":"4e983da7-0b6a-43c7-81c8-ec98c5edacb9","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares Energy","page_number":22,"box":{"x":89,"y":554,"width":873,"height":12}},{"id":"0466b70f-8c1f-47b9-9c55-d462c099f37c","block_type":"box","text":"Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and Healthcare ETF,","page_number":22,"box":{"x":88,"y":569,"width":858,"height":13}},{"id":"18ab4d74-99ad-4793-88c1-88a166fc9977","block_type":"box","text":"iShares Global Equity Factor ETF, iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI","page_number":22,"box":{"x":89,"y":584,"width":877,"height":13}},{"id":"804b570b-b6ab-44b2-97a5-220260852075","block_type":"box","text":"ex U.S. ETF, iShares MSCI All Country Asia ex Japan ETF, iShares MSCI China A ETF, iShares Neuroscience and Healthcare ETF","page_number":22,"box":{"x":89,"y":599,"width":872,"height":13}},{"id":"a7bc481c-2f7c-4173-82eb-f5da63386735","block_type":"box","text":"and iShares Self-Driving EV and Tech ETF seeks to achieve its objective by investing primarily in securities issued by issuers","page_number":22,"box":{"x":89,"y":615,"width":857,"height":12}},{"id":"99c5b194-f52a-4a73-92c4-dd757b19b521","block_type":"box","text":"that compose its relevant Underlying Index and in investments that provide substantially similar exposure to securities in the","page_number":22,"box":{"x":88,"y":630,"width":872,"height":12}},{"id":"43aeea95-927c-4ebc-99fb-b3eefc583e67","block_type":"box","text":"Underlying Index.","page_number":22,"box":{"x":89,"y":645,"width":121,"height":12}},{"id":"62dbd24a-8c7a-481c-a9cc-a080e3b6253e","block_type":"box","text":"Each Fund operates as an index fund and is not actively managed. Adverse performance of a security in a Fund’s portfolio","page_number":22,"box":{"x":89,"y":671,"width":851,"height":13}},{"id":"15ad1087-0621-4f77-832a-3ebfd2a11165","block_type":"box","text":"will ordinarily not result in the elimination of the security from the Fund’s portfolio.","page_number":22,"box":{"x":88,"y":686,"width":579,"height":13}},{"id":"32f6753d-5ebd-4609-9088-f6787b9f82cc","block_type":"box","text":"Each Fund engages in representative sampling, which is investing in a sample of securities selected by BFA to have a","page_number":22,"box":{"x":89,"y":713,"width":812,"height":12}},{"id":"1588a602-7524-47fe-8d9e-c633ffe7b827","block_type":"box","text":"collective investment profile similar to that of the Fund’s Underlying Index. Securities selected have aggregate investment","page_number":22,"box":{"x":89,"y":728,"width":848,"height":12}},{"id":"fef343cc-47b5-40df-9f93-e52d2091b43f","block_type":"box","text":"characteristics (based on market capitalization and industry weightings), fundamental characteristics (such as return","page_number":22,"box":{"x":89,"y":743,"width":819,"height":12}},{"id":"6bfdc2e6-a7c2-469e-a00b-154254341142","block_type":"box","text":"variability, earnings valuation and yield) and liquidity measures similar to those of the Fund’s Underlying Index. A fund that","page_number":22,"box":{"x":88,"y":758,"width":859,"height":13}},{"id":"bf6a86c9-2f19-49bc-9cc6-4cd42041d526","block_type":"box","text":"uses representative sampling generally does not hold all of the securities that are in its underlying index.","page_number":22,"box":{"x":89,"y":773,"width":727,"height":13}},{"id":"fa1f1d38-6aa5-40fd-9f38-cfadbb7cdd59","block_type":"box","text":"Although the Funds do not seek leveraged returns, certain instruments used by the Funds may have a leveraging effect as","page_number":22,"box":{"x":88,"y":800,"width":851,"height":12}},{"id":"71472548-352d-4195-b574-cf559016dc26","block_type":"box","text":"described below.","page_number":22,"box":{"x":89,"y":815,"width":116,"height":10}},{"id":"0157c8f7-8a25-46cc-a71f-8f050306ade0","block_type":"box","text":"2","page_number":22,"box":{"x":525,"y":894,"width":7,"height":9}},{"id":"9d49169f-7c51-4666-a312-2a2070871008","block_type":"box","text":"Borrowing.","page_number":23,"box":{"x":89,"y":44,"width":78,"height":12}},{"id":"ef1501f2-9a9c-4dcf-9168-9d5da6b3b92e","block_type":"box","text":"Each Fund may borrow for temporary or emergency purposes, including to meet payments due from","page_number":23,"box":{"x":177,"y":44,"width":705,"height":12}},{"id":"b35f612b-ff0e-4bae-b6de-09a2f5fd0f21","block_type":"box","text":"redemptions or to facilitate the settlement of securities or other transactions. The iShares Breakthrough Environmental","page_number":23,"box":{"x":89,"y":59,"width":830,"height":12}},{"id":"b9c7380e-4359-4b46-98af-0bb8e00d0d02","block_type":"box","text":"Solutions ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares Energy Storage &","page_number":23,"box":{"x":88,"y":74,"width":877,"height":12}},{"id":"1a1518d6-5d19-44b8-832f-f8447863abef","block_type":"box","text":"Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and Healthcare ETF, iShares","page_number":23,"box":{"x":89,"y":89,"width":839,"height":13}},{"id":"e25ec119-596d-446e-86ff-37c472158476","block_type":"box","text":"Global Equity Factor ETF, iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI ex U.S.","page_number":23,"box":{"x":89,"y":104,"width":874,"height":13}},{"id":"13fe2aec-f7fc-4844-8c67-439ad945ee7d","block_type":"box","text":"ETF, iShares MSCI All Country Asia ex Japan ETF, iShares MSCI China A ETF and iShares Self-Driving EV and Tech ETF, along","page_number":23,"box":{"x":89,"y":119,"width":862,"height":13}},{"id":"071d5bfe-41d1-4e40-b6bd-cdc1544e176e","block_type":"box","text":"with certain other iShares funds, have entered into a syndicated line of credit with the Bank of New York Mellon (“BNY”),","page_number":23,"box":{"x":88,"y":135,"width":843,"height":12}},{"id":"32a175ed-e0b0-4b39-a9cd-652ae4f2d6ee","block_type":"box","text":"which serves as administrative agent for itself and the other banks. The syndicated line of credit may be used for temporary","page_number":23,"box":{"x":88,"y":150,"width":865,"height":12}},{"id":"cadebd41-0c79-4f1b-ba97-11bbbed0eecc","block_type":"box","text":"or emergency purposes, including redemption, settlement of trades and rebalancing of portfolio holdings.","page_number":23,"box":{"x":89,"y":165,"width":739,"height":12}},{"id":"0dafe7c4-b400-4903-9693-52612c0207ec","block_type":"box","text":"Interest rates related to the syndicated line of credit are based on the Secured Overnight Financing Rate (“SOFR”) published","page_number":23,"box":{"x":89,"y":191,"width":864,"height":13}},{"id":"58273b9b-a778-46a9-84c8-c6b79c7e4318","block_type":"box","text":"by the Federal Reserve Bank of New York plus a spread. Pursuant to the terms of the credit agreement, if SOFR were to cease","page_number":23,"box":{"x":89,"y":206,"width":870,"height":13}},{"id":"a47296c3-9b1f-4c02-bf68-d204407f6a18","block_type":"box","text":"being published or representative, it would be replaced by a rate based on an alternate benchmark selected by BNY.","page_number":23,"box":{"x":89,"y":222,"width":806,"height":12}},{"id":"8f3cc8a4-0af7-4299-99d1-eb2a6e01c031","block_type":"box","text":"The purchase of securities while borrowings are outstanding may have the effect of leveraging a Fund. The incurrence of","page_number":23,"box":{"x":88,"y":248,"width":846,"height":12}},{"id":"08189c19-c7c7-4795-9e99-f971acc29c79","block_type":"box","text":"leverage increases a Fund’s exposure to risk, and borrowed funds are subject to interest costs that will reduce net income.","page_number":23,"box":{"x":89,"y":263,"width":852,"height":12}},{"id":"b212efc0-e31a-4c48-b861-0b9b07168a55","block_type":"box","text":"Purchasing securities while borrowings are outstanding creates special risks, such as the potential for greater volatility in the","page_number":23,"box":{"x":89,"y":278,"width":870,"height":13}},{"id":"b9cd6bed-9676-43f1-9ff7-c3de542b263c","block_type":"box","text":"NAV of Fund shares and in the yield on a Fund’s portfolio. In addition, the interest expenses from borrowings may exceed the","page_number":23,"box":{"x":89,"y":293,"width":874,"height":13}},{"id":"b36d3067-4252-4961-8bee-a64ca93885bd","block_type":"box","text":"income generated by a Fund’s portfolio and, therefore, the amount available (if any) for distribution to shareholders as","page_number":23,"box":{"x":89,"y":308,"width":826,"height":13}},{"id":"3fe272b5-0164-458c-849e-8861619a3900","block_type":"box","text":"dividends may be reduced. BFA may determine to maintain outstanding borrowings if it expects that the benefits to a Fund’s","page_number":23,"box":{"x":89,"y":324,"width":871,"height":12}},{"id":"59faa86a-0372-4add-802d-38611fa59e2a","block_type":"box","text":"shareholders will outweigh the current reduced return.","page_number":23,"box":{"x":89,"y":339,"width":381,"height":12}},{"id":"5d17dfe8-aca6-407f-986d-de87b2994906","block_type":"box","text":"Certain types of borrowings by a Fund must be made from a bank or may result in a Fund being subject to covenants in","page_number":23,"box":{"x":89,"y":365,"width":835,"height":12}},{"id":"223c9e8f-584d-4550-8178-9b29f68edcfe","block_type":"box","text":"credit agreements relating to asset coverage, portfolio composition requirements and other matters. It is not anticipated that","page_number":23,"box":{"x":89,"y":380,"width":873,"height":13}},{"id":"ee2ba587-0612-4a1b-bf44-292702bca803","block_type":"box","text":"observance of such covenants would impede BFA’s management of a Fund’s portfolio in accordance with a Fund’s","page_number":23,"box":{"x":89,"y":395,"width":800,"height":13}},{"id":"701ab9be-b5d6-4321-bb65-e7cf8b54dcd5","block_type":"box","text":"investment objectives and policies. However, a breach of any such covenants not cured within the specified cure period may","page_number":23,"box":{"x":89,"y":410,"width":868,"height":13}},{"id":"b5916fa1-a9c7-4d4a-8095-4a9f2feab4c2","block_type":"box","text":"result in acceleration of outstanding indebtedness and require a Fund to dispose of portfolio investments at a time when it","page_number":23,"box":{"x":89,"y":426,"width":856,"height":12}},{"id":"1277b533-8389-43de-b30f-793ca0ef77ec","block_type":"box","text":"may be disadvantageous to do so.","page_number":23,"box":{"x":89,"y":441,"width":237,"height":12}},{"id":"6fe68115-2d27-454b-9c36-93a0d400d1c1","block_type":"box","text":"Currency Transactions.","page_number":23,"box":{"x":89,"y":468,"width":166,"height":12}},{"id":"32ba0a49-e2ca-4e36-b72a-5139cbff6954","block_type":"box","text":"A currency forward contract is an over-the-counter (“OTC”) obligation to purchase or sell a specific","page_number":23,"box":{"x":264,"y":467,"width":696,"height":13}},{"id":"de0dd309-6cf2-4032-8978-ffda552f1cf7","block_type":"box","text":"currency at a future date, which may be any fixed number of days greater than two days from the date on which the contract","page_number":23,"box":{"x":89,"y":482,"width":876,"height":13}},{"id":"2c172630-23f3-479a-a280-c63f66c5b4e9","block_type":"box","text":"is agreed upon by the parties, at a price set at the time of the contract. A non-deliverable currency forward is an OTC","page_number":23,"box":{"x":89,"y":497,"width":814,"height":13}},{"id":"d4d572ed-a465-4386-bdf3-6594a9976fe4","block_type":"box","text":"currency forward settled in a specified currency, on a specified date, based on the difference between the agreed-upon","page_number":23,"box":{"x":89,"y":513,"width":828,"height":12}},{"id":"aa83eb72-7bcc-4c31-88ac-0ec6f21c0078","block_type":"box","text":"exchange rate and the market exchange rate. A currency futures contract is a contract that trades on an organized futures","page_number":23,"box":{"x":89,"y":528,"width":854,"height":12}},{"id":"84785c11-455b-474e-a95a-86cb9b961626","block_type":"box","text":"exchange involving an obligation to deliver or acquire a specified amount of a specific currency, at a specified price and at a","page_number":23,"box":{"x":89,"y":543,"width":863,"height":12}},{"id":"221b00b2-5852-47ca-b248-02585a76128e","block_type":"box","text":"specified future time. Currency futures contracts may be settled on a net cash payment basis rather than by the sale and","page_number":23,"box":{"x":89,"y":558,"width":840,"height":12}},{"id":"187a3529-2ca5-4c08-be34-14f07d4cafb8","block_type":"box","text":"delivery of the underlying currency. Each Fund does not expect to engage in currency transactions for the purpose of","page_number":23,"box":{"x":89,"y":573,"width":819,"height":12}},{"id":"40016bdf-2cd8-4be9-8bad-f780b27b66bb","block_type":"box","text":"hedging against declines in the value of each Fund’s assets that are denominated in a non-U.S. currency. A Fund may enter","page_number":23,"box":{"x":89,"y":588,"width":861,"height":12}},{"id":"e869aa03-dcb0-4b7d-b7f1-a6545b5767ac","block_type":"box","text":"into non-U.S. currency forward and non-U.S. currency futures transactions to facilitate local securities settlements or to","page_number":23,"box":{"x":89,"y":603,"width":835,"height":13}},{"id":"ec0c1e90-44ec-414d-8d27-c035664ab702","block_type":"box","text":"protect against currency exposure in connection with its distributions to shareholders, but may not enter into such contracts","page_number":23,"box":{"x":89,"y":618,"width":873,"height":13}},{"id":"9b1ee4b1-0aa9-444a-a695-7262a58f9d87","block_type":"box","text":"for speculative purposes.","page_number":23,"box":{"x":88,"y":633,"width":174,"height":13}},{"id":"6b78560f-65bb-41c1-b749-3c8f1b807b10","block_type":"box","text":"Foreign exchange transactions involve a significant degree of risk and the markets in which foreign exchange transactions are","page_number":23,"box":{"x":89,"y":660,"width":879,"height":12}},{"id":"0f02a606-d7a9-4e5c-9b99-6d2f6e3973f2","block_type":"box","text":"effected may be highly volatile, highly specialized and highly technical. Significant changes, including changes in liquidity and","page_number":23,"box":{"x":89,"y":675,"width":876,"height":12}},{"id":"26998284-cee5-46d1-b9ff-0c7027684c49","block_type":"box","text":"prices, can occur in such markets within very short periods of time, often within minutes. Foreign exchange trading risks","page_number":23,"box":{"x":89,"y":690,"width":842,"height":13}},{"id":"01391640-0125-4e4b-b201-f071fb7af017","block_type":"box","text":"include, but are not limited to, exchange rate risk, counterparty risk, maturity gap, interest rate risk, and potential interference","page_number":23,"box":{"x":89,"y":705,"width":877,"height":13}},{"id":"f09642f5-0833-47e8-8200-fa536d7c603b","block_type":"box","text":"by foreign governments through regulation of local exchange markets, foreign investment or particular transactions in non","page_number":23,"box":{"x":89,"y":720,"width":864,"height":13}},{"id":"4f2ca160-134d-4d06-955a-149c9414de3e","block_type":"box","text":"U.S. currency. If BFA utilizes foreign exchange transactions at an inappropriate time or judges market conditions, trends or","page_number":23,"box":{"x":89,"y":736,"width":853,"height":12}},{"id":"b850cb46-6ca7-4bf1-9c73-17e462574b2a","block_type":"box","text":"correlations incorrectly, foreign exchange transactions may not serve their intended purpose of improving the correlation of","page_number":23,"box":{"x":89,"y":751,"width":866,"height":12}},{"id":"4596276a-f59a-430e-b418-8b27316340ac","block_type":"box","text":"the Fund’s return with the performance of the Underlying Index and may lower a Fund’s return. A Fund could experience","page_number":23,"box":{"x":88,"y":766,"width":846,"height":12}},{"id":"14faccbb-1418-48c9-aa12-e16a8cfd1421","block_type":"box","text":"losses if the value of its currency forwards, options or futures positions were poorly correlated with its other investments or if","page_number":23,"box":{"x":89,"y":781,"width":876,"height":12}},{"id":"e6134db7-763e-474d-965c-71839f5195c8","block_type":"box","text":"it could not close out its positions because of an illiquid market or otherwise. In addition, a Fund could incur transaction","page_number":23,"box":{"x":89,"y":796,"width":839,"height":12}},{"id":"9993963e-fe08-4bea-8da0-c3eb16d0967b","block_type":"box","text":"costs, including trading commissions, in connection with certain non-U.S. currency transactions.","page_number":23,"box":{"x":89,"y":811,"width":676,"height":12}},{"id":"1d12772b-9884-4937-a50c-43cb9f741366","block_type":"box","text":"Diversification Status.","page_number":23,"box":{"x":89,"y":838,"width":156,"height":9}},{"id":"8db54bab-d303-459d-b4cb-711453948418","block_type":"box","text":"The following table sets forth the diversification status of each Fund:","page_number":23,"box":{"x":253,"y":838,"width":480,"height":12}},{"id":"ff98241f-1d0c-48d0-a3f7-f5eaf077a2ba","block_type":"box","text":"3","page_number":23,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"8dbe8116-cf6d-4c6e-9cd0-3865c709dee5","block_type":"box","text":"Diversified Funds Non-Diversified Funds","page_number":24,"box":{"x":89,"y":45,"width":529,"height":7}},{"id":"f736cb08-9974-4153-9f8f-c591d9be7457","block_type":"box","text":"iShares Core MSCI EAFE ETF iShares Breakthrough Environmental Solutions ETF","page_number":24,"box":{"x":89,"y":67,"width":742,"height":12}},{"id":"5e6823e0-0620-49ca-b0b6-173fdcbda32c","block_type":"box","text":"iShares Core MSCI International Developed Markets","page_number":24,"box":{"x":89,"y":87,"width":347,"height":12}},{"id":"15b689db-0b2c-4a91-9fc6-0980976bc5dc","block_type":"box","text":"ETF iShares Cybersecurity and Tech ETF","page_number":24,"box":{"x":105,"y":102,"width":624,"height":12}},{"id":"c5aa9cb9-0aea-469f-84dc-0f0869f1ef6d","block_type":"box","text":"iShares Core MSCI Total International Stock ETF iShares Energy Storage & Materials ETF","page_number":24,"box":{"x":89,"y":122,"width":664,"height":12}},{"id":"8ba2fa20-916e-465e-8df8-c338c850ff65","block_type":"box","text":"iShares Future Exponential Technologies ETF iShares Genomics Immunology and Healthcare ETF","page_number":24,"box":{"x":89,"y":142,"width":746,"height":12}},{"id":"701a1191-3e88-44f0-988b-50ff93bd359a","block_type":"box","text":"iShares Global Equity Factor ETF iShares Self-Driving EV and Tech ETF","page_number":24,"box":{"x":89,"y":162,"width":648,"height":13}},{"id":"734f4761-2f42-448b-a5b1-7e25f1d9a1a7","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF","page_number":24,"box":{"x":89,"y":182,"width":317,"height":13}},{"id":"b4923c62-3b1a-425f-ab67-2d16f4653db5","block_type":"box","text":"iShares MSCI ACWI ETF","page_number":24,"box":{"x":89,"y":203,"width":159,"height":9}},{"id":"fd68211a-6133-4788-ad51-ea2775b7645d","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF","page_number":24,"box":{"x":89,"y":223,"width":208,"height":10}},{"id":"e495fb23-034b-4da8-ab7b-56295a18387b","block_type":"box","text":"iShares MSCI All Country Asia ex Japan ETF*","page_number":24,"box":{"x":89,"y":243,"width":297,"height":12}},{"id":"40da32eb-1e8f-4fcb-962e-f84e03723cc3","block_type":"box","text":"iShares MSCI China A ETF","page_number":24,"box":{"x":89,"y":263,"width":174,"height":10}},{"id":"ea6ea113-aa6f-45b0-8a90-da8846e4f174","block_type":"box","text":"iShares Neuroscience and Healthcare ETF","page_number":24,"box":{"x":89,"y":283,"width":278,"height":10}},{"id":"2498f64c-8277-4c95-9dc2-37a07e3062f8","block_type":"box","text":"* The iShares MSCI All Country Asia ex Japan ETF intends to be diversified in approximately the same proportion as its Underlying Index is diversified.","page_number":24,"box":{"x":118,"y":323,"width":834,"height":10}},{"id":"a491e5ff-686d-40f6-b6f7-5d7eccc357e9","block_type":"box","text":"The iShares MSCI All Country Asia ex Japan ETF may become non-diversified, as defined in the 1940 Act, solely as a result of a change in relative","page_number":24,"box":{"x":117,"y":336,"width":809,"height":9}},{"id":"832d2945-6888-4b1b-99ea-1b2f40dc88b0","block_type":"box","text":"market capitalization or index weighting of one or more constituents of its Underlying Index. Shareholder approval will not be sought if the iShares","page_number":24,"box":{"x":118,"y":348,"width":820,"height":10}},{"id":"fa93d23a-a9ea-4587-8814-f5dbf8d6b257","block_type":"box","text":"MSCI All Country Asia ex Japan ETF crosses from diversified to non-diversified status due solely to a change in its relative market capitalization or i","page_number":24,"box":{"x":118,"y":361,"width":818,"height":10}},{"id":"698ac0ff-4bf2-495f-8130-9e18e42db4c5","block_type":"box","text":"ndex","page_number":24,"box":{"x":937,"y":361,"width":27,"height":8}},{"id":"a008ca77-54f1-4efc-9d1d-07b236827687","block_type":"box","text":"weighting of one or more constituents of its Underlying Index. The Funds disclose their portfolio holdings and weightings at www.iShares.com.","page_number":24,"box":{"x":117,"y":373,"width":803,"height":10}},{"id":"73801d19-799d-493c-8e28-d4a98cae6587","block_type":"box","text":"A fund classified as “diversified” under the 1940 Act may not purchase securities of an issuer (other than (i) obligations","page_number":24,"box":{"x":88,"y":397,"width":835,"height":12}},{"id":"e5ec380e-280f-4288-b2e9-588c3d8ecdc2","block_type":"box","text":"issued or guaranteed by the U.S. government, its agencies or instrumentalities and (ii) securities of other investment","page_number":24,"box":{"x":89,"y":412,"width":813,"height":12}},{"id":"8e109575-ec3b-43bf-b104-db1548203023","block_type":"box","text":"companies) if, with respect to 75% of its total assets, (a) more than 5% of the fund’s total assets would be invested in","page_number":24,"box":{"x":89,"y":427,"width":823,"height":12}},{"id":"f79fb0d1-97bc-4bb1-ac63-862d77e1269d","block_type":"box","text":"securities of that issuer or (b) the fund would hold more than 10% of the outstanding voting securities of that issuer. With","page_number":24,"box":{"x":89,"y":442,"width":854,"height":12}},{"id":"86752735-9e26-4e66-8f3f-60877612887b","block_type":"box","text":"respect to the remaining 25% of its total assets, the fund may invest more than 5% of its assets in one issuer. Under the 1940","page_number":24,"box":{"x":89,"y":457,"width":876,"height":12}},{"id":"a57038bf-6569-48b5-9bae-87863bdef43f","block_type":"box","text":"Act, a fund cannot change its classification from diversified to non-diversified without shareholder approval. However, while","page_number":24,"box":{"x":88,"y":472,"width":868,"height":13}},{"id":"8cb80426-2dba-424d-81e3-af6c335ea45c","block_type":"box","text":"the iShares MSCI All Country Asia ex Japan ETF is classified as “diversified,” under applicable no-action relief from the SEC","page_number":24,"box":{"x":88,"y":487,"width":852,"height":13}},{"id":"e2f8e8ae-a4ad-4524-94ec-830150e6dd61","block_type":"box","text":"staff, the fund may become non-diversified, as defined in the 1940 Act, solely as a result of a change in relative market","page_number":24,"box":{"x":89,"y":502,"width":827,"height":13}},{"id":"4a3832df-f3be-40ce-a604-bad9a40cbbd8","block_type":"box","text":"capitalization or index weighting of one or more constituents of its Underlying Index and such a change does not require","page_number":24,"box":{"x":89,"y":518,"width":844,"height":12}},{"id":"4408e013-5c7e-4480-b839-e7ca2cfff5b1","block_type":"box","text":"shareholder approval.","page_number":24,"box":{"x":89,"y":533,"width":150,"height":12}},{"id":"4bc94fd2-0746-4aa1-902b-7f62a955a87c","block_type":"box","text":"A “non-diversified” fund is a fund that is not limited by the 1940 Act with regard to the percentage of its assets that may be","page_number":24,"box":{"x":92,"y":559,"width":864,"height":13}},{"id":"5c61c1c9-19ab-46c8-807a-c55cfc18f9bd","block_type":"box","text":"invested in the securities of a single issuer. The securities of a particular issuer (or securities of issuers in particular industries)","page_number":24,"box":{"x":89,"y":574,"width":876,"height":13}},{"id":"10477357-fd61-46ee-af3c-a18c419a200d","block_type":"box","text":"may constitute a significant percentage of the underlying index of such a fund and, consequently, the fund’s investment","page_number":24,"box":{"x":89,"y":589,"width":840,"height":13}},{"id":"2f241cd1-d260-44b0-a22b-4841d3133708","block_type":"box","text":"portfolio. This may adversely affect a fund’s performance or subject the fund’s shares to greater price volatility than that","page_number":24,"box":{"x":89,"y":605,"width":839,"height":12}},{"id":"c232657a-661a-4b48-a641-9d552b21e82d","block_type":"box","text":"experienced by more diversified investment companies.","page_number":24,"box":{"x":89,"y":620,"width":387,"height":12}},{"id":"30e1bead-6b5b-467a-a0cc-8fa437892d9f","block_type":"box","text":"Each Fund (whether diversified or non-diversified) intends to maintain the required level of diversification and otherwise","page_number":24,"box":{"x":89,"y":646,"width":841,"height":12}},{"id":"171838b5-55f2-4d19-95d3-533de06f9dbc","block_type":"box","text":"conduct its operations so as to qualify as a regulated investment company (“RIC”) for purposes of the U.S. Internal Revenue","page_number":24,"box":{"x":89,"y":661,"width":865,"height":13}},{"id":"1e1d8b33-8aa0-43d9-ba2a-34057598f59e","block_type":"box","text":"Code of 1986, as amended (the “Internal Revenue Code”), and to relieve the Fund of any liability for U.S. federal income tax to","page_number":24,"box":{"x":89,"y":676,"width":878,"height":13}},{"id":"d3d45998-7d3e-4fb2-8371-c7a2e531cda0","block_type":"box","text":"the extent that its earnings are distributed to shareholders, provided that the Fund satisfies a minimum distribution","page_number":24,"box":{"x":88,"y":691,"width":806,"height":13}},{"id":"ffdddc5f-051c-400d-bda6-44d23780ff28","block_type":"box","text":"requirement. Compliance with the diversification requirements of the Internal Revenue Code may limit the investment","page_number":24,"box":{"x":89,"y":707,"width":824,"height":12}},{"id":"5cfa88be-b514-4399-928e-b444c62d3652","block_type":"box","text":"flexibility of the Funds and may make it less likely that the Funds will meet their respective investment objectives.","page_number":24,"box":{"x":88,"y":722,"width":790,"height":12}},{"id":"21638dde-eb04-4a2a-b6bc-10ad402b5504","block_type":"box","text":"Futures, Options on Futures and Securities Options.","page_number":24,"box":{"x":89,"y":748,"width":371,"height":12}},{"id":"4707f314-d8e4-412a-ad56-b6650826f754","block_type":"box","text":"Futures contracts, options on futures and securities options may be","page_number":24,"box":{"x":470,"y":748,"width":473,"height":12}},{"id":"8f8e96dc-8eb7-4638-bef9-4ef95e54fa9d","block_type":"box","text":"used by a Fund to simulate investment in its Underlying Index, to facilitate trading or to reduce transaction costs. Each Fund","page_number":24,"box":{"x":89,"y":763,"width":866,"height":13}},{"id":"88cb8032-2c1e-401d-9bb5-eddd203e6b19","block_type":"box","text":"may enter into futures contracts and options on futures that are traded on a U.S. or non-U.S. futures exchange. Each Fund","page_number":24,"box":{"x":89,"y":778,"width":853,"height":13}},{"id":"93cad374-972b-4c8b-9cc4-ed463086856c","block_type":"box","text":"will not use futures, options on futures or securities options for speculative purposes. Each Fund intends to use futures and","page_number":24,"box":{"x":88,"y":793,"width":862,"height":13}},{"id":"9a0bb344-c01b-4ed5-856d-f0038fc1578f","block_type":"box","text":"options on futures in accordance with Rule 4.5 of the Commodity Futures Trading Commission (the “CFTC”) promulgated","page_number":24,"box":{"x":89,"y":809,"width":855,"height":12}},{"id":"79e8622d-e7e5-4b66-bc4b-79ce35ca2dc2","block_type":"box","text":"under the Commodity Exchange Act (“CEA”). BFA, with respect to certain Funds, has claimed an exclusion from the definition","page_number":24,"box":{"x":89,"y":824,"width":878,"height":12}},{"id":"40bac490-84ff-48af-b8e8-1bfd8c991d1c","block_type":"box","text":"4","page_number":24,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"282f0076-9336-472c-b2a1-88ffa2cb27a0","block_type":"box","text":"of the term “commodity pool operator” in accordance with Rule 4.5 so that BFA, with respect to such Funds, is not subject to","page_number":25,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"25dd4737-821c-4c34-b1f7-b9102f6837fb","block_type":"box","text":"registration or regulation as a commodity pool operator under the CEA. See the","page_number":25,"box":{"x":89,"y":59,"width":555,"height":12}},{"id":"982e4bc4-fc16-4a9e-be3b-a71fcfc1d042","block_type":"box","text":"Regulation Regarding Derivatives","page_number":25,"box":{"x":649,"y":59,"width":230,"height":12}},{"id":"1b2c3347-fe0b-4a4d-809c-849c4bd599af","block_type":"box","text":"section of","page_number":25,"box":{"x":884,"y":59,"width":70,"height":10}},{"id":"0431bcd4-22ca-4fe2-8297-381af1e67c0e","block_type":"box","text":"this SAI for more information.","page_number":25,"box":{"x":88,"y":74,"width":208,"height":10}},{"id":"0ebd37a9-55c8-4c4d-adf4-e4ab64d029df","block_type":"box","text":"Futures contracts provide for the future sale by one party and purchase by another party of a specified amount of a specific","page_number":25,"box":{"x":89,"y":101,"width":861,"height":12}},{"id":"783fa00b-95bc-44d2-8491-2cd58f6aecd9","block_type":"box","text":"instrument or index at a specified future time and at a specified price. Stock index contracts are based on investments that","page_number":25,"box":{"x":89,"y":116,"width":858,"height":12}},{"id":"e79ef475-5ef7-4583-bcf7-d7f7fdcb5253","block_type":"box","text":"reflect the market value of common stock of the firms included in the investments. Each Fund may enter into futures","page_number":25,"box":{"x":89,"y":131,"width":817,"height":12}},{"id":"7ca11f5d-a0a7-406d-a177-cb87e8788d65","block_type":"box","text":"contracts to purchase securities indexes when BFA anticipates purchasing the underlying securities and believes prices will","page_number":25,"box":{"x":89,"y":146,"width":858,"height":12}},{"id":"3465d44a-bb73-42a1-bb09-057908017fe6","block_type":"box","text":"rise before the purchase will be made. Upon entering into a futures contract, a Fund will be required to deposit with the","page_number":25,"box":{"x":89,"y":161,"width":834,"height":12}},{"id":"3514f4e4-db88-4d35-b7c1-d6a36eaa82c1","block_type":"box","text":"broker an amount of cash or cash equivalents known as “initial margin,” which is similar to a performance bond or good faith","page_number":25,"box":{"x":89,"y":176,"width":878,"height":13}},{"id":"7c62e087-5a4e-4b87-9ac0-ae0b7cd1fcca","block_type":"box","text":"deposit on the contract and is returned to the Fund upon termination of the futures contract if all contractual obligations","page_number":25,"box":{"x":89,"y":191,"width":846,"height":13}},{"id":"9ff0b5ac-4141-4b27-861b-7245e88060d2","block_type":"box","text":"have been satisfied. Subsequent payments, known as “variation margin,” will be made to and from the broker daily as the","page_number":25,"box":{"x":89,"y":206,"width":849,"height":13}},{"id":"86ce5c8b-0562-4e17-b770-a32cec0bb3de","block_type":"box","text":"price of the instrument or index underlying the futures contract fluctuates, making the long and short positions in the futures","page_number":25,"box":{"x":89,"y":222,"width":878,"height":12}},{"id":"be4ffa8a-2553-43fa-89bb-ee1517713b83","block_type":"box","text":"contract more or less valuable, a process known as “marking-to-market.” At any time prior to the expiration of a futures","page_number":25,"box":{"x":89,"y":237,"width":839,"height":12}},{"id":"0c121f0a-781c-4ea7-9701-9d6ba8c72363","block_type":"box","text":"contract, each Fund may elect to close the position by taking an opposite position, which will operate to terminate the Fund’s","page_number":25,"box":{"x":89,"y":252,"width":878,"height":12}},{"id":"032dc0ab-47f1-457b-870f-5935b1ed6cb4","block_type":"box","text":"existing position in the contract. An option on a futures contract, as contrasted with a direct investment in such a contract,","page_number":25,"box":{"x":89,"y":267,"width":859,"height":12}},{"id":"32be7833-c048-4ecf-9d51-df1d20bf7328","block_type":"box","text":"gives the purchaser the right, but no obligation, in return for the premium paid, to assume a position in the underlying","page_number":25,"box":{"x":89,"y":282,"width":825,"height":12}},{"id":"3a9bdbec-7074-40ea-b155-b52d48af1d88","block_type":"box","text":"futures contract at a specified exercise price at any time prior to the expiration date of the option. Upon exercise of an option,","page_number":25,"box":{"x":88,"y":297,"width":877,"height":12}},{"id":"baae5b7f-42e7-4013-ac2d-5e4d843fe192","block_type":"box","text":"the delivery of the futures position by the writer of the option to the holder of the option will be accompanied by delivery of","page_number":25,"box":{"x":88,"y":312,"width":864,"height":13}},{"id":"198fed59-8343-485f-9a99-08c6af42770b","block_type":"box","text":"the accumulated balance in the writer’s futures margin account that represents the amount by which the market price of the","page_number":25,"box":{"x":88,"y":327,"width":874,"height":13}},{"id":"fc9cba3b-1687-409e-aab5-6f96af6d9b8a","block_type":"box","text":"futures contract exceeds (in the case of a call) or is less than (in the case of a put) the exercise price of the option on the","page_number":25,"box":{"x":88,"y":342,"width":843,"height":13}},{"id":"3aafb199-da23-4140-a191-8e5704ffda7c","block_type":"box","text":"futures contract.","page_number":25,"box":{"x":88,"y":358,"width":116,"height":9}},{"id":"ee17273e-f847-4f63-a85c-583ecc93edcd","block_type":"box","text":"The potential for loss related to the purchase of an option on a futures contract is limited to the premium paid for the option","page_number":25,"box":{"x":88,"y":384,"width":870,"height":12}},{"id":"d6df7314-1ceb-4924-89b7-75e91f4a4e36","block_type":"box","text":"plus transaction costs. Because the value of the option is fixed at the point of sale, there are no daily cash payments by the","page_number":25,"box":{"x":89,"y":399,"width":855,"height":13}},{"id":"2c481d9e-787f-4f8d-92ae-1bbeed0d765f","block_type":"box","text":"purchaser to reflect changes in the value of the underlying contract; however, the value of the option changes daily and that","page_number":25,"box":{"x":89,"y":414,"width":867,"height":13}},{"id":"5ec331f3-0e1c-4ba5-8a1a-acd404aff645","block_type":"box","text":"change would be reflected in the NAV of each Fund. The potential for loss related to writing call options is unlimited. The","page_number":25,"box":{"x":89,"y":429,"width":845,"height":13}},{"id":"5fcd8ddb-8de2-4784-afeb-854176e622f9","block_type":"box","text":"potential for loss related to writing put options is limited to the agreed-upon price per share, also known as the “strike price,”","page_number":25,"box":{"x":89,"y":445,"width":875,"height":12}},{"id":"3e67731e-1d30-4e96-9b9a-2473b7bb07a2","block_type":"box","text":"less the premium received from writing the put. Certain of the Funds may purchase and write put and call options on futures","page_number":25,"box":{"x":89,"y":460,"width":872,"height":12}},{"id":"6f4b8e4e-3708-4259-a2e2-f055967a936d","block_type":"box","text":"contracts that are traded on an exchange as a hedge against changes in value of their portfolio securities or in anticipation of","page_number":25,"box":{"x":89,"y":475,"width":876,"height":12}},{"id":"978131b6-6577-4ede-a8e5-398bf6a98498","block_type":"box","text":"the purchase of securities, and may enter into closing transactions with respect to such options to terminate existing","page_number":25,"box":{"x":88,"y":490,"width":819,"height":12}},{"id":"f754626e-3657-4bae-975a-205665a52356","block_type":"box","text":"positions. There is no guarantee that such closing transactions can be effected.","page_number":25,"box":{"x":89,"y":505,"width":553,"height":12}},{"id":"82e1d46c-9775-45e3-a671-66e0f34fc54e","block_type":"box","text":"Securities options may be used by a Fund to obtain access to securities in its Underlying Index or to dispose of securities in","page_number":25,"box":{"x":88,"y":531,"width":859,"height":13}},{"id":"0fd1a9cc-e125-4c90-9a8b-a14245bf7043","block_type":"box","text":"its Underlying Index at favorable prices, to invest cash in a securities index that offers similar exposure to that provided by its","page_number":25,"box":{"x":89,"y":547,"width":869,"height":12}},{"id":"415a9591-1afa-4403-9715-352bf980a4d2","block_type":"box","text":"Underlying Index or otherwise to achieve the Fund’s objective of tracking its Underlying Index. A call option gives a holder the","page_number":25,"box":{"x":89,"y":562,"width":878,"height":12}},{"id":"87b72bd4-6bee-4d64-99b0-de91502cb068","block_type":"box","text":"right to purchase a specific security at a specified price (“exercise price”) within a specified period of time. A put option gives","page_number":25,"box":{"x":89,"y":577,"width":873,"height":12}},{"id":"7ee4762b-398d-45d9-bd07-729eddf00d59","block_type":"box","text":"a holder the right to sell a specific security at an exercise price within a specified period of time. The initial purchaser of a call","page_number":25,"box":{"x":89,"y":592,"width":871,"height":12}},{"id":"757af164-e3ca-4704-99ce-c6939e2422e9","block_type":"box","text":"option pays the “writer” a premium, which is paid at the time of purchase and is retained by the writer whether or not such","page_number":25,"box":{"x":89,"y":607,"width":860,"height":12}},{"id":"d58819cd-fbc6-4cf8-9187-ae9e8cf9e741","block_type":"box","text":"option is exercised. Each Fund may purchase put options to hedge its portfolio against the risk of a decline in the market","page_number":25,"box":{"x":89,"y":622,"width":843,"height":12}},{"id":"7d3c1576-5758-4335-84ac-a3c68bc6df0f","block_type":"box","text":"value of securities held and may purchase call options to hedge against an increase in the price of securities it is committed","page_number":25,"box":{"x":88,"y":637,"width":864,"height":13}},{"id":"8aaba95e-ceae-46e5-ba43-e0548a54f380","block_type":"box","text":"to purchase. Each Fund may write put and call options along with a long position in options to increase its ability to hedge","page_number":25,"box":{"x":88,"y":652,"width":856,"height":13}},{"id":"08d4a9bc-6cd7-4724-9a58-622a6c55357e","block_type":"box","text":"against a change in the market value of the securities it holds or is committed to purchase. Each Fund may purchase or sell","page_number":25,"box":{"x":89,"y":668,"width":860,"height":12}},{"id":"631451a6-fc2e-45f7-b8c7-6a8a78e7d00a","block_type":"box","text":"securities options on a U.S. or non-U.S. securities exchange or in the OTC market through a transaction with a dealer. Options","page_number":25,"box":{"x":89,"y":683,"width":878,"height":12}},{"id":"70be8fbd-a4cd-48b4-b842-047b3c402db0","block_type":"box","text":"on a securities index are typically settled on a net basis based on the appreciation or depreciation of the index level over the","page_number":25,"box":{"x":89,"y":698,"width":863,"height":12}},{"id":"f3ad7644-d5f8-4ab5-83bd-32205b35fbe6","block_type":"box","text":"strike price. Options on single name securities may be cash- or physically-settled, depending upon the market in which they","page_number":25,"box":{"x":89,"y":713,"width":868,"height":12}},{"id":"dd83375d-ff89-43e5-8a64-ff9510c73dbd","block_type":"box","text":"are traded. Options may be structured so as to be exercisable only on certain dates or on a daily basis. Options may also be","page_number":25,"box":{"x":89,"y":728,"width":860,"height":12}},{"id":"b8084caa-c8da-4439-b3de-83bbbcad1290","block_type":"box","text":"structured to have conditions to exercise (","page_number":25,"box":{"x":89,"y":743,"width":294,"height":12}},{"id":"2b34f57b-277d-488a-9700-56e3ca211d15","block_type":"box","text":"i.e.","page_number":25,"box":{"x":384,"y":744,"width":18,"height":9}},{"id":"196a096d-b882-4579-a570-abab01c2fb52","block_type":"box","text":", “Knock-in Events”) or conditions that trigger termination (","page_number":25,"box":{"x":404,"y":743,"width":416,"height":12}},{"id":"f78cddb0-e614-4036-83c9-07de635f6f62","block_type":"box","text":"i.e.","page_number":25,"box":{"x":821,"y":744,"width":18,"height":9}},{"id":"cf0ab92e-628f-4596-91ba-2b6c6f5773a0","block_type":"box","text":", “Knock-out","page_number":25,"box":{"x":841,"y":743,"width":88,"height":11}},{"id":"6bcf412e-40d9-48ea-b7c5-d729ee0eed3b","block_type":"box","text":"Events”).","page_number":25,"box":{"x":89,"y":758,"width":61,"height":13}},{"id":"d8b66f5c-2dc2-4d85-8371-99781683e7d2","block_type":"box","text":"Lending Portfolio Securities.","page_number":25,"box":{"x":89,"y":785,"width":202,"height":12}},{"id":"75d84a4c-c52e-4c45-962c-364bf3640d34","block_type":"box","text":"Each Fund may lend portfolio securities to certain borrowers that BFA determines to be","page_number":25,"box":{"x":301,"y":785,"width":609,"height":12}},{"id":"9fd55f1b-ac44-419b-b037-132323a0c790","block_type":"box","text":"creditworthy, including borrowers affiliated with BFA. The borrowers provide collateral that is maintained in an amount at","page_number":25,"box":{"x":89,"y":800,"width":848,"height":12}},{"id":"f467e6d4-356c-4b86-8d8e-8c47ef9e2f7f","block_type":"box","text":"least equal to the current market value of the securities loaned. No securities loan shall be made on behalf of a Fund if, as a","page_number":25,"box":{"x":89,"y":815,"width":858,"height":12}},{"id":"d74e895b-deac-4b7a-843e-5fdaa1fabd71","block_type":"box","text":"result, the aggregate value of all securities loans of the Fund exceeds one-third of the value of the Fund’s total assets","page_number":25,"box":{"x":89,"y":830,"width":815,"height":12}},{"id":"1c5ee6ac-01eb-4206-be24-fa200dc6dc82","block_type":"box","text":"5","page_number":25,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"5581c00a-fe37-41f9-b896-6ff16dcbc756","block_type":"box","text":"(including the value of the collateral received). A Fund may terminate a loan at any time and obtain the return of the","page_number":26,"box":{"x":89,"y":44,"width":812,"height":12}},{"id":"4c36b86a-eccf-4668-ac5c-9c7a73956925","block_type":"box","text":"securities loaned. Each Fund receives, by way of substitute payment, the value of any interest or cash or non-cash","page_number":26,"box":{"x":89,"y":59,"width":794,"height":12}},{"id":"ec7987d6-01bf-45d4-9246-9b19889c0319","block_type":"box","text":"distributions paid on the loaned securities that it would have otherwise received if the securities were not on loan.","page_number":26,"box":{"x":89,"y":74,"width":794,"height":12}},{"id":"05cb6725-cc81-4876-a27e-5c04278a433a","block_type":"box","text":"With respect to loans that are collateralized by cash, the borrower may be entitled to receive a fee based on the amount of","page_number":26,"box":{"x":88,"y":101,"width":854,"height":12}},{"id":"f7de69ac-af31-43ee-963c-2c3f42948ec7","block_type":"box","text":"cash collateral. The Funds are compensated by any positive difference between the amount earned on the reinvestment of","page_number":26,"box":{"x":89,"y":116,"width":856,"height":12}},{"id":"7a95ae1e-e763-4794-9b9e-38652c349651","block_type":"box","text":"cash collateral and the fee paid to the borrower. In the case of collateral other than cash, a Fund is compensated by a fee paid","page_number":26,"box":{"x":89,"y":131,"width":876,"height":12}},{"id":"12dd0312-4b2f-4ae9-9c7d-057d4ef217c1","block_type":"box","text":"by the borrower equal to a percentage of the market value of the loaned securities. Any cash collateral received by the Fund","page_number":26,"box":{"x":89,"y":146,"width":863,"height":12}},{"id":"481542e1-54f6-48f1-b9ef-4f0e52a46d41","block_type":"box","text":"for such loans, and uninvested cash, may be reinvested in certain short-term instruments either directly on behalf of each","page_number":26,"box":{"x":88,"y":161,"width":850,"height":12}},{"id":"a2caaddd-3c36-420e-99c4-d2c46ac48590","block_type":"box","text":"Fund or through one or more joint accounts or money market funds, including those affiliated with BFA; such investments","page_number":26,"box":{"x":89,"y":176,"width":855,"height":13}},{"id":"ef0ee98c-c560-4d04-8499-69ac7f16a87c","block_type":"box","text":"are subject to investment risk.","page_number":26,"box":{"x":89,"y":191,"width":208,"height":13}},{"id":"429a441c-a91f-4d7c-9ff8-bdaabdf17263","block_type":"box","text":"Each Fund conducts its securities lending pursuant to an exemptive order from the SEC permitting it to lend portfolio","page_number":26,"box":{"x":89,"y":218,"width":818,"height":12}},{"id":"c4a3518d-0128-4694-b91e-6a2398d84b9b","block_type":"box","text":"securities to borrowers affiliated with the Fund and to retain an affiliate of the Fund to act as securities lending agent. To the","page_number":26,"box":{"x":89,"y":233,"width":868,"height":12}},{"id":"175b42c9-976b-4e2e-a0b4-b17de55fca5e","block_type":"box","text":"extent that a Fund engages in securities lending, BlackRock Institutional Trust Company, N.A. (“BTC”) acts as securities","page_number":26,"box":{"x":89,"y":248,"width":832,"height":12}},{"id":"0c61b84e-59cf-4fc5-a426-58d0d0da0899","block_type":"box","text":"lending agent for the Fund, subject to the overall supervision of BFA. BTC administers the lending program in accordance","page_number":26,"box":{"x":89,"y":263,"width":846,"height":12}},{"id":"37ec589f-b21f-48a3-af4b-edf8bc41967f","block_type":"box","text":"with guidelines approved by the Trust’s Board of Trustees (the “Board,” the trustees of which are the “Trustees”). JPMorgan","page_number":26,"box":{"x":88,"y":278,"width":862,"height":13}},{"id":"34f42ecd-2326-4918-b657-92ce900e5895","block_type":"box","text":"Chase Bank, N.A. (“JPMorgan”) serves as custodian for the Funds in connection with certain securities lending activities.","page_number":26,"box":{"x":89,"y":293,"width":839,"height":13}},{"id":"971ec53e-78e4-4178-85e6-de2c5fceb4fb","block_type":"box","text":"Securities lending involves exposure to certain risks, including operational risk (i.e., the risk of losses resulting from problems","page_number":26,"box":{"x":88,"y":320,"width":873,"height":12}},{"id":"17841487-f0dd-4e17-937e-f1bff504654d","block_type":"box","text":"in the settlement and accounting process), “gap” risk (i.e., the risk of a mismatch between the return on cash collateral","page_number":26,"box":{"x":89,"y":335,"width":830,"height":12}},{"id":"2306a679-66a1-4303-a979-2b2fbc6851a2","block_type":"box","text":"reinvestments and the fees a Fund has agreed to pay a borrower), foreign exchange risk (i.e., the risk of a shortfall at default","page_number":26,"box":{"x":89,"y":350,"width":865,"height":12}},{"id":"2790e1b3-392c-4955-a6f0-f823cdd036df","block_type":"box","text":"when a cash collateral investment is denominated in a currency other than the currency of the assets being loaned due to","page_number":26,"box":{"x":88,"y":365,"width":852,"height":12}},{"id":"a5b5198b-6439-45cf-b6f4-d9c44bb77d61","block_type":"box","text":"movements in foreign exchange rates), and credit, legal, counterparty and market risks (including the risk that market events,","page_number":26,"box":{"x":89,"y":380,"width":878,"height":13}},{"id":"e58b66b7-b0e7-43b9-844d-3e40e3723221","block_type":"box","text":"including but not limited to corporate actions, could lead the Fund to lend securities that are trading at a premium due to","page_number":26,"box":{"x":89,"y":395,"width":848,"height":13}},{"id":"ab2344e7-08ab-48c2-bcdb-bd80a50ae488","block_type":"box","text":"increased demand, or to recall loaned securities or to lend less or not at all, which could lead to reduced securities lending","page_number":26,"box":{"x":89,"y":410,"width":852,"height":13}},{"id":"106109cc-657e-451e-a5de-f9b7c21046f8","block_type":"box","text":"revenue). If a Fund were to lend out securities that are subject to a corporate action and commit to the borrower a particular","page_number":26,"box":{"x":89,"y":426,"width":870,"height":12}},{"id":"4711b3b2-673c-40b8-b52a-4600a000ffac","block_type":"box","text":"election as determined by the Funds’ investment adviser, the benefit the Fund would receive in respect of committing to such","page_number":26,"box":{"x":89,"y":441,"width":875,"height":12}},{"id":"86ea1dc5-d0b3-42bf-a6e3-e823a15810e0","block_type":"box","text":"election may or may not be less than the benefit the Fund would have received from making a different election in such","page_number":26,"box":{"x":89,"y":456,"width":834,"height":12}},{"id":"2be8d4c8-8e29-44af-bdd6-9206df229b68","block_type":"box","text":"corporate action. If a securities lending counterparty were to default, a Fund would be subject to the risk of a possible delay","page_number":26,"box":{"x":89,"y":471,"width":863,"height":12}},{"id":"17f89e0d-0987-4ccb-b4ea-fbcffd60a98b","block_type":"box","text":"in receiving collateral or in recovering the loaned securities, or to a possible loss of rights in the collateral. In the event a","page_number":26,"box":{"x":89,"y":486,"width":833,"height":12}},{"id":"7988816a-0de9-431d-8e80-863a29833d27","block_type":"box","text":"borrower does not return a Fund’s securities as agreed, the Fund’s ability to participate in a corporate action event may be","page_number":26,"box":{"x":89,"y":501,"width":853,"height":13}},{"id":"ef423105-1601-4f4b-94b8-2dd056faafcf","block_type":"box","text":"impacted, or the Fund may experience losses if the proceeds received from liquidating the collateral do not at least equal the","page_number":26,"box":{"x":89,"y":516,"width":871,"height":13}},{"id":"3fb47e36-c173-48a5-8886-08120986fb11","block_type":"box","text":"value of the loaned security at the time the collateral is liquidated, plus the transaction costs incurred in purchasing","page_number":26,"box":{"x":88,"y":531,"width":806,"height":13}},{"id":"c813ac41-4bce-48ec-b954-5728b1042776","block_type":"box","text":"replacement securities. This latter event could trigger adverse tax consequences for a Fund. A Fund could lose money if its","page_number":26,"box":{"x":89,"y":547,"width":857,"height":12}},{"id":"2c7d1471-57f7-4dd4-b1b6-43a9225cf10e","block_type":"box","text":"short-term investment of the collateral declines in value over the period of the loan. Substitute payments received by a Fund","page_number":26,"box":{"x":89,"y":562,"width":866,"height":12}},{"id":"bc23790a-94d8-4ca7-a50a-63e8d388bb2f","block_type":"box","text":"representing dividends paid on securities loaned out by the Fund will not be considered qualified dividend income. BTC will","page_number":26,"box":{"x":89,"y":577,"width":858,"height":12}},{"id":"4a32ee8b-d4d1-494c-82a3-5be4bf1b35c9","block_type":"box","text":"take into account the tax effects on shareholders caused by this difference in connection with a Fund’s securities lending","page_number":26,"box":{"x":88,"y":592,"width":844,"height":12}},{"id":"8ab66115-0b3f-4f01-9864-525b9513462c","block_type":"box","text":"program. Substitute payments received on tax-exempt securities loaned out will not be tax-exempt income. There could also","page_number":26,"box":{"x":89,"y":607,"width":873,"height":12}},{"id":"4872e8ab-9dc0-40a0-99e7-eb346c5da342","block_type":"box","text":"be changes in the status of issuers under applicable laws and regulations, including tax regulations, that may impact the","page_number":26,"box":{"x":89,"y":622,"width":841,"height":12}},{"id":"58c62522-1cf9-419a-875f-6b4e4540a227","block_type":"box","text":"regulatory or tax treatment of loaned securities and could, for example, result in a delay in the payment of dividend","page_number":26,"box":{"x":89,"y":637,"width":804,"height":13}},{"id":"63307875-7005-4eb2-bfc5-bbd26925f6b7","block_type":"box","text":"equivalent payments owed to a Fund (as permitted by applicable law).","page_number":26,"box":{"x":89,"y":652,"width":490,"height":13}},{"id":"a77fd0ba-b073-41a5-9ce1-687cbdcc29d9","block_type":"box","text":"Regulations adopted by global prudential regulators require certain bank-regulated counterparties and certain of their","page_number":26,"box":{"x":89,"y":679,"width":824,"height":12}},{"id":"a6b57048-fd80-4642-98ba-64f862007f0e","block_type":"box","text":"affiliates to include in certain financial contracts, including many securities lending agreements, terms that delay or restrict","page_number":26,"box":{"x":89,"y":694,"width":859,"height":12}},{"id":"517fbd0a-13d4-4d62-b5a1-301d5578788a","block_type":"box","text":"the rights of counterparties, such as the Fund, to terminate such agreements, foreclose upon collateral, exercise other default","page_number":26,"box":{"x":88,"y":709,"width":879,"height":12}},{"id":"abdc95ec-198a-4550-9e0d-765e03b926f0","block_type":"box","text":"rights or restrict transfers of credit support in the event that the counterparty and/or its affiliates are subject to certain types","page_number":26,"box":{"x":89,"y":724,"width":869,"height":13}},{"id":"612dfcb9-151b-489d-9e14-a2a7773c9bb3","block_type":"box","text":"of resolution or insolvency proceedings. It is possible that these requirements, as well as potential additional government","page_number":26,"box":{"x":89,"y":739,"width":846,"height":13}},{"id":"65ee9806-74bd-43cd-adfa-ed9e785631c1","block_type":"box","text":"regulation and other developments in the market, could adversely affect the Fund’s ability to terminate existing securities","page_number":26,"box":{"x":89,"y":754,"width":847,"height":13}},{"id":"54412436-0b2a-47ce-af35-91047b254bcf","block_type":"box","text":"lending agreements or to realize amounts to be received under such agreements. Prudential regulation may also favor","page_number":26,"box":{"x":89,"y":770,"width":825,"height":12}},{"id":"7a09eae0-e110-4e21-b539-7c8bb1c757a3","block_type":"box","text":"lenders that can provide additional protections, such as liens that are exercisable in connection with a lender default, to","page_number":26,"box":{"x":89,"y":785,"width":834,"height":12}},{"id":"f18ced84-684d-4f81-a673-1c12355517db","block_type":"box","text":"borrowers. Certain Funds expect to provide additional protections to borrowers, where permitted, pursuant to a Fund’s","page_number":26,"box":{"x":89,"y":800,"width":831,"height":12}},{"id":"fa84c653-a14f-4b69-967e-bf18e4f032c0","block_type":"box","text":"investment policies and if BFA believes doing so is in the best interest of the Fund.","page_number":26,"box":{"x":89,"y":815,"width":571,"height":12}},{"id":"03c47d72-11a6-444e-b8c5-9f08db6390d0","block_type":"box","text":"6","page_number":26,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"b2eaea0e-2f33-4290-a785-b87812a034f0","block_type":"box","text":"Liquidity Risk Management.","page_number":27,"box":{"x":89,"y":44,"width":200,"height":12}},{"id":"cb47e436-5787-47d3-a4c4-6bfafdc8fcd3","block_type":"box","text":"Rule 22e-4 under the Investment Company Act (the “Liquidity Rule”) requires open-end funds,","page_number":27,"box":{"x":299,"y":44,"width":662,"height":12}},{"id":"d588c886-f801-4d28-810a-e18e8d050bb3","block_type":"box","text":"including exchange-traded funds (“ETFs”) such as the Funds, to establish a liquidity risk management program (the","page_number":27,"box":{"x":89,"y":59,"width":811,"height":12}},{"id":"b837836f-b509-4719-b48f-180faba03908","block_type":"box","text":"“Liquidity Program”) and enhance disclosures regarding fund liquidity. As required by the Liquidity Rule, the Funds have","page_number":27,"box":{"x":89,"y":74,"width":837,"height":12}},{"id":"566587b2-904f-417f-8d54-51654d51481b","block_type":"box","text":"implemented a Liquidity Program, and the Board, including a majority of the Independent Trustees of the Trust, has","page_number":27,"box":{"x":89,"y":89,"width":807,"height":13}},{"id":"95cc5b3a-c4c5-4a25-97a5-af17ab82f265","block_type":"box","text":"appointed BFA as the administrator of the Liquidity Program. Under the Liquidity Program, BFA assesses, manages, and","page_number":27,"box":{"x":89,"y":104,"width":834,"height":13}},{"id":"8cca1058-df35-4b96-82c6-39f8b07de7d4","block_type":"box","text":"periodically reviews each Fund’s liquidity risk and classifies each investment held by a Fund as a “highly liquid investment,”","page_number":27,"box":{"x":89,"y":119,"width":859,"height":13}},{"id":"e645cbcd-ad29-4554-9493-2e61e697b72d","block_type":"box","text":"“moderately liquid investment,” “less liquid investment” or “illiquid investment.” The Liquidity Rule defines “liquidity risk” as","page_number":27,"box":{"x":89,"y":135,"width":866,"height":12}},{"id":"d4a60a0c-379a-4207-a566-41a4bf0292df","block_type":"box","text":"the risk that a Fund could not meet requests to redeem shares issued by a Fund without significant dilution of the remaining","page_number":27,"box":{"x":88,"y":150,"width":871,"height":12}},{"id":"96ee35f2-f3e5-4672-8f7a-493571fc1280","block_type":"box","text":"investors’ interest in a Fund. The liquidity of a Fund’s portfolio investments is determined based on relevant market, trading","page_number":27,"box":{"x":89,"y":165,"width":860,"height":12}},{"id":"e67c0688-dcc8-4bfe-bcee-d46f7636489f","block_type":"box","text":"and investment-specific considerations under the Liquidity Program. There are exclusions from certain portions of the","page_number":27,"box":{"x":89,"y":180,"width":825,"height":12}},{"id":"97a29890-f0fb-42ae-ac68-4e65762046dd","block_type":"box","text":"liquidity risk management program requirements for “in-kind” ETFs, as defined in the Liquidity Rule. To the extent that an","page_number":27,"box":{"x":89,"y":195,"width":850,"height":12}},{"id":"5722fc55-459f-4252-b787-9ce571e0778d","block_type":"box","text":"investment is deemed to be an illiquid investment or a less liquid investment, a Fund can expect to be exposed to greater","page_number":27,"box":{"x":89,"y":210,"width":845,"height":13}},{"id":"746f2781-824c-4120-8560-97c014a4c50f","block_type":"box","text":"liquidity risk.","page_number":27,"box":{"x":89,"y":225,"width":87,"height":13}},{"id":"5d56d0b0-4a61-462d-b612-04b93f452208","block_type":"box","text":"Non-U.S. Securities.","page_number":27,"box":{"x":89,"y":252,"width":141,"height":10}},{"id":"a2467f32-43bb-42a9-8d8e-9b0f4b5eb5ad","block_type":"box","text":"Each Fund intends to purchase publicly traded common stocks of non-U.S. issuers. To the extent a","page_number":27,"box":{"x":240,"y":252,"width":690,"height":12}},{"id":"c267d212-be5d-4ea7-ad8f-790ef267e2b1","block_type":"box","text":"Fund invests in stocks of non-U.S. issuers, the Fund’s investments in such stocks may be in the form of American Depositary","page_number":27,"box":{"x":89,"y":267,"width":872,"height":12}},{"id":"a5c47463-1240-4486-a88e-241db086778e","block_type":"box","text":"Receipts (“ADRs”), Global Depositary Receipts (“GDRs”) and European Depositary Receipts (“EDRs”) (collectively, “depositary","page_number":27,"box":{"x":89,"y":282,"width":876,"height":12}},{"id":"882b6696-1059-4172-b900-5afdd62b920d","block_type":"box","text":"receipts”). Depositary receipts are receipts, typically issued by a bank or trust issuer, which evidence ownership of underlying","page_number":27,"box":{"x":89,"y":297,"width":873,"height":12}},{"id":"57dcc025-cf43-4330-b834-82c4ac86d958","block_type":"box","text":"securities issued by a non-U.S. issuer. Depositary receipts may not necessarily be denominated in the same currency as their","page_number":27,"box":{"x":89,"y":312,"width":869,"height":13}},{"id":"1a9e8e7c-8ce6-42ef-80c7-a86833509096","block_type":"box","text":"underlying securities. ADRs typically are issued by a U.S. bank or trust company and evidence ownership of underlying","page_number":27,"box":{"x":89,"y":327,"width":827,"height":13}},{"id":"a9e08a4a-5cf6-4bb6-8473-f281dac8df36","block_type":"box","text":"securities issued by a non-U.S. issuer. EDRs, which are sometimes referred to as continental depositary receipts, are receipts","page_number":27,"box":{"x":89,"y":342,"width":865,"height":13}},{"id":"6c7f1cf9-e5fb-496f-a7d3-6c0f118cba55","block_type":"box","text":"issued in Europe, typically by foreign banks and trust companies, that evidence ownership of either foreign or domestic","page_number":27,"box":{"x":89,"y":358,"width":833,"height":12}},{"id":"40ae1a37-1a78-4e07-aa9e-cffe1b45fab4","block_type":"box","text":"underlying securities. GDRs are depositary receipts structured like global debt issues to facilitate trading on an international","page_number":27,"box":{"x":89,"y":373,"width":862,"height":12}},{"id":"ee97fbd6-0d70-4554-8a0c-ae71069d3683","block_type":"box","text":"basis. Generally, ADRs, issued in registered form, are designed for use in the U.S. securities markets, and EDRs, issued in","page_number":27,"box":{"x":89,"y":388,"width":835,"height":12}},{"id":"fd351b32-80be-4f87-91c4-a1d62fd1b015","block_type":"box","text":"bearer form, are designed for use in European securities markets. GDRs are tradable both in the U.S. and in Europe and are","page_number":27,"box":{"x":89,"y":403,"width":855,"height":12}},{"id":"14a7040a-c025-465a-a08c-ba6cde3920aa","block_type":"box","text":"designed for use throughout the world.","page_number":27,"box":{"x":89,"y":418,"width":274,"height":12}},{"id":"9e9769ad-d5be-4fc3-9a34-16fee8b72e97","block_type":"box","text":"Depositary receipts are generally subject to the same risks as the foreign securities that they evidence or into which they may","page_number":27,"box":{"x":89,"y":445,"width":877,"height":12}},{"id":"2d1b4d26-f30a-4547-a5cb-906408b7f92f","block_type":"box","text":"be converted. In addition to investment risks associated with the underlying issuer, depositary receipts expose a Fund to","page_number":27,"box":{"x":89,"y":460,"width":839,"height":12}},{"id":"0a881f7d-6f07-4bbc-90c3-5231f30d1019","block_type":"box","text":"additional risks associated with the non-uniform terms that apply to depositary receipt programs, credit exposure to the","page_number":27,"box":{"x":89,"y":475,"width":841,"height":12}},{"id":"79a95502-0ae8-49b8-89e9-8299e78ad36a","block_type":"box","text":"depository bank and to the sponsors and other parties with whom the depository bank establishes the programs, currency","page_number":27,"box":{"x":89,"y":490,"width":859,"height":12}},{"id":"d491b5cd-3900-4403-be16-fed35bf25090","block_type":"box","text":"risk and liquidity risk. Unsponsored programs, which are not sanctioned by the issuer of the underlying common stock,","page_number":27,"box":{"x":89,"y":505,"width":833,"height":12}},{"id":"9868a502-01ae-49f2-b41a-f01c1dc00a84","block_type":"box","text":"generally expose investors to greater risks than sponsored programs and do not provide holders with many of the","page_number":27,"box":{"x":89,"y":520,"width":795,"height":12}},{"id":"f89d3de4-8300-48b8-a694-8ab926da79cf","block_type":"box","text":"shareholder benefits that come from investing in a sponsored depositary receipts.","page_number":27,"box":{"x":89,"y":535,"width":571,"height":13}},{"id":"b2f766af-8dc3-4290-a138-b7e500c621cb","block_type":"box","text":"Investing in the securities of non-U.S. issuers involves special risks and considerations not typically associated with investing","page_number":27,"box":{"x":89,"y":562,"width":868,"height":12}},{"id":"266227f3-0416-4d44-b91d-c523c8e956e4","block_type":"box","text":"in U.S. issuers. These include differences in accounting, auditing and financial reporting standards; the possibility of","page_number":27,"box":{"x":89,"y":577,"width":808,"height":12}},{"id":"968f4363-2871-4549-9d54-22f7f3ec74f8","block_type":"box","text":"expropriation or confiscatory taxation; adverse changes in investment or exchange control regulations; political instability,","page_number":27,"box":{"x":89,"y":592,"width":853,"height":12}},{"id":"9b4611a4-7f69-4d83-8843-6e7bed4cb512","block_type":"box","text":"which could affect U.S. investments in non-U.S. countries; and potential restrictions on the flow of international capital. Non","page_number":27,"box":{"x":88,"y":607,"width":873,"height":12}},{"id":"290fe64c-eb1d-43bb-850e-24bf9b13d45c","block_type":"box","text":"U.S. issuers may be subject to less governmental regulation than U.S. issuers. Moreover, individual non-U.S. economies may","page_number":27,"box":{"x":89,"y":622,"width":864,"height":12}},{"id":"5011d704-994f-4887-b1f8-6c91c866d809","block_type":"box","text":"differ favorably or unfavorably from the U.S. economy in such respects as growth of gross domestic product (“GDP”), rate of","page_number":27,"box":{"x":89,"y":637,"width":870,"height":13}},{"id":"09f1da3d-e183-458b-874d-f89adbb5c555","block_type":"box","text":"inflation, capital reinvestment, resource self-sufficiency and balance of payment positions.","page_number":27,"box":{"x":89,"y":652,"width":629,"height":13}},{"id":"acc5a9c8-b1a0-4a3c-bc41-dcd41d3f3689","block_type":"box","text":"Regulation Regarding Derivatives.","page_number":27,"box":{"x":89,"y":679,"width":242,"height":12}},{"id":"1d8f4997-6046-40bf-9171-0cb7d66f4951","block_type":"box","text":"The CFTC subjects advisers to registered investment companies to regulation by the","page_number":27,"box":{"x":340,"y":679,"width":588,"height":12}},{"id":"6f0b6b17-7799-4f00-9232-f06128b00580","block_type":"box","text":"CFTC if a fund that is advised by the adviser either (i) invests, directly or indirectly, more than a prescribed level of its","page_number":27,"box":{"x":89,"y":694,"width":812,"height":12}},{"id":"19a18099-ce58-4130-b329-7b1da04f42a7","block_type":"box","text":"liquidation value in CFTC-regulated futures, options and swaps (“CFTC Derivatives”) or (ii) markets itself as providing","page_number":27,"box":{"x":89,"y":709,"width":819,"height":12}},{"id":"ec3fcf5c-8513-47c7-a75b-c64d9d2cfe62","block_type":"box","text":"investment exposure to such instruments. The CFTC also subjects advisers to registered investment companies to regulation","page_number":27,"box":{"x":89,"y":724,"width":872,"height":13}},{"id":"4d7b6985-76fc-47d1-8d74-4b8a50c01428","block_type":"box","text":"by the CFTC if the registered investment company invests in one or more commodity pools. To the extent a Fund uses CFTC","page_number":27,"box":{"x":89,"y":739,"width":866,"height":13}},{"id":"b0a46562-6552-4bb3-8e80-3705025fb0c0","block_type":"box","text":"Derivatives, it intends to do so below such prescribed levels and intends not to market itself as a “commodity pool” or a","page_number":27,"box":{"x":89,"y":754,"width":834,"height":13}},{"id":"777492e9-ccd8-4634-ac1a-7a9f322fb50d","block_type":"box","text":"vehicle for trading such instruments.","page_number":27,"box":{"x":88,"y":770,"width":256,"height":12}},{"id":"564ea8d8-2578-41f6-9d6e-ea19f54ffe0d","block_type":"box","text":"BFA has claimed an exclusion from the definition of the term “commodity pool operator” under the CEA pursuant to Rule 4.5","page_number":27,"box":{"x":89,"y":796,"width":873,"height":12}},{"id":"8b4eef0f-53e5-4b36-96da-5518e9627c9c","block_type":"box","text":"under the CEA with respect to each of the Funds. BFA is not, therefore, subject to registration or regulation as a “commodity","page_number":27,"box":{"x":89,"y":811,"width":868,"height":12}},{"id":"0b196df5-bed4-4c02-9dbb-6dcf57e4f371","block_type":"box","text":"pool operator” under the CEA with respect to the Funds.","page_number":27,"box":{"x":89,"y":826,"width":393,"height":13}},{"id":"220d1255-bed5-4bfb-93da-dd98441d251c","block_type":"box","text":"7","page_number":27,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"765d8020-29ce-49bc-a579-ef9158ec9466","block_type":"box","text":"The iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":28,"box":{"x":88,"y":44,"width":822,"height":12}},{"id":"bd0590ae-9354-45eb-ac94-1f37f5b60048","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Future Exponential Technologies ETF,","page_number":28,"box":{"x":89,"y":59,"width":830,"height":12}},{"id":"0b9b3dfd-7bb4-4917-9fdf-5081f8382ffd","block_type":"box","text":"iShares Genomics Immunology and Healthcare ETF, iShares Global Equity Factor ETF, iShares Low Carbon Optimized MSCI","page_number":28,"box":{"x":89,"y":74,"width":855,"height":12}},{"id":"a93373eb-2225-4925-b9fd-257c959fd413","block_type":"box","text":"ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI ex U.S. ETF and iShares MSCI All Country Asia ex Japan ETF (the “No","page_number":28,"box":{"x":88,"y":89,"width":874,"height":13}},{"id":"2e0ebdc7-e551-4476-9940-7b377a9dd154","block_type":"box","text":"Action Letter Funds”) may also have investments in “underlying funds” (and such underlying funds themselves may invest in","page_number":28,"box":{"x":88,"y":104,"width":875,"height":13}},{"id":"c8a7d235-44ba-4e92-ad38-f269cfce0055","block_type":"box","text":"underlying funds) not advised by BFA (the term “underlying fund” for purposes of the no-action letter referenced below may","page_number":28,"box":{"x":89,"y":119,"width":872,"height":13}},{"id":"24ed4f17-e00e-45f0-a762-2a676fcdf855","block_type":"box","text":"include, but is not limited to, certain securitized vehicles, mortgage or international real estate investment trusts (“REITs”),","page_number":28,"box":{"x":89,"y":135,"width":853,"height":12}},{"id":"96b5cb75-937f-437a-8ec1-e7ae2ba0575f","block_type":"box","text":"business development companies and investment companies that may invest in CFTC Derivatives or in any of the foregoing),","page_number":28,"box":{"x":89,"y":150,"width":873,"height":12}},{"id":"f7deb64f-bdf4-4e6b-bd4d-7e5674d22b91","block_type":"box","text":"and therefore may be viewed by the CFTC as commodity pools. BFA may not have transparency into the holdings of these","page_number":28,"box":{"x":89,"y":165,"width":851,"height":12}},{"id":"cc511c88-364c-493f-861d-79e9842ddb31","block_type":"box","text":"underlying funds because they are not advised by BFA. To address this issue of lack of transparency, the CFTC staff issued a","page_number":28,"box":{"x":89,"y":180,"width":862,"height":12}},{"id":"b028b699-da33-4765-ba97-2341286e8f71","block_type":"box","text":"no-action letter on November 29, 2012 permitting the adviser of a fund that invests in such underlying funds and that would","page_number":28,"box":{"x":89,"y":195,"width":870,"height":12}},{"id":"58a31115-2cf1-4523-a6e1-db64d1dbfd43","block_type":"box","text":"otherwise have filed a claim of exclusion pursuant to CFTC Rule 4.5 to delay registration as a “commodity pool operator” until","page_number":28,"box":{"x":89,"y":210,"width":878,"height":13}},{"id":"80948457-5b8b-4d2f-9ed0-aec427f52772","block_type":"box","text":"six months from the date on which the CFTC issues additional guidance on the treatment of CFTC Derivatives held by","page_number":28,"box":{"x":89,"y":225,"width":823,"height":13}},{"id":"65e4c3cb-4800-4878-825b-95e092b870ba","block_type":"box","text":"underlying funds. BFA, the adviser of the No-Action Letter Funds, has filed a claim with the CFTC for the Funds to rely on this","page_number":28,"box":{"x":89,"y":240,"width":874,"height":13}},{"id":"bfda580b-d35b-4c5b-8bbb-fcbb1585bc66","block_type":"box","text":"no-action relief. Accordingly, BFA is not currently subject to registration or regulation as a “commodity pool operator” under","page_number":28,"box":{"x":89,"y":256,"width":867,"height":12}},{"id":"f0dc2ddd-a565-47b5-b3da-268b5dd0ff69","block_type":"box","text":"the CEA in respect of the Funds.","page_number":28,"box":{"x":88,"y":271,"width":224,"height":12}},{"id":"7bbe583f-20bf-4661-9c12-378763cecb1e","block_type":"box","text":"Derivative contracts, including, without limitation, swaps, currency forwards, and non-deliverable forwards, are subject to","page_number":28,"box":{"x":89,"y":297,"width":849,"height":12}},{"id":"d3837158-4360-4868-9f87-9ad479f7fcdd","block_type":"box","text":"regulation under the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) in the U.S. and under","page_number":28,"box":{"x":89,"y":312,"width":873,"height":13}},{"id":"849a075e-c95b-4128-a4d5-3119f61f868a","block_type":"box","text":"comparable regimes in Europe, Asia and other non-U.S. jurisdictions. Swaps, non-deliverable forwards and certain other","page_number":28,"box":{"x":89,"y":327,"width":838,"height":13}},{"id":"2d6e20e3-1fee-4f3e-9acf-c4de5b57cb35","block_type":"box","text":"derivatives traded in the OTC market are subject to variation margin and initial margin requirements. Implementation of the","page_number":28,"box":{"x":89,"y":342,"width":863,"height":13}},{"id":"398753ac-6a4f-4ddd-8624-a582467a813f","block_type":"box","text":"margining and other provisions of the Dodd-Frank Act regarding clearing, mandatory trading, reporting and documentation","page_number":28,"box":{"x":89,"y":358,"width":867,"height":12}},{"id":"6b5f8baf-c13b-458d-a633-8ae10d8466e1","block_type":"box","text":"of swaps and other derivatives have impacted and may continue to impact the costs to a Fund of trading these instruments","page_number":28,"box":{"x":89,"y":373,"width":863,"height":12}},{"id":"c827b184-9d76-45fd-8c09-ccfe2b71300b","block_type":"box","text":"and, as a result, may affect returns to investors in a Fund.","page_number":28,"box":{"x":89,"y":388,"width":398,"height":12}},{"id":"c2e95dcb-e7dc-4b0f-ac2b-33b133dfce12","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into Derivatives Transactions (as defined below) and","page_number":28,"box":{"x":89,"y":414,"width":866,"height":13}},{"id":"33e55b74-273d-47cf-a4c8-342f4d7e6e7b","block_type":"box","text":"certain other transactions notwithstanding the restrictions on the issuance of “senior securities” under Section 18 of the","page_number":28,"box":{"x":89,"y":429,"width":842,"height":13}},{"id":"a4064714-2c67-429b-bfac-3cbf215fa25e","block_type":"box","text":"Investment Company Act. Section 18 of the Investment Company Act, among other things, prohibits open-end funds,","page_number":28,"box":{"x":89,"y":445,"width":823,"height":12}},{"id":"e91d26cd-7aba-4202-99d5-448a44f0f0cb","block_type":"box","text":"including the Funds, from issuing or selling any “senior security,” other than borrowing from a bank (subject to a requirement","page_number":28,"box":{"x":89,"y":460,"width":879,"height":12}},{"id":"dbfd5b14-a643-4417-a36d-7ee641d7713d","block_type":"box","text":"to maintain 300% “asset coverage”).","page_number":28,"box":{"x":88,"y":475,"width":257,"height":12}},{"id":"3e87a97c-3491-4551-8ca5-16d86e806fe9","block_type":"box","text":"Under Rule 18f-4, “Derivatives Transactions” include the following: (1) any swap, security-based swap (including a contract","page_number":28,"box":{"x":89,"y":501,"width":862,"height":13}},{"id":"e8914459-4c68-4668-8136-cc600a35affb","block_type":"box","text":"for differences), futures contract, forward contract, option (excluding purchased options), any combination of the foregoing,","page_number":28,"box":{"x":88,"y":516,"width":871,"height":13}},{"id":"70d9b239-841a-4c12-a089-539eda7f9b0e","block_type":"box","text":"or any similar instrument, under which a Fund is or may be required to make any payment or delivery of cash or other assets","page_number":28,"box":{"x":89,"y":531,"width":871,"height":13}},{"id":"95cf534f-c1e8-4e6a-85dc-9d61d93bd4d8","block_type":"box","text":"during the life of the instrument or at maturity or early termination, whether as margin or settlement payment or otherwise;","page_number":28,"box":{"x":89,"y":547,"width":867,"height":12}},{"id":"fc8c403c-e2cc-4127-9b0f-f420bc0f9474","block_type":"box","text":"(2) any short sale borrowing; (3) reverse repurchase agreements and similar financing transactions (e.g., recourse and non","page_number":28,"box":{"x":89,"y":562,"width":864,"height":12}},{"id":"aeccc514-6416-418c-8c3d-0fa3746231ca","block_type":"box","text":"recourse tender option bonds, and borrowed bonds), if a Fund elects to treat these transactions as Derivatives Transactions","page_number":28,"box":{"x":89,"y":577,"width":863,"height":12}},{"id":"0f7f3501-3d55-4bbc-8b7a-98a9ba30e1e8","block_type":"box","text":"under Rule 18f-4; and (4) when-issued or forward-settling securities (e.g., firm and standby commitments, including to-be","page_number":28,"box":{"x":89,"y":592,"width":863,"height":12}},{"id":"e2a4bd0b-956b-4ae8-abf4-ad50cf2e905d","block_type":"box","text":"announced (“TBA”) commitments, and dollar rolls) and non-standard settlement cycle securities, unless the Fund intends to","page_number":28,"box":{"x":89,"y":607,"width":870,"height":12}},{"id":"1c95d8c1-5f3e-4768-a007-a3d707af6d9f","block_type":"box","text":"physically settle the transaction and the transaction will settle within 35 days of its trade date (the “Delayed-Settlement","page_number":28,"box":{"x":89,"y":622,"width":834,"height":12}},{"id":"6c7d85d5-0b56-4c5a-8176-82e956a365ff","block_type":"box","text":"Securities Provision”).","page_number":28,"box":{"x":88,"y":637,"width":152,"height":13}},{"id":"c6c9fbc5-8729-43da-a9f5-dc7b528013e5","block_type":"box","text":"Unless a Fund is relying on the Limited Derivatives User Exception (as defined below), the Fund must comply with Rule 18f-4","page_number":28,"box":{"x":89,"y":664,"width":872,"height":12}},{"id":"aa5a372d-40bd-451b-ae8c-4bda6102101c","block_type":"box","text":"with respect to its Derivatives Transactions. Rule 18f-4, among other things, requires a Fund to adopt and implement a","page_number":28,"box":{"x":88,"y":679,"width":830,"height":12}},{"id":"f53c0d69-13a6-4d6d-a4f1-b29917e0f3ea","block_type":"box","text":"comprehensive written derivatives risk management program (“DRMP”) and comply with a relative or absolute limit on Fund","page_number":28,"box":{"x":89,"y":694,"width":875,"height":12}},{"id":"17c6973b-1ffb-42b0-b1d6-4ef1660b99a1","block_type":"box","text":"leverage risk calculated based on value-at-risk (“VaR”). The DRMP is administered by a “derivatives risk manager,” who is","page_number":28,"box":{"x":89,"y":709,"width":846,"height":12}},{"id":"2bf2a21a-f08d-4a9f-a24b-57baa74f014b","block_type":"box","text":"appointed by the Board, including a majority of Independent Directors/Trustees, and periodically reviews the DRMP and","page_number":28,"box":{"x":89,"y":724,"width":839,"height":13}},{"id":"ae719711-71fd-4670-af72-8d8692941cd0","block_type":"box","text":"reports to the Board.","page_number":28,"box":{"x":89,"y":739,"width":142,"height":13}},{"id":"cd7d90c2-3749-4607-833f-7e7d758d4078","block_type":"box","text":"Rule 18f-4 provides an exception from the DRMP, VaR limit and certain other requirements if a Fund’s “derivatives exposure”","page_number":28,"box":{"x":89,"y":766,"width":868,"height":12}},{"id":"ed29b50c-2d23-43be-a46c-a1fb9f4965e9","block_type":"box","text":"(as defined in Rule 18f-4) is limited to 10% of its net assets (as calculated in accordance with Rule 18f-4) and the Fund","page_number":28,"box":{"x":89,"y":781,"width":830,"height":12}},{"id":"04423b2c-6dda-4a60-832c-ef1c0c3f9bd6","block_type":"box","text":"adopts and implements written policies and procedures reasonably designed to manage its derivatives risks (the “Limited","page_number":28,"box":{"x":89,"y":796,"width":850,"height":12}},{"id":"5183240c-ff2a-4945-a460-028c52eb2f86","block_type":"box","text":"Derivatives User Exception”).","page_number":28,"box":{"x":89,"y":811,"width":201,"height":12}},{"id":"d19052a2-bee4-4061-9682-1da2d674ead3","block_type":"box","text":"8","page_number":28,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"045d0d8a-4160-4ffd-8f88-dd71ed2eedad","block_type":"box","text":"Repurchase Agreements.","page_number":29,"box":{"x":89,"y":44,"width":180,"height":12}},{"id":"96163842-9c7c-4f04-ae6d-4d96483248e2","block_type":"box","text":"A repurchase agreement is an instrument under which the purchaser (","page_number":29,"box":{"x":278,"y":44,"width":494,"height":12}},{"id":"130bbd76-dbef-4e22-81c0-70dd041f7a10","block_type":"box","text":"i.e.","page_number":29,"box":{"x":773,"y":45,"width":18,"height":9}},{"id":"ec22e713-44c2-498a-92a3-1d8970a3f3cd","block_type":"box","text":", a Fund) acquires a","page_number":29,"box":{"x":793,"y":44,"width":136,"height":12}},{"id":"d8991a6b-9a01-42f0-bfa1-84f7535cb7dc","block_type":"box","text":"security and the seller agrees, at the time of the sale, to repurchase the security at a mutually agreed-upon time and price,","page_number":29,"box":{"x":89,"y":59,"width":854,"height":12}},{"id":"afaeabdc-3624-46cb-a2bb-04bf7efe6940","block_type":"box","text":"thereby determining the yield during the purchaser’s holding period. Repurchase agreements may be construed to be","page_number":29,"box":{"x":88,"y":74,"width":822,"height":12}},{"id":"5ca67cf6-b4cf-4654-bf2a-aa8f85d960ab","block_type":"box","text":"collateralized loans by the purchaser to the seller secured by the securities transferred to the purchaser. If a repurchase","page_number":29,"box":{"x":89,"y":89,"width":828,"height":13}},{"id":"81e2cbde-17bb-4317-b2f9-3d70b6cefcbf","block_type":"box","text":"agreement is construed to be a collateralized loan, the underlying securities will not be considered to be owned by a Fund but","page_number":29,"box":{"x":89,"y":104,"width":878,"height":13}},{"id":"13dd3ed3-d011-46e7-bbc1-b3322968dc12","block_type":"box","text":"only to constitute collateral for the seller’s obligation to pay the repurchase price, and, in the event of a default by the seller,","page_number":29,"box":{"x":89,"y":119,"width":860,"height":13}},{"id":"74c3b9e6-7921-41b0-9256-98478f7928c6","block_type":"box","text":"the Fund may suffer time delays and incur costs or losses in connection with the disposition of the collateral.","page_number":29,"box":{"x":88,"y":135,"width":761,"height":12}},{"id":"ac01ee4a-cd9d-4457-8009-42e54342baf6","block_type":"box","text":"In any repurchase transaction, the collateral for a repurchase agreement may include: (i) cash items; (ii) obligations issued by","page_number":29,"box":{"x":89,"y":161,"width":875,"height":12}},{"id":"5d876e25-51c2-4851-bf6e-fbed5f9235bc","block_type":"box","text":"the U.S. government or its agencies or instrumentalities; or (iii) obligations that, at the time the repurchase agreement is","page_number":29,"box":{"x":88,"y":176,"width":841,"height":13}},{"id":"264271c3-f2a9-4387-b04b-0e15f9128056","block_type":"box","text":"entered into, are determined to (A) have exceptionally strong capacity to meet their financial obligations and (B) are","page_number":29,"box":{"x":89,"y":191,"width":811,"height":13}},{"id":"3469e9fa-8e1e-4fa8-b78a-a870609a30e0","block_type":"box","text":"sufficiently liquid such that they can be sold at approximately their carrying value in the ordinary course of business within","page_number":29,"box":{"x":89,"y":206,"width":856,"height":13}},{"id":"9fd9c766-9ea0-4b9f-bd3e-c469375fcff3","block_type":"box","text":"seven days.","page_number":29,"box":{"x":89,"y":222,"width":78,"height":12}},{"id":"d942f0ea-f788-4ea9-9dba-be6ca5d6ffef","block_type":"box","text":"Repurchase agreements pose certain risks for a Fund, should it decide to utilize them. Such risks are not unique to the Funds,","page_number":29,"box":{"x":89,"y":248,"width":875,"height":12}},{"id":"bb34a86d-9285-4aa3-8732-191e5cf50af6","block_type":"box","text":"but are inherent in repurchase agreements. The Funds seek to minimize such risks, but because of the inherent legal","page_number":29,"box":{"x":89,"y":263,"width":813,"height":12}},{"id":"ef55e7ea-10b3-40b5-bea8-82caa55877e1","block_type":"box","text":"uncertainties involved in repurchase agreements, such risks cannot be eliminated. Lower quality collateral and collateral with","page_number":29,"box":{"x":89,"y":278,"width":873,"height":13}},{"id":"16f962c1-0267-40c1-8f71-acceceaa2b51","block_type":"box","text":"a longer maturity may be subject to greater price fluctuations than higher quality collateral and collateral with a shorter","page_number":29,"box":{"x":89,"y":293,"width":836,"height":13}},{"id":"3f11b451-5c2c-4bf9-9b8e-5b3b609da968","block_type":"box","text":"maturity. If the repurchase agreement counterparty were to default, lower quality collateral may be more difficult to liquidate","page_number":29,"box":{"x":89,"y":308,"width":871,"height":13}},{"id":"b94fe16b-f7d0-4596-bc32-ddc019e5c8af","block_type":"box","text":"than higher quality collateral. Should the counterparty default and the amount of collateral not be sufficient to cover the","page_number":29,"box":{"x":88,"y":324,"width":841,"height":12}},{"id":"9a444d44-2bda-47d2-8d66-8a02d6ef68be","block_type":"box","text":"counterparty’s repurchase obligation, a Fund would likely retain the status of an unsecured creditor of the counterparty (","page_number":29,"box":{"x":89,"y":339,"width":845,"height":12}},{"id":"93cc6930-f3e9-401b-98be-be6f4a6f611c","block_type":"box","text":"i.e.","page_number":29,"box":{"x":935,"y":340,"width":18,"height":8}},{"id":"5a464f11-7e10-45e9-8437-866857073832","block_type":"box","text":",","page_number":29,"box":{"x":955,"y":347,"width":2,"height":3}},{"id":"209c4c2c-9995-4a6d-927d-2b13895adbb0","block_type":"box","text":"the position a Fund would normally be in if it were to hold, pursuant to its investment policies, other unsecured debt","page_number":29,"box":{"x":88,"y":354,"width":814,"height":12}},{"id":"181faf23-4343-49ac-95c5-33799c2ba007","block_type":"box","text":"securities of the defaulting counterparty) with respect to the amount of the shortfall. As an unsecured creditor, a Fund would","page_number":29,"box":{"x":89,"y":369,"width":875,"height":12}},{"id":"77fe52e5-18e5-447a-a353-d467f671492c","block_type":"box","text":"be at risk of losing some or all of the principal and income involved in the transaction.","page_number":29,"box":{"x":89,"y":384,"width":598,"height":12}},{"id":"cd9887f0-5297-4669-8ac5-b7ea163741ce","block_type":"box","text":"Reverse Repurchase Agreements.","page_number":29,"box":{"x":89,"y":410,"width":240,"height":13}},{"id":"2aa36b07-3416-48c1-a561-db296713b2ff","block_type":"box","text":"Reverse repurchase agreements involve the sale of securities with an agreement to","page_number":29,"box":{"x":339,"y":410,"width":577,"height":13}},{"id":"0a159e74-a891-4faa-825d-cd28fd77af06","block_type":"box","text":"repurchase the securities at an agreed-upon price, date and interest payment and have the characteristics of borrowing.","page_number":29,"box":{"x":89,"y":426,"width":839,"height":12}},{"id":"d3d49d8b-6f07-4634-8c47-3c898a08ee87","block_type":"box","text":"Generally, the effect of such transactions is that a Fund can recover all or most of the cash invested in the portfolio securities","page_number":29,"box":{"x":89,"y":441,"width":869,"height":12}},{"id":"4eb57183-ba32-48c3-a299-26fef69b1a73","block_type":"box","text":"involved during the term of the reverse repurchase agreement, while in many cases the Fund is able to keep some of the","page_number":29,"box":{"x":89,"y":456,"width":840,"height":12}},{"id":"288158d7-a9e5-46c9-9092-aeefe89ef853","block_type":"box","text":"interest income associated with those securities. Such transactions are advantageous only if a Fund has an opportunity to","page_number":29,"box":{"x":89,"y":471,"width":853,"height":12}},{"id":"37906163-6afb-4240-912e-42b94c744bbf","block_type":"box","text":"earn a rate of interest on the cash derived from these transactions that is greater than the interest cost of obtaining the same","page_number":29,"box":{"x":89,"y":486,"width":874,"height":12}},{"id":"cd6987f7-d401-413f-8e72-12d0ccc6b936","block_type":"box","text":"amount of cash. Opportunities to realize earnings from the use of the proceeds equal to or greater than the interest required","page_number":29,"box":{"x":89,"y":501,"width":868,"height":13}},{"id":"e15beb5b-86ad-4203-a51a-50e2c2810760","block_type":"box","text":"to be paid may not always be available, and a Fund intends to use the reverse repurchase technique only when BFA believes it","page_number":29,"box":{"x":88,"y":516,"width":878,"height":13}},{"id":"dd307e10-8ab3-4031-b5f1-61b533797a45","block_type":"box","text":"will be advantageous to the Fund. The use of reverse repurchase agreements may exaggerate any increase or decrease in the","page_number":29,"box":{"x":88,"y":531,"width":875,"height":13}},{"id":"c0ce1aaa-7a07-4553-985b-2effb7862f77","block_type":"box","text":"value of a Fund’s assets. The use of reverse repurchase agreements is a form of leverage, and the proceeds obtained by a","page_number":29,"box":{"x":88,"y":547,"width":846,"height":12}},{"id":"5d5ed908-f9c7-4a84-a96b-925dd5f65600","block_type":"box","text":"Fund through reverse repurchase agreements may be invested in additional securities.","page_number":29,"box":{"x":89,"y":562,"width":602,"height":12}},{"id":"5a0efabb-757c-4e30-ae0a-c173ee61ad9b","block_type":"box","text":"Rule 18f-4 under the Investment Company Act permits a Fund to enter into reverse repurchase agreements and similar","page_number":29,"box":{"x":89,"y":588,"width":832,"height":12}},{"id":"0722b166-1bcb-48dd-a5ef-1c3ffcb7a076","block_type":"box","text":"financing transactions (","page_number":29,"box":{"x":88,"y":603,"width":166,"height":13}},{"id":"9b0d8057-0f64-485f-a69a-2ba845a00dd3","block_type":"box","text":"e.g.,","page_number":29,"box":{"x":255,"y":606,"width":26,"height":10}},{"id":"687f43ac-d198-455b-96ba-5fde5c3043e8","block_type":"box","text":"recourse and non-recourse tender option bonds, borrowed bonds) notwithstanding the","page_number":29,"box":{"x":288,"y":603,"width":613,"height":13}},{"id":"6fb8cdd3-0d8e-4f1f-bf51-e9d35ba4ed64","block_type":"box","text":"limitation on the issuance of senior securities in Section 18 of the Investment Company Act, provided that a Fund either (i)","page_number":29,"box":{"x":89,"y":618,"width":855,"height":13}},{"id":"2bd8b091-e5d0-425d-b099-3c42b8444129","block_type":"box","text":"complies with the 300% asset coverage ratio with respect to such transactions and any other borrowings in the aggregate, or","page_number":29,"box":{"x":89,"y":633,"width":878,"height":13}},{"id":"2b760e0d-db54-4d0d-8289-13e7c7684070","block_type":"box","text":"(ii) treats such transactions as Derivatives Transactions under Rule 18f-4. (See “","page_number":29,"box":{"x":89,"y":649,"width":556,"height":12}},{"id":"5889aa2c-44d3-4726-8cd9-15d453b841f8","block_type":"box","text":"Regulation Regarding Derivatives","page_number":29,"box":{"x":647,"y":649,"width":230,"height":12}},{"id":"ee95d0f6-f1b6-4412-917b-c0bb7dfd6aaf","block_type":"box","text":"” above.)","page_number":29,"box":{"x":878,"y":649,"width":61,"height":12}},{"id":"4635df81-7627-422a-b0bb-3c3dd856f220","block_type":"box","text":"Securities of Investment Companies.","page_number":29,"box":{"x":88,"y":675,"width":263,"height":12}},{"id":"309671c2-a307-4644-848e-c81a11cca3b7","block_type":"box","text":"Each Fund may invest in the securities of other investment companies (including","page_number":29,"box":{"x":361,"y":675,"width":563,"height":12}},{"id":"a9ce1f1d-0239-446c-a8c4-5c50feaff0ca","block_type":"box","text":"money market funds) to the extent permitted by law. Pursuant to the 1940 Act, a Fund’s investment in registered investment","page_number":29,"box":{"x":89,"y":690,"width":873,"height":13}},{"id":"e0f7a990-3622-4e7d-9c48-c1a0a84e597a","block_type":"box","text":"companies is generally limited to, subject to certain exceptions: (i) 3% of the total outstanding voting stock of any one","page_number":29,"box":{"x":89,"y":705,"width":828,"height":13}},{"id":"5465a7b8-b413-45e0-8e0a-e62a31934d46","block_type":"box","text":"investment company; (ii) 5% of a Fund’s total assets with respect to any one investment company; and (iii) 10% of a Fund’s","page_number":29,"box":{"x":89,"y":720,"width":865,"height":13}},{"id":"f4073140-0e95-42d9-93f8-56fccf9b3037","block_type":"box","text":"total assets with respect to investment companies in the aggregate. Other investment companies in which a Fund may invest","page_number":29,"box":{"x":88,"y":736,"width":877,"height":12}},{"id":"80aaec6d-5bf9-4f80-9b65-d033a1a829e8","block_type":"box","text":"can be expected to incur fees and expenses for operations, such as investment advisory and administration fees, which","page_number":29,"box":{"x":89,"y":751,"width":833,"height":12}},{"id":"7968dabd-ab4c-4df5-ad6f-6a0dc3996651","block_type":"box","text":"would be in addition to those incurred by the Fund. Pursuant to guidance issued by the SEC staff, fees and expenses of","page_number":29,"box":{"x":88,"y":766,"width":831,"height":12}},{"id":"b197c7b1-434a-4138-902a-76e3c900d91f","block_type":"box","text":"money market funds used for cash collateral received in connection with loans of securities are not treated as Acquired Fund","page_number":29,"box":{"x":89,"y":781,"width":873,"height":12}},{"id":"211e2e4f-78d6-4cf1-acdf-08416150959b","block_type":"box","text":"Fees and Expenses, which reflect a Fund’s","page_number":29,"box":{"x":89,"y":796,"width":291,"height":12}},{"id":"7c4e391c-d190-4d34-a9cc-9080ca70d1e9","block_type":"box","text":"pro rata","page_number":29,"box":{"x":385,"y":797,"width":55,"height":11}},{"id":"304553b0-7531-40de-be9d-3a3980164cd1","block_type":"box","text":"share of the fees and expenses incurred by investing in other investment","page_number":29,"box":{"x":445,"y":796,"width":506,"height":12}},{"id":"661d14eb-7373-4c4b-bb15-118532fec75a","block_type":"box","text":"companies (as disclosed in the Prospectus, as applicable).","page_number":29,"box":{"x":89,"y":811,"width":404,"height":12}},{"id":"079f0416-9352-41b5-8263-b0656fb28203","block_type":"box","text":"9","page_number":29,"box":{"x":524,"y":894,"width":8,"height":9}},{"id":"4d96f639-cc9d-4aad-9bcd-f52c9c6df604","block_type":"box","text":"Short-Term Instruments and Temporary Investments.","page_number":30,"box":{"x":88,"y":44,"width":386,"height":12}},{"id":"7f9c63fd-3e9c-4437-92d3-57f5eb3a21d6","block_type":"box","text":"Each Fund may invest in short-term instruments, including money","page_number":30,"box":{"x":484,"y":44,"width":464,"height":12}},{"id":"865b4fa7-2ac2-4f2a-a18e-2eec74d49b32","block_type":"box","text":"market instruments, on an ongoing basis to provide liquidity or for other reasons. Money market instruments are generally","page_number":30,"box":{"x":89,"y":59,"width":858,"height":12}},{"id":"89889462-dbf4-4fdb-9484-b4fcc856a8f1","block_type":"box","text":"short-term investments that may include, but are not limited to: (i) shares of money market funds (including those advised","page_number":30,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"09535cab-194b-48b6-9ceb-84f5cf3224a0","block_type":"box","text":"by BFA or otherwise affiliated with BFA); (ii) obligations issued or guaranteed by the U.S. government, its agencies or","page_number":30,"box":{"x":89,"y":89,"width":814,"height":13}},{"id":"310f2451-28da-40a6-8978-db466f327041","block_type":"box","text":"instrumentalities (including government-sponsored enterprises); (iii) negotiable certificates of deposit (“CDs”), bankers’","page_number":30,"box":{"x":89,"y":104,"width":840,"height":13}},{"id":"f506d3e5-ade5-4e8c-9ad9-48b0e6ba9dc2","block_type":"box","text":"acceptances, fixed-time deposits and other obligations of U.S. and non-U.S. banks (including non-U.S. branches) and similar","page_number":30,"box":{"x":89,"y":119,"width":870,"height":13}},{"id":"6b10edef-7d72-4814-9a10-864bb6815a6a","block_type":"box","text":"institutions; (iv) commercial paper rated, at the date of purchase, “Prime-1” by Moody’s","page_number":30,"box":{"x":89,"y":135,"width":612,"height":12}},{"id":"07c57516-3905-4b19-9460-3d18845e07f7","block_type":"box","text":"®","page_number":30,"box":{"x":702,"y":133,"width":9,"height":6}},{"id":"bc6c6f5e-ec5d-4e7b-a326-9bbbf47f1623","block_type":"box","text":"Investors Service, Inc., “F-1” by","page_number":30,"box":{"x":717,"y":135,"width":214,"height":12}},{"id":"cc58947f-3189-460d-b30d-4760bb27dada","block_type":"box","text":"Fitch Ratings, Inc., or “A-1” by Standard & Poor’s","page_number":30,"box":{"x":89,"y":150,"width":336,"height":12}},{"id":"df1cdf62-e97d-49e2-b224-01f306f8d3c3","block_type":"box","text":"®","page_number":30,"box":{"x":426,"y":148,"width":9,"height":6}},{"id":"20f53483-3dd3-421f-b9d6-3467f3b9afb0","block_type":"box","text":"Financial Services LLC, a subsidiary of S&P Global, Inc. (“S&P Global","page_number":30,"box":{"x":441,"y":150,"width":471,"height":12}},{"id":"963e4ec5-6b7d-4ace-b31b-10aea33f2e6a","block_type":"box","text":"Ratings”), or if unrated, of comparable quality as determined by BFA; (v) non-convertible corporate debt securities (","page_number":30,"box":{"x":89,"y":165,"width":808,"height":12}},{"id":"da1445a6-d656-4012-ad12-c140b256874c","block_type":"box","text":"e.g.","page_number":30,"box":{"x":898,"y":168,"width":23,"height":9}},{"id":"d0b812c4-0406-4eb8-8bf0-3127e03da12d","block_type":"box","text":",","page_number":30,"box":{"x":923,"y":173,"width":2,"height":3}},{"id":"816fae0d-3033-444e-b6b0-af9a3b406e9d","block_type":"box","text":"bonds and debentures) with remaining maturities at the date of purchase of not more than 397 days and that have been","page_number":30,"box":{"x":89,"y":180,"width":843,"height":12}},{"id":"687490bb-e0c4-4aa3-8d9a-2c82b2f54b5b","block_type":"box","text":"determined to present minimal credit risks, in accordance with the requirements set forth in Rule 2a-7 under the 1940 Act;","page_number":30,"box":{"x":89,"y":195,"width":856,"height":12}},{"id":"f4250dbf-4842-499c-9b81-d99c96c339a8","block_type":"box","text":"(vi) repurchase agreements; and (vii) short-term U.S. dollar-denominated obligations of non-U.S. banks (including U.S.","page_number":30,"box":{"x":89,"y":210,"width":830,"height":13}},{"id":"9d71f209-55de-46d9-b2f8-27f722d703da","block_type":"box","text":"branches) that, in the opinion of BFA, are of comparable quality to obligations of U.S. banks that may be purchased by a","page_number":30,"box":{"x":89,"y":225,"width":836,"height":13}},{"id":"eebd12bd-61ab-43c9-beed-8153cc7bb494","block_type":"box","text":"Fund. Any of these instruments may be purchased on a current or forward-settled basis. Time deposits are non-negotiable","page_number":30,"box":{"x":89,"y":240,"width":857,"height":13}},{"id":"2e5a112b-6319-4b84-916f-03022e347950","block_type":"box","text":"deposits maintained in banking institutions for specified periods of time at stated interest rates. Bankers’ acceptances are","page_number":30,"box":{"x":89,"y":256,"width":848,"height":12}},{"id":"670c7aad-df1b-4a46-bf7d-fb2eac9a36da","block_type":"box","text":"time drafts drawn on commercial banks by borrowers, usually in connection with international transactions.","page_number":30,"box":{"x":88,"y":271,"width":755,"height":12}},{"id":"fc9d868d-3537-4384-a94b-1d8a31fe76e4","block_type":"box","text":"Swap Agreements.","page_number":30,"box":{"x":88,"y":298,"width":134,"height":11}},{"id":"37014169-2ef6-4f9b-bf18-152815dd830b","block_type":"box","text":"Swap agreements are contracts between parties in which one party agrees to make periodic payments to","page_number":30,"box":{"x":231,"y":297,"width":735,"height":12}},{"id":"ac0b8b72-7327-45d8-b5aa-36c2a5645ec7","block_type":"box","text":"the other party based on a pre-determined underlying investment or notional amount. In return, the other party agrees to","page_number":30,"box":{"x":88,"y":312,"width":850,"height":13}},{"id":"16e9b92e-cef1-4099-a9ca-e553c0ef70f3","block_type":"box","text":"make periodic payments to the first party based on the return (or a differential in rate of return) earned or realized on the","page_number":30,"box":{"x":89,"y":327,"width":843,"height":13}},{"id":"ee010ddc-d617-456b-b9ce-bbbb0825506c","block_type":"box","text":"underlying investment or notional amount. Swap agreements will usually be performed on a net basis, with a Fund receiving","page_number":30,"box":{"x":89,"y":342,"width":869,"height":13}},{"id":"7d163fb1-107f-408a-92ae-6e66bc236f9b","block_type":"box","text":"or paying only the net amount of the two payments. The net amount of the excess, if any, of a Fund’s obligations over its","page_number":30,"box":{"x":89,"y":358,"width":843,"height":12}},{"id":"589aa1d5-74fb-47f8-a744-b35e10feeb1f","block_type":"box","text":"entitlements with respect to each swap is accrued on a daily basis.","page_number":30,"box":{"x":89,"y":373,"width":464,"height":12}},{"id":"1dbce5f6-a3b3-4c6f-8a77-ae7d7d3ca0c1","block_type":"box","text":"Certain of the Funds may enter into currency swaps, interest rate swaps and index swaps, or total return swaps (some of","page_number":30,"box":{"x":89,"y":399,"width":846,"height":13}},{"id":"865854f2-ff4d-4f6f-ae72-67eeba4b75dc","block_type":"box","text":"which may be referred to as contracts for difference or “CFDs”). The use of swaps is a highly specialized activity that involves","page_number":30,"box":{"x":88,"y":414,"width":873,"height":13}},{"id":"d8060b99-b41c-4463-873e-0ca7a10378a2","block_type":"box","text":"investment techniques and risks different from those associated with ordinary portfolio security transactions. These","page_number":30,"box":{"x":89,"y":429,"width":810,"height":13}},{"id":"04d5451a-d58b-4f1a-b105-019db2013e07","block_type":"box","text":"transactions generally do not involve the delivery of securities or other underlying assets.","page_number":30,"box":{"x":88,"y":445,"width":622,"height":12}},{"id":"2932eaf8-411f-4f62-a8a7-b42274c57f9e","block_type":"box","text":"Tracking Stocks.","page_number":30,"box":{"x":88,"y":471,"width":119,"height":12}},{"id":"c2995318-9f22-470a-b774-c9a8ebdea852","block_type":"box","text":"A tracking stock is a separate class of common stock whose value is linked to a specific business unit or","page_number":30,"box":{"x":215,"y":471,"width":728,"height":12}},{"id":"b0aac6e4-125a-4d05-9428-ce59d686c93d","block_type":"box","text":"operating division within a larger company and is designed to “track” the performance of such business unit or division. The","page_number":30,"box":{"x":89,"y":486,"width":869,"height":12}},{"id":"2114a555-320e-4cc0-af3e-864516e6d1a1","block_type":"box","text":"tracking stock may pay dividends to shareholders independent of the parent company. The parent company, rather than the","page_number":30,"box":{"x":88,"y":501,"width":867,"height":13}},{"id":"74b112d4-1cd3-494b-a957-25c6fcd3c3dd","block_type":"box","text":"business unit or division, generally is the issuer of tracking stock. However, holders of the tracking stock may not have the","page_number":30,"box":{"x":89,"y":516,"width":851,"height":13}},{"id":"ed7fe18d-24a9-441b-872f-26d6ce780f14","block_type":"box","text":"same rights as holders of the company’s common stock.","page_number":30,"box":{"x":89,"y":531,"width":395,"height":13}},{"id":"b7d3f765-09f3-48f1-ba88-1bb8e0cc5703","block_type":"box","text":"Future Developments.","page_number":30,"box":{"x":89,"y":558,"width":157,"height":12}},{"id":"fbad5e82-686e-4b34-85df-f4588ac508b1","block_type":"box","text":"The Board may, in the future, authorize each Fund to invest in securities contracts and investments,","page_number":30,"box":{"x":255,"y":558,"width":694,"height":12}},{"id":"3b5ae2e7-0271-4991-9eba-fb34a71d5692","block_type":"box","text":"other than those listed in this SAI and in the applicable Prospectuses, provided they are consistent with each Fund’s","page_number":30,"box":{"x":89,"y":573,"width":809,"height":12}},{"id":"b29557e2-93d2-4378-af2d-6bb6709a4797","block_type":"box","text":"investment objective and do not violate any of its investment restrictions or policies.","page_number":30,"box":{"x":89,"y":588,"width":586,"height":12}},{"id":"bb8463c8-4f3b-4290-95f2-55db6bf2325e","block_type":"box","text":"General Considerations and Risks","page_number":30,"box":{"x":90,"y":619,"width":559,"height":23}},{"id":"c439277f-8b03-4a31-b7b9-64682a5eee4e","block_type":"box","text":"A discussion of some of the principal risks associated with an investment in a Fund is contained in the applicable Prospectus.","page_number":30,"box":{"x":88,"y":660,"width":876,"height":12}},{"id":"93aae285-2983-4abd-b2bb-b9722d7b98a5","block_type":"box","text":"An investment in a Fund should be made with an understanding that the value of the Fund’s portfolio securities may","page_number":30,"box":{"x":88,"y":686,"width":817,"height":13}},{"id":"c7ac897d-274e-4349-94e5-4678bc9a6395","block_type":"box","text":"fluctuate in accordance with changes in the financial condition of the issuers of the portfolio securities, the value of stocks in","page_number":30,"box":{"x":88,"y":702,"width":874,"height":12}},{"id":"40d55f88-27a7-4206-9301-71a50240c509","block_type":"box","text":"general, and other factors that affect the market. The order of the below risk factors does not indicate the significance of any","page_number":30,"box":{"x":89,"y":717,"width":873,"height":12}},{"id":"1b78bb0f-be82-452c-a692-1a4422349237","block_type":"box","text":"particular risk factor.","page_number":30,"box":{"x":89,"y":732,"width":142,"height":12}},{"id":"efb67b52-ac0c-4ce5-a31d-ce559911c7be","block_type":"box","text":"Borrowing Risk.","page_number":30,"box":{"x":89,"y":758,"width":112,"height":13}},{"id":"83afbef8-6605-4348-b6d5-e9b44ee18b9f","block_type":"box","text":"Borrowing may exaggerate changes in the NAV of Fund shares and in the return on a Fund’s portfolio.","page_number":30,"box":{"x":211,"y":758,"width":712,"height":13}},{"id":"e5c2f245-9078-4914-a5f4-6c3d4e6d66ec","block_type":"box","text":"Borrowing will cause a Fund to incur interest expense and other fees. The costs of borrowing may reduce a Fund’s return.","page_number":30,"box":{"x":89,"y":773,"width":850,"height":13}},{"id":"b39eb35d-75ba-47f7-b847-d9e8bba76e3c","block_type":"box","text":"Borrowing may cause a Fund to liquidate positions when it may not be advantageous to do so to satisfy its obligations.","page_number":30,"box":{"x":89,"y":788,"width":831,"height":13}},{"id":"d4622fd8-4fdd-42dd-8107-8be3329e3282","block_type":"box","text":"Cloud-based Computing and Data Storage Risk.","page_number":30,"box":{"x":89,"y":815,"width":344,"height":12}},{"id":"cb55e7d8-cf53-4dca-9bfe-5c64fcf217ce","block_type":"box","text":"Companies involved in, or exposed to, cloud-based computing and data","page_number":30,"box":{"x":443,"y":815,"width":502,"height":12}},{"id":"d95e33c1-73ae-4445-969e-2cdd6e26d88c","block_type":"box","text":"storage-related businesses may have limited product lines, markets, financial resources or personnel. These companies face","page_number":30,"box":{"x":89,"y":830,"width":866,"height":12}},{"id":"babf6f95-c4ed-4a79-904e-540e1caca907","block_type":"box","text":"intense competition and potentially rapid product obsolescence, and many depend on retaining and growing the consumer","page_number":30,"box":{"x":89,"y":845,"width":865,"height":12}},{"id":"054edf59-e9c6-4009-859b-90c085cc58f9","block_type":"box","text":"base of their respective products and services. Many companies involved in, or exposed to, cloud-based computing and data","page_number":30,"box":{"x":89,"y":860,"width":871,"height":13}},{"id":"8f463691-7b71-4c93-b882-dcca812d1f10","block_type":"box","text":"10","page_number":30,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"75c81f90-fb94-40db-a2b7-3d5c6d82bfec","block_type":"box","text":"storage-related businesses (as determined by the Index Provider) may be exposed, directly or indirectly, to the market and","page_number":31,"box":{"x":89,"y":44,"width":852,"height":12}},{"id":"0201bdf3-2fe1-4790-85b6-2278d91cc718","block_type":"box","text":"business risks of other industries or sectors, and the Fund may be adversely affected by negative developments impacting","page_number":31,"box":{"x":89,"y":59,"width":851,"height":12}},{"id":"79d8e3f5-808d-44f9-8a65-4c923e10a860","block_type":"box","text":"those companies, industries or sectors. These companies may depend on intellectual property rights and may be adversely","page_number":31,"box":{"x":88,"y":74,"width":860,"height":12}},{"id":"09024efe-33ea-461f-b598-4bf3f484e1b8","block_type":"box","text":"affected by loss or impairment of those rights. There can be no assurance that companies involved in cloud-based computing","page_number":31,"box":{"x":89,"y":89,"width":878,"height":13}},{"id":"c4ab9e9f-4a19-401a-adc8-b16c425b9720","block_type":"box","text":"and data storage will be able to successfully protect their intellectual property to prevent the misappropriation of their","page_number":31,"box":{"x":89,"y":104,"width":825,"height":13}},{"id":"af173f9b-a16f-4af2-8593-f63b1bab52b9","block_type":"box","text":"technology, or that competitors will not develop technology that is substantially similar or superior.","page_number":31,"box":{"x":88,"y":119,"width":693,"height":13}},{"id":"d6c35126-fbaf-4e13-9358-dbc70f50e500","block_type":"box","text":"Cloud-based computing and data storage companies also depend on a number of third parties to provide services to data","page_number":31,"box":{"x":89,"y":146,"width":852,"height":12}},{"id":"be8e58f6-aa9f-421b-bfbe-774af7c56faf","block_type":"box","text":"centers, which, if interrupted, may impact products and services. These companies are also potential targets for cyberattacks,","page_number":31,"box":{"x":89,"y":161,"width":878,"height":12}},{"id":"e5e01c41-2fa3-48dc-b0a6-bed15959dffd","block_type":"box","text":"which may have a materially adverse impact on the performance of these companies. These companies may also be affected","page_number":31,"box":{"x":88,"y":176,"width":874,"height":13}},{"id":"33f2ee19-0b35-40a8-9266-7fb1978cee55","block_type":"box","text":"by prolonged power outages or shortages, increased costs of energy, or general lack of availability of electrical sources.","page_number":31,"box":{"x":89,"y":191,"width":831,"height":13}},{"id":"48fef5f3-8f00-4f0d-908b-abf7ee2c500e","block_type":"box","text":"Cloud-based computing and data storage companies, especially smaller companies, may be more volatile than companies","page_number":31,"box":{"x":89,"y":206,"width":855,"height":13}},{"id":"6244841e-5e48-45f5-b183-7a86ba9a6c63","block_type":"box","text":"not in the technology sector.","page_number":31,"box":{"x":89,"y":222,"width":199,"height":12}},{"id":"1c578a54-a3f8-4d13-af79-871314b68424","block_type":"box","text":"Legal and regulatory changes, particularly related to information privacy and data protection, may impact the products or","page_number":31,"box":{"x":89,"y":248,"width":851,"height":12}},{"id":"85352b03-113c-45b8-b567-21417307ecb6","block_type":"box","text":"services of cloud-based computing and data storage companies. Cloud-based computing may face increasing regulatory","page_number":31,"box":{"x":89,"y":263,"width":847,"height":12}},{"id":"c0080bc1-2716-4e7a-b3df-38f570012558","block_type":"box","text":"scrutiny and legal liability, which may limit the development of this technology and impede the growth of companies that","page_number":31,"box":{"x":89,"y":278,"width":849,"height":13}},{"id":"64b1bfac-364e-49b3-8af9-c31648970480","block_type":"box","text":"develop or use this technology. Similarly, the collection of data from consumers and other sources, and storage of that data,","page_number":31,"box":{"x":89,"y":293,"width":866,"height":13}},{"id":"4df08780-d146-4c1e-ad2f-2d8fed629a7d","block_type":"box","text":"may face increased scrutiny as regulators consider how data may be collected, stored, safeguarded and used. In the event of","page_number":31,"box":{"x":89,"y":308,"width":871,"height":13}},{"id":"acd94e36-2110-4200-bc0d-cc7fab19da8d","block_type":"box","text":"a data breach or a similar incident, cloud-based computing and data storage companies may face legal liability.","page_number":31,"box":{"x":89,"y":324,"width":776,"height":12}},{"id":"f80ee71b-8d84-41b4-8c41-fecc7b81107b","block_type":"box","text":"Commodities Investment Risk.","page_number":31,"box":{"x":89,"y":350,"width":218,"height":10}},{"id":"c6e18d26-8fad-4592-9ccb-841ab86ccc11","block_type":"box","text":"Exposure to commodities markets may subject a Fund to greater volatility than investments","page_number":31,"box":{"x":317,"y":350,"width":641,"height":12}},{"id":"58420a4b-462c-4f7f-ac7a-f41d3e026f46","block_type":"box","text":"in traditional securities. The commodities markets have experienced periods of extreme volatility. Similar future market","page_number":31,"box":{"x":89,"y":365,"width":830,"height":12}},{"id":"e03ec3c7-73d5-4034-b0c5-a51740f6a95c","block_type":"box","text":"conditions may result in rapid and substantial valuation increases or decreases in a Fund’s holdings.","page_number":31,"box":{"x":89,"y":380,"width":697,"height":13}},{"id":"65f55219-281d-48b7-8a62-179f02ecec3b","block_type":"box","text":"The commodities markets may fluctuate widely based on a variety of factors. Movements in commodity investment prices","page_number":31,"box":{"x":88,"y":407,"width":857,"height":12}},{"id":"68d2a6f5-d6f7-4a3e-b67b-843c29d4be72","block_type":"box","text":"are outside of a Fund’s control and may not be anticipated by BFA. Price movements may be influenced by, among other","page_number":31,"box":{"x":89,"y":422,"width":842,"height":12}},{"id":"7b39f533-cf82-495d-b37b-5d14f9948786","block_type":"box","text":"things: governmental, agricultural, trade, fiscal, monetary and exchange control programs and policies; changing market and","page_number":31,"box":{"x":88,"y":437,"width":875,"height":12}},{"id":"297dd449-7ec6-4d5f-b60a-8c85f116d4c7","block_type":"box","text":"economic conditions; market liquidity; weather and climate conditions, including droughts and floods; livestock disease;","page_number":31,"box":{"x":89,"y":452,"width":841,"height":12}},{"id":"8d00a0e9-9c83-4f47-b954-011c92f5c249","block_type":"box","text":"changing supply and demand relationships and levels of domestic production and imported commodities; changes in","page_number":31,"box":{"x":89,"y":467,"width":823,"height":13}},{"id":"641aad7f-5265-4100-9edf-0f8ec921e893","block_type":"box","text":"storage costs; the availability of local, intrastate and interstate transportation systems; energy conservation; the success of","page_number":31,"box":{"x":89,"y":482,"width":858,"height":13}},{"id":"d34e364e-4ebf-4aba-9ba6-45bb0c6b5a3a","block_type":"box","text":"exploration projects; changes in international balances of payments and trade; domestic and foreign rates of inflation;","page_number":31,"box":{"x":89,"y":497,"width":823,"height":13}},{"id":"4f0d6488-ecea-45b5-8fdc-44aa2c8883c1","block_type":"box","text":"currency devaluations and revaluations; domestic and foreign political and economic events; domestic and foreign interest","page_number":31,"box":{"x":89,"y":513,"width":858,"height":12}},{"id":"d0acc8cb-889e-4fd1-90a2-1ed727272ce4","block_type":"box","text":"rates and/or investor expectations concerning interest rates; foreign currency/exchange rates; domestic and foreign","page_number":31,"box":{"x":89,"y":528,"width":814,"height":12}},{"id":"ccca3da1-cfac-4b47-8c00-4f1d22b55b40","block_type":"box","text":"governmental regulation and taxation; war, acts of terrorism and other political upheaval and conflicts; governmental","page_number":31,"box":{"x":89,"y":543,"width":818,"height":12}},{"id":"0c53c1bf-d727-4ff3-a0de-21fe12da70b4","block_type":"box","text":"expropriation; investment and trading activities of mutual funds, hedge funds and commodities funds; and changes in","page_number":31,"box":{"x":89,"y":558,"width":827,"height":12}},{"id":"61a6c5c4-f362-48fc-9a10-f33e63f0b8c4","block_type":"box","text":"philosophies and emotions of market participants. The frequency and magnitude of such changes cannot be predicted.","page_number":31,"box":{"x":89,"y":573,"width":835,"height":12}},{"id":"7cf30440-b3fa-4f38-b83c-d10588cf9e44","block_type":"box","text":"The prices of commodities can also fluctuate widely due to supply and demand disruptions in major producing or","page_number":31,"box":{"x":88,"y":599,"width":798,"height":13}},{"id":"f699baf9-7572-4f45-ab04-277f2d5a8d61","block_type":"box","text":"consuming regions. Certain commodities or natural resources may be produced in a limited number of countries and may be","page_number":31,"box":{"x":89,"y":615,"width":875,"height":12}},{"id":"b87b60a2-d9cb-4831-9cbe-154464e48a70","block_type":"box","text":"controlled by a small number of producers or groups of producers. As a result, political, economic, regulatory and supply","page_number":31,"box":{"x":89,"y":630,"width":851,"height":12}},{"id":"b6786c27-30f4-4c86-ba10-066728f80a9c","block_type":"box","text":"related events in such countries could have a disproportionate impact on the prices of such commodities.","page_number":31,"box":{"x":89,"y":645,"width":738,"height":12}},{"id":"900eb7d7-56ec-469c-8bdc-f99dde5769be","block_type":"box","text":"A decrease in the production of a physical commodity or a decrease in the volume of such commodity available for","page_number":31,"box":{"x":88,"y":671,"width":806,"height":13}},{"id":"47a919b2-d8c7-4d05-8858-9d80e84c515d","block_type":"box","text":"transportation, mining, processing, storage or distribution may adversely impact the financial performance of a commodity","page_number":31,"box":{"x":88,"y":686,"width":864,"height":13}},{"id":"3226b571-f6cc-4169-9684-83c33ccff9a7","block_type":"box","text":"or commodity-related company that devotes a portion of its business to that commodity. Production declines and volume","page_number":31,"box":{"x":89,"y":702,"width":853,"height":12}},{"id":"c0abd61e-e002-4f53-aa3b-ba2203b306a4","block_type":"box","text":"decreases could be caused by various factors, including catastrophic events affecting production, depletion of resources,","page_number":31,"box":{"x":89,"y":717,"width":843,"height":12}},{"id":"3e1a834f-2c90-43ca-9cda-187e6eaa78cb","block_type":"box","text":"labor difficulties, environmental proceedings, increased regulations, equipment failures and unexpected maintenance","page_number":31,"box":{"x":89,"y":732,"width":820,"height":12}},{"id":"a8feea81-a7c4-4982-9deb-eead01e3d244","block_type":"box","text":"problems, import supply disruption, governmental expropriation, political upheaval or conflicts or increased competition","page_number":31,"box":{"x":89,"y":747,"width":842,"height":12}},{"id":"21f02246-2857-40fc-a24d-ce44c6bd8d68","block_type":"box","text":"from alternative energy sources or commodity prices. Agricultural commodities may be adversely affected by weather or","page_number":31,"box":{"x":88,"y":762,"width":845,"height":12}},{"id":"32ad5465-47af-4b97-a5d2-d723ef01ba01","block_type":"box","text":"other natural phenomena, such as drought, floods and pests.","page_number":31,"box":{"x":89,"y":777,"width":427,"height":12}},{"id":"c06d3ee5-0a58-4d9e-90b4-2c16162c029a","block_type":"box","text":"A sustained decline in demand for such commodities could also adversely affect the financial performance of commodity","page_number":31,"box":{"x":88,"y":804,"width":856,"height":12}},{"id":"6741c726-efc9-4956-a3a6-ac77cbed73fd","block_type":"box","text":"related companies. Factors that could lead to a decline in demand include economic recession or other adverse economic","page_number":31,"box":{"x":89,"y":819,"width":851,"height":12}},{"id":"510a5e5e-554a-4de3-b468-3f075d7f0c84","block_type":"box","text":"conditions, higher taxes on commodities or increased governmental regulations, increases in fuel economy, consumer shifts","page_number":31,"box":{"x":89,"y":834,"width":868,"height":12}},{"id":"e8ae6941-63bf-497e-8c6d-bb20ccb6f58a","block_type":"box","text":"to the use of alternative commodities or fuel sources, changes in commodity prices, or weather.","page_number":31,"box":{"x":88,"y":849,"width":670,"height":12}},{"id":"5de01d3a-271e-4111-8392-98a6df0e0fd5","block_type":"box","text":"11","page_number":31,"box":{"x":522,"y":894,"width":11,"height":9}},{"id":"de0e1b73-5c61-46da-a4c8-b28fa481bcc1","block_type":"box","text":"The commodity markets are subject to temporary distortions and other disruptions due to, among other factors, lack of","page_number":32,"box":{"x":88,"y":44,"width":841,"height":12}},{"id":"8f9427ed-b175-463e-85aa-595dd00407c8","block_type":"box","text":"liquidity, the participation of speculators, and government regulation and other actions. U.S. futures exchanges and some","page_number":32,"box":{"x":89,"y":59,"width":848,"height":12}},{"id":"7aa52ac8-c17e-469a-b819-53cc1cee9a92","block_type":"box","text":"foreign exchanges limit the amount of fluctuation in futures contract prices which may occur in a single business day","page_number":32,"box":{"x":88,"y":74,"width":822,"height":12}},{"id":"f955fab9-ebd2-4947-a9ec-0a8e28903b7e","block_type":"box","text":"(generally referred to as “daily price fluctuation limits”). The maximum or minimum price of a contract as a result of these","page_number":32,"box":{"x":89,"y":89,"width":853,"height":13}},{"id":"abf5fa88-cab1-4847-8e54-11f0bca76bfd","block_type":"box","text":"limits is referred to as a “limit price.” If the limit price has been reached in a particular contract, no trades may be made","page_number":32,"box":{"x":89,"y":104,"width":831,"height":13}},{"id":"84a10592-8469-4415-9ca7-7b4c6e23581b","block_type":"box","text":"beyond the limit price. Limit prices have the effect of precluding trading in a particular contract or forcing the liquidation of","page_number":32,"box":{"x":89,"y":119,"width":860,"height":13}},{"id":"3debc5fa-28a0-4a61-acfd-19b445d9a349","block_type":"box","text":"contracts at disadvantageous times or prices.","page_number":32,"box":{"x":89,"y":135,"width":317,"height":12}},{"id":"ac2bc16f-5edb-4b39-87de-1ded71eff0ff","block_type":"box","text":"Currency Risk.","page_number":32,"box":{"x":89,"y":161,"width":103,"height":12}},{"id":"2742058e-6c52-4c66-9cbe-984ead20527a","block_type":"box","text":"Because each Fund’s NAV is determined on the basis of the U.S. dollar, investors may lose money if the","page_number":32,"box":{"x":202,"y":161,"width":716,"height":12}},{"id":"79340fde-864d-4f9d-b4b4-8814d83cb5f0","block_type":"box","text":"currency of a non-U.S. market in which a Fund invests depreciates against the U.S. dollar, even if the local currency value of a","page_number":32,"box":{"x":89,"y":176,"width":872,"height":13}},{"id":"f28d0b88-d01a-44e5-8760-19b896905520","block_type":"box","text":"Fund’s holdings in that market increases. Generally, when the U.S. dollar rises in value against a foreign currency, a security","page_number":32,"box":{"x":89,"y":191,"width":859,"height":13}},{"id":"7b91a35c-65ef-4688-ac72-81d6083f89ad","block_type":"box","text":"denominated in that currency loses value because the currency is worth fewer U.S. dollars. Conversely, when the U.S. dollar","page_number":32,"box":{"x":89,"y":206,"width":861,"height":13}},{"id":"f0c7c310-545d-4fce-bf2c-011648c999ae","block_type":"box","text":"decreases in value against a foreign currency, a security denominated in that currency gains value because the currency is","page_number":32,"box":{"x":89,"y":222,"width":852,"height":12}},{"id":"236a43f7-b4cd-447a-8a75-00b80989245b","block_type":"box","text":"worth more U.S. dollars. This risk, generally known as “currency risk,” means that a strong U.S. dollar will reduce returns for","page_number":32,"box":{"x":88,"y":237,"width":864,"height":12}},{"id":"6fd5fa48-0711-4220-86ed-1777edd9d087","block_type":"box","text":"U.S. investors, while a weak U.S. dollar will increase those returns.","page_number":32,"box":{"x":89,"y":252,"width":457,"height":11}},{"id":"8eda93bc-3ad5-451f-b0ef-efe0a7760dc0","block_type":"box","text":"Foreign exchange transactions involve a significant degree of risk and the markets in which foreign exchange transactions are","page_number":32,"box":{"x":89,"y":278,"width":879,"height":13}},{"id":"3c926407-266a-4ead-9eef-4767d0eb2810","block_type":"box","text":"effected are highly volatile, highly specialized and highly technical. Significant changes, including changes in liquidity and","page_number":32,"box":{"x":89,"y":293,"width":846,"height":13}},{"id":"fb9238df-102e-49e9-8fff-ce957555fea2","block_type":"box","text":"prices, can occur in such markets within very short periods of time, often within minutes. If BFA utilizes foreign exchange","page_number":32,"box":{"x":89,"y":308,"width":846,"height":13}},{"id":"4275b447-19ee-4c17-bce7-6673d9cc4672","block_type":"box","text":"transactions at an inappropriate time or judges market conditions, trends or correlations incorrectly, foreign exchange","page_number":32,"box":{"x":88,"y":324,"width":826,"height":12}},{"id":"509744e1-32e3-4112-b129-0191f628ed03","block_type":"box","text":"transactions may not serve their intended purpose of improving the Fund’s performance and may lower a Fund’s return. A","page_number":32,"box":{"x":88,"y":339,"width":856,"height":12}},{"id":"a2484ab3-cd2f-4144-aa3a-bc91d7a3065a","block_type":"box","text":"Fund could experience losses if the value of its currency forward positions are poorly correlated with its other investments or","page_number":32,"box":{"x":89,"y":354,"width":872,"height":12}},{"id":"de93825c-9b7f-41a2-a719-79870ee5fcc2","block_type":"box","text":"if it cannot close out its positions because of an illiquid market. In addition, a Fund could incur transaction costs, including","page_number":32,"box":{"x":89,"y":369,"width":855,"height":12}},{"id":"b8fe4ace-baf8-44bc-97a3-cdcb7587585a","block_type":"box","text":"trading commissions, in connection with certain non-U.S. currency transactions.","page_number":32,"box":{"x":88,"y":384,"width":563,"height":12}},{"id":"f5d3464a-5edf-427c-a7d7-d1fe6c941c76","block_type":"box","text":"Custody Risk.","page_number":32,"box":{"x":89,"y":410,"width":96,"height":13}},{"id":"10e9ce53-65ea-4ef9-9317-cb06e26b5408","block_type":"box","text":"Custody risk refers to the risks inherent in the process of clearing and settling trades and to the holding of","page_number":32,"box":{"x":195,"y":410,"width":741,"height":13}},{"id":"df739591-abfe-4ce6-8b88-df99b611b487","block_type":"box","text":"securities, cash and other assets by local banks, agents and depositories. Low trading volumes and volatile prices in less","page_number":32,"box":{"x":89,"y":426,"width":838,"height":12}},{"id":"b17114f3-53d7-44a0-976b-b30395c0e145","block_type":"box","text":"developed markets make trades harder to complete and settle, and governments or trade groups may compel local agents to","page_number":32,"box":{"x":89,"y":441,"width":875,"height":12}},{"id":"a4cdf2e6-1e52-47e4-8566-af2273f2e6e8","block_type":"box","text":"hold securities in designated depositories that may not be subject to independent evaluation. Local agents are held only to","page_number":32,"box":{"x":89,"y":456,"width":857,"height":12}},{"id":"c85fcc36-73be-482a-a69a-c9c5f40183a6","block_type":"box","text":"the standards of care of their local markets, and thus may be subject to limited or no government oversight. Communications","page_number":32,"box":{"x":88,"y":471,"width":880,"height":12}},{"id":"55253448-f3dc-48e0-82b5-ede41297dcdd","block_type":"box","text":"between the U.S. and emerging market countries may be unreliable, increasing the risk of delayed settlements or losses of","page_number":32,"box":{"x":89,"y":486,"width":854,"height":12}},{"id":"229380a2-d8d9-4439-959c-cacb96131fbd","block_type":"box","text":"security certificates. In general, the less developed a country’s securities market is, the greater the likelihood of custody","page_number":32,"box":{"x":89,"y":501,"width":833,"height":13}},{"id":"e800b0a2-5bb8-4d25-8eb7-c681057c7f85","block_type":"box","text":"problems. Practices in relation to the settlement of securities transactions in emerging markets involve higher risks than","page_number":32,"box":{"x":89,"y":516,"width":837,"height":13}},{"id":"a40e27cb-0801-4141-a6d1-4442ba1af97f","block_type":"box","text":"those in developed markets, in part because of the use of brokers and counterparties that are often less well capitalized, and","page_number":32,"box":{"x":88,"y":531,"width":868,"height":13}},{"id":"83a32619-94d0-409d-8bec-d5f49c82efb1","block_type":"box","text":"custody and registration of assets in some countries may be unreliable. The possibility of fraud, negligence or undue","page_number":32,"box":{"x":89,"y":547,"width":814,"height":12}},{"id":"c7ddb737-7574-4a35-8124-9629588ab297","block_type":"box","text":"influence being exerted by the issuer or refusal to recognize ownership exists in some emerging markets, and, along with","page_number":32,"box":{"x":89,"y":562,"width":845,"height":12}},{"id":"c0a6cf85-a57c-4007-980c-ee5c1ae8d1f7","block_type":"box","text":"other factors, could result in ownership registration being lost. In addition, the laws of certain countries may put limits on a","page_number":32,"box":{"x":89,"y":577,"width":860,"height":12}},{"id":"904525ac-4a24-4a21-8a74-bc2cfb793a1a","block_type":"box","text":"Fund’s ability to recover its assets if a foreign bank or depository or issuer of a security or an agent of any of the foregoing","page_number":32,"box":{"x":89,"y":592,"width":851,"height":12}},{"id":"708239cf-5f3a-4805-a9f1-41fe307b9512","block_type":"box","text":"goes bankrupt. A Fund would absorb any loss resulting from such custody problems and may have no successful claim for","page_number":32,"box":{"x":89,"y":607,"width":858,"height":12}},{"id":"c2420290-8469-4a63-81c4-791742eb6112","block_type":"box","text":"compensation.","page_number":32,"box":{"x":89,"y":623,"width":103,"height":11}},{"id":"64e1961f-7bbc-4e95-a2fa-696211e71eef","block_type":"box","text":"Illiquid Investments Risk.","page_number":32,"box":{"x":89,"y":649,"width":178,"height":12}},{"id":"8d8c7949-900e-4995-a61c-8c5bb1018f4c","block_type":"box","text":"Each Fund may not acquire any illiquid investment if, immediately after the acquisition, the Fund","page_number":32,"box":{"x":277,"y":649,"width":673,"height":12}},{"id":"56db358b-4b13-4370-8ca2-fd73a8a60bb4","block_type":"box","text":"would have invested more than 15% of its net assets in illiquid investments. An illiquid investment is any investment that a","page_number":32,"box":{"x":88,"y":664,"width":856,"height":12}},{"id":"f91a5d5a-795c-4f02-8de0-0a444bddb031","block_type":"box","text":"Fund reasonably expects cannot be sold or disposed of in current market conditions in seven calendar days or less without","page_number":32,"box":{"x":89,"y":679,"width":859,"height":12}},{"id":"1d8f288c-56fb-4d1c-9278-884318a7c566","block_type":"box","text":"significantly changing the market value of the investment. The liquidity of an investment will be determined based on","page_number":32,"box":{"x":89,"y":694,"width":820,"height":12}},{"id":"f51816a9-e089-48f4-a906-04f3b65f3f07","block_type":"box","text":"relevant market, trading and investment specific considerations as set out in the Liquidity Program as required by the","page_number":32,"box":{"x":89,"y":709,"width":818,"height":12}},{"id":"9fee9371-d5e9-41b5-93b0-de2876c39238","block_type":"box","text":"Liquidity Rule. Illiquid investments may trade at a discount to comparable, more liquid investments and a Fund may not be","page_number":32,"box":{"x":89,"y":724,"width":856,"height":13}},{"id":"6f8fed8c-9e87-41e5-b9f8-e86aadd935cf","block_type":"box","text":"able to dispose of illiquid investments in a timely fashion or at their expected prices. If illiquid investments exceed 15% of a","page_number":32,"box":{"x":89,"y":739,"width":858,"height":13}},{"id":"262d4a57-118b-49f1-856e-b7f03987c90c","block_type":"box","text":"Fund’s net assets, the Liquidity Rule and the Liquidity Program will require that certain remedial actions be taken.","page_number":32,"box":{"x":89,"y":754,"width":790,"height":13}},{"id":"092e69fb-2207-4235-ba4e-4c9b6c516054","block_type":"box","text":"Infectious Illness Risk.","page_number":32,"box":{"x":89,"y":781,"width":159,"height":10}},{"id":"4ee91638-3716-4c49-a42d-f00d16dac12e","block_type":"box","text":"A widespread outbreak of an infectious illness, such as the COVID-19 pandemic, may adversely affect","page_number":32,"box":{"x":257,"y":781,"width":708,"height":12}},{"id":"3fd7cc5f-fbd5-44a4-ae5e-34e608c9647a","block_type":"box","text":"the economies of many nations and the global economy and may impact individual issuers and capital markets in ways that","page_number":32,"box":{"x":88,"y":796,"width":868,"height":12}},{"id":"b8be7b37-a6a5-4b2d-ae7a-c7a3ecc22ec1","block_type":"box","text":"cannot be foreseen. An infectious illness outbreak may result in travel restrictions, closed international borders, disruption of","page_number":32,"box":{"x":89,"y":811,"width":871,"height":12}},{"id":"48cb5d3e-a6fe-4cbd-bc06-ec719cd50d76","block_type":"box","text":"healthcare services, prolonged quarantines, cancellations, supply chain disruptions, temporary and permanent business","page_number":32,"box":{"x":89,"y":826,"width":838,"height":13}},{"id":"f721deb6-1e13-45ce-b85e-a15c1ee7cb53","block_type":"box","text":"closures, lower consumer demand, layoffs, ratings downgrades, credit defaults and other significant economic, social and","page_number":32,"box":{"x":89,"y":841,"width":850,"height":13}},{"id":"a1dfcfe0-156f-416c-98ea-ae232579e0b8","block_type":"box","text":"12","page_number":32,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"6c14da86-5fdd-4285-92e5-794fcc28a270","block_type":"box","text":"political impacts, as well as general concern and uncertainty. An outbreak may exacerbate other pre-existing political, social","page_number":33,"box":{"x":89,"y":44,"width":865,"height":12}},{"id":"3aea12ba-a1a2-4a43-a1f1-834140c69e43","block_type":"box","text":"and economic risks in certain countries or globally. These impacts, which could adversely affect a Fund and its investments,","page_number":33,"box":{"x":89,"y":59,"width":863,"height":12}},{"id":"b503e62e-7a48-455f-b520-c7c729078565","block_type":"box","text":"could be present for an extended period of time.","page_number":33,"box":{"x":89,"y":74,"width":337,"height":12}},{"id":"4f54d05b-37df-4ad4-a4a8-e83cc8609a4b","block_type":"box","text":"In addition, markets may experience temporary closures, extreme volatility, severe losses, reduced liquidity and increased","page_number":33,"box":{"x":89,"y":101,"width":845,"height":12}},{"id":"0111ea06-a058-4e16-bfdf-737eac761cde","block_type":"box","text":"trading costs. Such events may adversely affect a Fund and its investments and may impact a Fund’s ability to purchase or","page_number":33,"box":{"x":88,"y":116,"width":857,"height":12}},{"id":"5f058351-520a-4e0a-a18b-40f80d1d5ccb","block_type":"box","text":"sell securities or other assets. Market or economic disruptions could cause elevated tracking error and increased premiums","page_number":33,"box":{"x":89,"y":131,"width":861,"height":12}},{"id":"416e6d12-357c-4b28-b695-0a6d295224a8","block_type":"box","text":"or discounts to a Fund’s NAV. Additionally, a Fund could be adversely impacted if an outbreak impairs the operations of its","page_number":33,"box":{"x":89,"y":146,"width":853,"height":12}},{"id":"8c06e0b1-b993-4c7b-a6d8-d44d339ba524","block_type":"box","text":"service providers, including BFA. Governmental and quasi-governmental may respond to an outbreak and any resulting","page_number":33,"box":{"x":89,"y":161,"width":832,"height":12}},{"id":"1ae25ae0-d7c2-4f6a-bc38-8aec2ac27aac","block_type":"box","text":"disruptions with a variety of fiscal and monetary policy changes, such as changes in interest rates. A reversal of these","page_number":33,"box":{"x":89,"y":176,"width":820,"height":13}},{"id":"59e0d91e-6033-44f3-9682-97334bd729e8","block_type":"box","text":"policies, or the ineffectiveness of such policies, is likely to increase market volatility, which could adversely affect a Fund’s","page_number":33,"box":{"x":89,"y":191,"width":845,"height":13}},{"id":"738250fb-7831-4c82-8294-2918445af406","block_type":"box","text":"investments.","page_number":33,"box":{"x":89,"y":207,"width":87,"height":9}},{"id":"a1597584-9d73-4f4a-a5d0-11dfbb54fe1f","block_type":"box","text":"Money Market Instruments Risk.","page_number":33,"box":{"x":89,"y":233,"width":234,"height":12}},{"id":"920e89e7-c00e-4d10-910b-d08a50380400","block_type":"box","text":"The value of money market instruments may be affected by changes in interest rates or in","page_number":33,"box":{"x":332,"y":233,"width":628,"height":12}},{"id":"fc2b42a1-ea97-401a-a050-cb702eb370a6","block_type":"box","text":"the credit ratings of the investments, among other things. If a significant amount of a Fund’s assets is invested in money","page_number":33,"box":{"x":88,"y":248,"width":843,"height":12}},{"id":"6064cc47-7cc5-4791-9415-6908e2173401","block_type":"box","text":"market instruments, it may be more difficult for the Fund to achieve its investment objective. An investment in a money","page_number":33,"box":{"x":89,"y":263,"width":835,"height":12}},{"id":"b6ba0252-78c0-47cf-be79-df138abef66c","block_type":"box","text":"market fund is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. It is","page_number":33,"box":{"x":89,"y":278,"width":874,"height":13}},{"id":"c191edb1-1bfa-4f22-9e16-fc0f0eb2a0ac","block_type":"box","text":"possible to lose money by investing in a money market fund. Money market funds other than U.S. government money market","page_number":33,"box":{"x":89,"y":293,"width":879,"height":13}},{"id":"bc1cd144-8c6c-467b-85fd-e73ec183c5e2","block_type":"box","text":"funds and retail money market funds “float” their NAV instead of using a stable $1.00 per share price.","page_number":33,"box":{"x":88,"y":308,"width":709,"height":13}},{"id":"eee3f919-dab2-4f59-86e3-60e61336aba0","block_type":"box","text":"Operational and Technology Risks.","page_number":33,"box":{"x":89,"y":335,"width":250,"height":12}},{"id":"587faa70-bf45-4c15-97d3-35a9b8583f28","block_type":"box","text":"A Fund and the entities with which it interacts directly or indirectly are susceptible to","page_number":33,"box":{"x":348,"y":335,"width":593,"height":12}},{"id":"6c70b681-78fd-4869-894a-bcc2e2248c48","block_type":"box","text":"operational and technology risks, including those related to human errors, processing errors, communication errors, systems","page_number":33,"box":{"x":89,"y":350,"width":874,"height":12}},{"id":"55ac95a0-e057-4f39-a48b-1aef13f05ca5","block_type":"box","text":"failures, cybersecurity incidents, and the use of artificial intelligence and machine learning (“AI”), which may result in losses","page_number":33,"box":{"x":88,"y":365,"width":864,"height":12}},{"id":"bf33ca5a-3d72-4efa-9bd4-ed6c81549a00","block_type":"box","text":"for the Fund and its shareholders or impair the Fund’s operations. These entities include, but are not limited to, a Fund’s","page_number":33,"box":{"x":88,"y":380,"width":839,"height":13}},{"id":"abcde427-13f9-4049-9d41-c328ca8ec83f","block_type":"box","text":"adviser, administrator, distributor, other service providers (e.g., index and benchmark providers, accountants, custodians, and","page_number":33,"box":{"x":89,"y":395,"width":876,"height":13}},{"id":"91ccf9fa-e6d8-4e62-a568-8b703166cbb4","block_type":"box","text":"transfer agents), financial intermediaries, counterparties, market makers, Authorized Participants, listing exchanges, other","page_number":33,"box":{"x":88,"y":410,"width":853,"height":13}},{"id":"828220ac-ec9d-49b7-a1f6-3195e5738db2","block_type":"box","text":"financial market operators, and governmental authorities. Operational and technology risks for the issuers in which a Fund","page_number":33,"box":{"x":88,"y":426,"width":859,"height":12}},{"id":"c86f349b-8ad2-4a3d-a687-8b14fda21503","block_type":"box","text":"invests could also result in material adverse consequences for such issuers and may cause the Fund’s investments in such","page_number":33,"box":{"x":89,"y":441,"width":852,"height":12}},{"id":"9f68cdd5-1020-4836-824c-ed918b7f6d6e","block_type":"box","text":"issuers to lose value. A Fund may incur substantial costs in order to mitigate operational and technology risks.","page_number":33,"box":{"x":89,"y":456,"width":770,"height":12}},{"id":"b77f2407-3af3-49ad-af1e-528538641d44","block_type":"box","text":"Cybersecurity incidents can result from deliberate attacks or unintentional events against an issuer in which a Fund invests,","page_number":33,"box":{"x":89,"y":482,"width":862,"height":13}},{"id":"13e484cc-4457-4867-898a-1ba5f89848c9","block_type":"box","text":"the Fund or any of its service providers. They include, but are not limited to, gaining unauthorized access to systems,","page_number":33,"box":{"x":88,"y":497,"width":816,"height":13}},{"id":"94a66504-5d01-4871-8e88-907c3a165fc8","block_type":"box","text":"misappropriating assets or sensitive information, corrupting or destroying data, and causing operational disruption.","page_number":33,"box":{"x":89,"y":513,"width":808,"height":12}},{"id":"1d4a5df6-2c61-48d0-8373-735095a003d8","block_type":"box","text":"Geopolitical tension may increase the scale and sophistication of deliberate attacks, particularly those from nation states or","page_number":33,"box":{"x":89,"y":528,"width":862,"height":12}},{"id":"42311538-065a-4e98-8271-6ba6581ebf1c","block_type":"box","text":"from entities with nation state backing. Cybersecurity incidents may result in any of the following: financial losses;","page_number":33,"box":{"x":88,"y":543,"width":798,"height":12}},{"id":"7c129696-ba13-4a8c-b042-9e30719b6457","block_type":"box","text":"interference with a Fund’s ability to calculate its NAV; disclosure of confidential information; impediments to trading;","page_number":33,"box":{"x":89,"y":558,"width":815,"height":12}},{"id":"4e58f30a-44d9-47d9-a325-8736207842de","block_type":"box","text":"submission of erroneous trades by a Fund or erroneous subscription or redemption orders; the inability of a Fund or its","page_number":33,"box":{"x":89,"y":573,"width":831,"height":12}},{"id":"95a1316b-d0a4-4548-a4be-855e513f9815","block_type":"box","text":"service providers to transact business; violations of applicable privacy and other laws; regulatory fines; penalties; reputational","page_number":33,"box":{"x":89,"y":588,"width":874,"height":12}},{"id":"fe21efc9-a308-4aa6-9e80-90640e2bcff6","block_type":"box","text":"damage; reimbursement or other compensation costs; and other legal and compliance expenses. Furthermore, cybersecurity","page_number":33,"box":{"x":89,"y":603,"width":876,"height":13}},{"id":"a11a1290-2d41-48e2-aad2-6082a0572ad9","block_type":"box","text":"incidents may render records of a Fund, including records relating to its assets and transactions, shareholder ownership of","page_number":33,"box":{"x":89,"y":618,"width":857,"height":13}},{"id":"ae73b394-6f5c-49c7-b9d7-b35d599348fe","block_type":"box","text":"Fund shares, and other data integral to a Fund’s functioning, inaccessible, inaccurate or incomplete. Power outages, natural","page_number":33,"box":{"x":89,"y":633,"width":864,"height":13}},{"id":"330750cb-dc32-4452-85ce-f6575ad799d7","block_type":"box","text":"disasters, equipment malfunctions and processing errors that threaten information and technology systems relied upon by a","page_number":33,"box":{"x":89,"y":649,"width":871,"height":12}},{"id":"e3d65344-d094-4cd8-a599-13c6c586e509","block_type":"box","text":"Fund or its service providers, as well as market events that occur at a pace that overloads these systems, may also disrupt","page_number":33,"box":{"x":89,"y":664,"width":850,"height":12}},{"id":"9774df81-6f67-4041-91c7-0ad3d0292004","block_type":"box","text":"business operations or impact critical data. In addition, the risks of increased use of AI technologies, such as machine","page_number":33,"box":{"x":89,"y":679,"width":821,"height":12}},{"id":"85e927ad-26e1-47bb-a36d-a60e5a27eac5","block_type":"box","text":"learning, include data risk, transparency risk, and operational risk. The AI technologies, which are generally highly reliant on","page_number":33,"box":{"x":89,"y":694,"width":863,"height":12}},{"id":"da03f98e-ebc2-4c11-9904-9b68157db1e7","block_type":"box","text":"the collection and analysis of large amounts of data, may incorporate biased or inaccurate data, and it is not possible or","page_number":33,"box":{"x":88,"y":709,"width":838,"height":12}},{"id":"28ec5e91-bbba-41df-875a-e2d49f5d12fb","block_type":"box","text":"practicable to incorporate all relevant data into such technologies. The output or results of any such AI technologies may","page_number":33,"box":{"x":89,"y":724,"width":847,"height":13}},{"id":"76a12b62-74b6-44cf-bf9b-a28091381257","block_type":"box","text":"therefore be incomplete, erroneous, distorted or misleading. Further, AI tools may lack transparency as to how data is utilized","page_number":33,"box":{"x":88,"y":739,"width":875,"height":13}},{"id":"e77fcb1f-158e-4e08-8e4e-f6a980f10bff","block_type":"box","text":"and how outputs are generated. AI technologies may also allow the unintended introduction of vulnerabilities into","page_number":33,"box":{"x":89,"y":754,"width":798,"height":13}},{"id":"b7abfa0a-da19-4d69-98f6-fe5fcef58847","block_type":"box","text":"infrastructures and applications. A Fund and its shareholders could be negatively impacted as a result of these risks","page_number":33,"box":{"x":89,"y":770,"width":807,"height":12}},{"id":"40accccc-6c3a-4d8d-88aa-98e3678ad899","block_type":"box","text":"associated with AI technologies. AI technologies and their current and potential future applications, and the regulatory","page_number":33,"box":{"x":89,"y":785,"width":832,"height":12}},{"id":"28069348-3054-46dd-92bb-4546174a88a6","block_type":"box","text":"frameworks within which they operate, continue to quickly evolve, and it is impossible to anticipate the full scope of future AI","page_number":33,"box":{"x":88,"y":800,"width":877,"height":12}},{"id":"2edcdda6-c339-41f3-ba35-2b7a74f69aec","block_type":"box","text":"capabilities or rules and the associated risks to a Fund.","page_number":33,"box":{"x":89,"y":815,"width":380,"height":12}},{"id":"40f98704-2a65-47aa-9e90-6138e7d3fca4","block_type":"box","text":"While a Fund’s service providers are required to have appropriate operational, information security and cybersecurity risk","page_number":33,"box":{"x":88,"y":841,"width":846,"height":13}},{"id":"37fdf342-5055-459a-90d4-4d63ca72bf9c","block_type":"box","text":"management policies and procedures, their methods of risk management may differ from those of the Fund in the setting of","page_number":33,"box":{"x":89,"y":856,"width":872,"height":13}},{"id":"978336b2-2f41-4292-a30a-0730d2a5b5a4","block_type":"box","text":"13","page_number":33,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"d9a35207-9764-43b3-97d2-b205b420ec88","block_type":"box","text":"priorities, the personnel and resources available or the effectiveness of relevant controls. Each Fund and its adviser seek to","page_number":34,"box":{"x":89,"y":44,"width":852,"height":12}},{"id":"e616d265-f47f-497b-932b-2a5fe6b7544d","block_type":"box","text":"reduce these risks through controls, procedures and oversight, including establishing business continuity plans and risk","page_number":34,"box":{"x":89,"y":59,"width":837,"height":12}},{"id":"c2196b80-c997-4a1c-9ba7-37df565ce58c","block_type":"box","text":"management systems. However, there are inherent limitations in such plans and systems, including the possibility that","page_number":34,"box":{"x":89,"y":74,"width":828,"height":12}},{"id":"0b2fd0e8-bdaf-42e8-93f6-d40531d37fea","block_type":"box","text":"certain risks that may affect a Fund have not been identified or may emerge in the future; that such plans and systems may","page_number":34,"box":{"x":89,"y":89,"width":861,"height":13}},{"id":"aa48896b-5aab-4c46-b34e-3ed443ed3861","block_type":"box","text":"not completely eliminate the occurrence or mitigate the effects of operational or information security disruptions or failures","page_number":34,"box":{"x":89,"y":104,"width":864,"height":13}},{"id":"5b0e6b06-3ddf-49c1-b3cd-9caf3e864eec","block_type":"box","text":"or of cybersecurity incidents; or that prevention and remediation efforts will not be successful or that incidents will go","page_number":34,"box":{"x":89,"y":119,"width":824,"height":13}},{"id":"d0f0a942-7ba1-4387-8eb8-9a4dcd1e1848","block_type":"box","text":"undetected. A Fund cannot control the systems, information security or other cybersecurity of the issuers in which it invests","page_number":34,"box":{"x":89,"y":135,"width":868,"height":12}},{"id":"c11289c2-acd3-4eb8-b5b9-5d94381753a2","block_type":"box","text":"or its service providers, counterparties, and other third parties whose activities affect the Fund.","page_number":34,"box":{"x":89,"y":150,"width":660,"height":12}},{"id":"0592e576-2bfb-45d7-90bc-302857dd0d41","block_type":"box","text":"Lastly, the regulatory climate governing cybersecurity and data protection is developing quickly and may vary considerably","page_number":34,"box":{"x":89,"y":176,"width":858,"height":13}},{"id":"221284f5-57cf-48ed-a95d-0aa693afe9f7","block_type":"box","text":"across jurisdictions. Regulators continue to develop new rules and standards related to cybersecurity and data protection.","page_number":34,"box":{"x":89,"y":191,"width":852,"height":13}},{"id":"fed62dc6-3037-48d1-8901-113da7de550a","block_type":"box","text":"Compliance with evolving regulations can be demanding and costly, requiring substantial resources to monitor and","page_number":34,"box":{"x":89,"y":206,"width":806,"height":13}},{"id":"62ce9099-869e-4796-b5c6-f405c391ccf3","block_type":"box","text":"implement required changes.","page_number":34,"box":{"x":89,"y":222,"width":204,"height":12}},{"id":"fae3b791-33ee-4a60-af44-a39228bdef82","block_type":"box","text":"Reference Rate Replacement Risk.","page_number":34,"box":{"x":89,"y":248,"width":244,"height":12}},{"id":"ea6b759d-fa83-4880-a6ec-b254c1e20b8e","block_type":"box","text":"A Fund may be exposed to financial instruments that recently transitioned from, or","page_number":34,"box":{"x":342,"y":248,"width":581,"height":12}},{"id":"af1821e3-5830-4020-9081-f76f47b4f7ba","block_type":"box","text":"continue to be tied to, the London Interbank Offered Rate (“LIBOR”) to determine payment obligations, financing terms,","page_number":34,"box":{"x":89,"y":263,"width":839,"height":12}},{"id":"4c5a34e3-9a6f-4767-81b7-c0d4a932caa8","block_type":"box","text":"hedging strategies or investment value. The United Kingdom’s Financial Conduct Authority (“FCA”), which regulates LIBOR,","page_number":34,"box":{"x":89,"y":278,"width":863,"height":13}},{"id":"7a654bb1-93f2-40b6-8921-1f3ff26bbed5","block_type":"box","text":"has ceased publishing all LIBOR settings. In April 2023, however, the FCA announced that some USD LIBOR settings will","page_number":34,"box":{"x":89,"y":293,"width":835,"height":13}},{"id":"684c12a2-0f4d-4c12-bd0b-11312b659fce","block_type":"box","text":"continue to be published under a synthetic methodology until September 30, 2024 for certain legacy contracts. The Secured","page_number":34,"box":{"x":89,"y":308,"width":869,"height":13}},{"id":"137d4adb-49b7-424c-bacb-fc6610e52d05","block_type":"box","text":"Overnight Financing Rate (“SOFR”), which is a broad measure of the cost of borrowing cash overnight collateralized by U.S.","page_number":34,"box":{"x":89,"y":324,"width":862,"height":12}},{"id":"a431aef8-e008-4c39-af6c-ad2874e9ec15","block_type":"box","text":"Treasury securities in the repurchase agreement market, has been used increasingly on a voluntary basis in new instruments","page_number":34,"box":{"x":88,"y":339,"width":872,"height":12}},{"id":"91739086-7745-4ece-b4c0-35d56885e943","block_type":"box","text":"and transactions. Under U.S. regulations that implement a statutory fallback mechanism to replace LIBOR, benchmark rates","page_number":34,"box":{"x":89,"y":354,"width":865,"height":12}},{"id":"044499ca-8c33-4b75-b71e-6796a98719b8","block_type":"box","text":"based on SOFR have replaced LIBOR in different categories of financial contracts.","page_number":34,"box":{"x":89,"y":369,"width":565,"height":12}},{"id":"d8513fe2-2afc-449f-b885-ea83aa750d35","block_type":"box","text":"Neither the effect of the LIBOR transition process nor its ultimate success can yet be known. While some existing LIBOR","page_number":34,"box":{"x":89,"y":395,"width":842,"height":13}},{"id":"aa81e2cf-f768-4b7c-bba2-f6d12790a732","block_type":"box","text":"based instruments may contemplate a scenario where LIBOR is no longer available by providing for an alternative rate-setting","page_number":34,"box":{"x":89,"y":410,"width":877,"height":13}},{"id":"9129f20a-04e5-43b8-83a8-1d688640a4f7","block_type":"box","text":"methodology, there may be significant uncertainty regarding the effectiveness of any such alternative methodologies to","page_number":34,"box":{"x":89,"y":426,"width":836,"height":12}},{"id":"2525af77-e440-4ee2-932b-c88c4350cb8e","block_type":"box","text":"replicate LIBOR. Not all existing LIBOR-based instruments may have alternative rate-setting provisions and there remains","page_number":34,"box":{"x":89,"y":441,"width":844,"height":12}},{"id":"4cc5c68d-782b-490e-bc84-daea723468c3","block_type":"box","text":"uncertainty regarding the willingness and ability of issuers to add alternative rate-setting provisions in certain existing","page_number":34,"box":{"x":89,"y":456,"width":823,"height":12}},{"id":"2ae2ab64-4b7c-43f2-bced-e40e32de22a4","block_type":"box","text":"instruments. Parties to contracts, securities, or other instruments using LIBOR may disagree on transition rates or the","page_number":34,"box":{"x":89,"y":471,"width":820,"height":12}},{"id":"f72dd5a6-62d7-451b-b594-243293db0748","block_type":"box","text":"application of transition regulation, potentially resulting in uncertainty of performance and the possibility of litigation. A Fund","page_number":34,"box":{"x":89,"y":486,"width":877,"height":12}},{"id":"37c45139-710f-4aec-98e0-53173a392cf0","block_type":"box","text":"may have instruments linked to other interbank offered rates that may also cease to be published in the future.","page_number":34,"box":{"x":89,"y":501,"width":773,"height":13}},{"id":"92a7768f-4621-43c6-b549-60cd654fbf02","block_type":"box","text":"Regulation of Offshore Renminbi and Remittance.","page_number":34,"box":{"x":89,"y":528,"width":357,"height":12}},{"id":"5c1c884e-52ac-42da-a823-7b961b13a74b","block_type":"box","text":"The offshore renminbi (“CNH”) market is a free market and the CNH","page_number":34,"box":{"x":455,"y":528,"width":477,"height":12}},{"id":"ed4496eb-61c9-4a1f-91e7-7676d3854db2","block_type":"box","text":"exchange rate is determined by market forces. Nevertheless, supply and demand for CNH are influenced by policies on cross","page_number":34,"box":{"x":89,"y":543,"width":874,"height":12}},{"id":"d0f7c394-e161-4847-9929-2ccbbca1078c","block_type":"box","text":"border renminbi flows. As of the date of this SAI, the Bank of China (Hong Kong) Limited (“BOCHK”) is the only clearing bank","page_number":34,"box":{"x":89,"y":558,"width":877,"height":12}},{"id":"87142651-b89d-49d1-96e9-94955bb9d07c","block_type":"box","text":"for CNH in Hong Kong. The remittance of renminbi into the People’s Republic of China (“China” or the “PRC”) and the","page_number":34,"box":{"x":88,"y":573,"width":824,"height":12}},{"id":"1fc0ea80-10bb-457d-9fc7-fd8ea2372af1","block_type":"box","text":"repatriation of renminbi out of the PRC are dependent on the operational systems and procedures developed by the BOCHK","page_number":34,"box":{"x":89,"y":588,"width":865,"height":12}},{"id":"c6ee5612-f3f7-402a-aad1-0bb25abf1353","block_type":"box","text":"for such purposes and there is no assurance that there will not be delays in remittance and/or repatriation.","page_number":34,"box":{"x":88,"y":603,"width":747,"height":13}},{"id":"0e6e85cf-f115-4a68-b13b-017b6639e86a","block_type":"box","text":"Any delays in, or restrictions imposed on, the remittance and/or repatriation of the Fund’s cash into or out of the PRC will","page_number":34,"box":{"x":88,"y":630,"width":850,"height":12}},{"id":"f5147e82-0cda-40ce-9895-90c176370372","block_type":"box","text":"have an impact on the Fund’s ability to purchase stocks required in order to effectively track the Underlying Index and may","page_number":34,"box":{"x":89,"y":645,"width":857,"height":12}},{"id":"91746f5f-c21b-42b3-8052-a6a4baaa9567","block_type":"box","text":"increase the level of tracking error. Such delays or restrictions will also impact the Fund’s ability to repatriate cash for the","page_number":34,"box":{"x":89,"y":660,"width":842,"height":12}},{"id":"ad0a1f54-fc97-447e-9864-89abb5ad569f","block_type":"box","text":"purposes of or otherwise in connection with redemption requests.","page_number":34,"box":{"x":89,"y":675,"width":463,"height":12}},{"id":"f9f7f86d-7986-42c1-aeb2-23e11e913a5b","block_type":"box","text":"Risk of Derivatives.","page_number":34,"box":{"x":89,"y":702,"width":135,"height":9}},{"id":"f5e1cf4f-b406-48b3-b0e6-21019d522137","block_type":"box","text":"A derivative is a financial contract, the value of which depends on, or is derived from, the value of an","page_number":34,"box":{"x":233,"y":702,"width":701,"height":12}},{"id":"7e41934c-4474-4dde-bf66-774656828741","block_type":"box","text":"underlying asset, such as a security, a commodity (such as gold or silver), a currency or an index (a measure of value or rates,","page_number":34,"box":{"x":89,"y":717,"width":877,"height":12}},{"id":"71cc41a4-f3f4-4b07-b58f-e14c80315843","block_type":"box","text":"such as the S&P 500","page_number":34,"box":{"x":89,"y":732,"width":142,"height":9}},{"id":"5a3e4d8d-09ef-4d3c-8506-f074c790620c","block_type":"box","text":"®","page_number":34,"box":{"x":232,"y":730,"width":9,"height":6}},{"id":"59c8b55e-3903-4a47-b410-fab4541a9096","block_type":"box","text":"or the prime lending rate). A Fund may invest in futures contracts, securities options and other","page_number":34,"box":{"x":247,"y":732,"width":662,"height":12}},{"id":"7d7139c0-e4a1-43b5-b2dc-b4c69c02cb47","block_type":"box","text":"derivatives. Compared to securities, derivatives can be more sensitive to changes in interest rates or to sudden fluctuations in","page_number":34,"box":{"x":89,"y":747,"width":874,"height":12}},{"id":"c7f1dcbe-5468-4c91-8a86-5c070cee3ec0","block_type":"box","text":"market prices and thus a Fund’s losses may be greater if it invests in derivatives than if it invests only in conventional","page_number":34,"box":{"x":89,"y":762,"width":813,"height":12}},{"id":"4ce63cb7-c7c7-4343-99ff-e8c96279fa20","block_type":"box","text":"securities. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not","page_number":34,"box":{"x":89,"y":777,"width":852,"height":12}},{"id":"81a8e7dd-5216-47f2-95dd-daf56517127b","block_type":"box","text":"fulfill its contractual obligations. Derivatives generally involve the incurrence of leverage.","page_number":34,"box":{"x":88,"y":792,"width":616,"height":13}},{"id":"8fbdc72a-0659-4c36-bf52-d65d49f9b593","block_type":"box","text":"When a derivative is used as a hedge against a position that a Fund holds or is committed to purchase, any loss generated by","page_number":34,"box":{"x":88,"y":819,"width":875,"height":12}},{"id":"da9d045c-97c4-47c9-bec5-9eabc8179de6","block_type":"box","text":"the derivative generally should be substantially offset by gains on the hedged investment, and vice versa. While hedging can","page_number":34,"box":{"x":88,"y":834,"width":867,"height":12}},{"id":"7b1087d3-2534-45b7-ac66-a1b846757bc3","block_type":"box","text":"reduce or eliminate losses, it can also reduce or eliminate gains and, in some cases, hedging can cause losses that are not","page_number":34,"box":{"x":89,"y":849,"width":851,"height":12}},{"id":"e64e6d15-0d4c-4ecd-a4cc-a0893db0deb6","block_type":"box","text":"offset by gains, and a Fund will recognize losses on both the investment and the hedge. Hedges are sometimes subject to","page_number":34,"box":{"x":89,"y":864,"width":848,"height":12}},{"id":"d1b5de9c-8564-486a-8739-12bb6cf33485","block_type":"box","text":"14","page_number":34,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"e488613d-5030-41f2-a4c0-d85c45ebc917","block_type":"box","text":"imperfect matching between the derivative and the underlying security, and there can be no assurance that a Fund’s hedging","page_number":35,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"bd242123-10a6-4eaa-91f9-35b4fd382a82","block_type":"box","text":"transactions, which entail additional transaction costs, will be effective.","page_number":35,"box":{"x":88,"y":59,"width":497,"height":11}},{"id":"695278c4-a1b4-4d64-bb9d-0bfa1aab816e","block_type":"box","text":"Risk of Equity Securities.","page_number":35,"box":{"x":89,"y":85,"width":176,"height":13}},{"id":"6b28c9f8-3677-4354-aa7e-f126a2b8e3d3","block_type":"box","text":"An investment in a Fund should be made with an understanding of the risks inherent in an","page_number":35,"box":{"x":274,"y":85,"width":633,"height":13}},{"id":"61c64727-909a-456e-8c01-509ee0b2ad83","block_type":"box","text":"investment in equity securities, including the risk that the financial condition of issuers may become impaired or that the","page_number":35,"box":{"x":89,"y":101,"width":843,"height":12}},{"id":"dfa3ffc4-6610-4cec-bdac-5bdcd1b101cb","block_type":"box","text":"general condition of stock markets may deteriorate (either of which may cause a decrease in the value of the portfolio","page_number":35,"box":{"x":89,"y":116,"width":825,"height":12}},{"id":"9d465b73-fe13-46e9-afab-5fa90916dfbd","block_type":"box","text":"securities and thus in the value of shares of the Fund). Common stocks are susceptible to general stock market fluctuations","page_number":35,"box":{"x":89,"y":131,"width":865,"height":12}},{"id":"911c1c20-3a6d-4623-97ab-4185a2cafe15","block_type":"box","text":"and to increases and decreases in value as market confidence and perceptions of their issuers change. These investor","page_number":35,"box":{"x":89,"y":146,"width":822,"height":12}},{"id":"ee091e59-e184-4874-808d-f13c8a8e46d6","block_type":"box","text":"perceptions are based on various and unpredictable factors, including expectations regarding government, economic,","page_number":35,"box":{"x":89,"y":161,"width":823,"height":12}},{"id":"19498688-193e-4414-b849-22e0bad67510","block_type":"box","text":"monetary and fiscal policies, inflation and interest rates, economic expansion or contraction, and global or regional political,","page_number":35,"box":{"x":89,"y":176,"width":866,"height":13}},{"id":"518e9aa4-e3c4-44ef-a549-2c35853370f8","block_type":"box","text":"economic or banking crises. Common stocks may experience extreme price volatility due to actions taken by particular","page_number":35,"box":{"x":89,"y":191,"width":831,"height":13}},{"id":"fd30793b-7004-409c-b063-8c8a817bbdfc","block_type":"box","text":"investors or groups of investors (for example, retail investors influenced by social media activity or other media coverage or","page_number":35,"box":{"x":89,"y":206,"width":861,"height":13}},{"id":"afba6265-14ed-4f28-ab14-a2afa20f8b44","block_type":"box","text":"significant “short” positions taken by institutional investors).","page_number":35,"box":{"x":89,"y":222,"width":422,"height":12}},{"id":"a8b27907-4787-4ef2-9931-edf953de09d4","block_type":"box","text":"Holders of common stocks incur more risks than holders of preferred stocks and debt obligations because common","page_number":35,"box":{"x":89,"y":248,"width":812,"height":12}},{"id":"0086f264-b1b0-4f69-bb08-705253740f51","block_type":"box","text":"stockholders generally have rights to receive payments from stock issuers that are inferior to the rights of creditors, or","page_number":35,"box":{"x":89,"y":263,"width":825,"height":12}},{"id":"88eb8e43-1561-4167-ba79-c0d0183fff0f","block_type":"box","text":"holders of debt obligations or preferred stocks. Further, unlike debt securities, which typically have a stated principal amount","page_number":35,"box":{"x":89,"y":278,"width":871,"height":13}},{"id":"4d40b159-5c36-4239-a497-297d8d722d21","block_type":"box","text":"payable at maturity (the value of which, however, is subject to market fluctuations prior to maturity), or preferred stocks,","page_number":35,"box":{"x":89,"y":293,"width":843,"height":13}},{"id":"c575cce2-c480-4353-a9ff-08dbb7451444","block_type":"box","text":"which typically have a liquidation preference and which may have stated optional or mandatory redemption provisions,","page_number":35,"box":{"x":88,"y":308,"width":834,"height":13}},{"id":"72460d9a-a806-4f52-b49c-9d1bffd63a9e","block_type":"box","text":"common stocks have neither a fixed principal amount nor a maturity date. In addition, issuers may, in times of distress or at","page_number":35,"box":{"x":89,"y":324,"width":865,"height":12}},{"id":"ba73602b-a007-4b06-9801-d3ba97c46fbf","block_type":"box","text":"their own discretion, decide to reduce or eliminate dividends, which may also cause their stock price to decline.","page_number":35,"box":{"x":88,"y":339,"width":779,"height":12}},{"id":"688140e0-ca95-41e6-923b-7aeeff056cde","block_type":"box","text":"Although most of the securities in each Underlying Index are listed on a securities exchange, the principal trading market for","page_number":35,"box":{"x":88,"y":365,"width":871,"height":12}},{"id":"12082b06-f4e3-4a46-98f7-1e6d4e40ebb0","block_type":"box","text":"some of the securities may be in the OTC market. The existence of a liquid trading market for certain securities may depend","page_number":35,"box":{"x":89,"y":380,"width":864,"height":13}},{"id":"8c9877c1-f419-4813-a847-1535cd4e0d35","block_type":"box","text":"on whether dealers will make a market in such securities. There can be no assurance that a market will be made or","page_number":35,"box":{"x":89,"y":395,"width":803,"height":10}},{"id":"380eb202-3f28-4663-8a35-7c9b1da9ad0f","block_type":"box","text":"maintained or that any such market will be or remain liquid. The price at which securities may be sold and the value of a","page_number":35,"box":{"x":89,"y":410,"width":840,"height":13}},{"id":"001a8a60-faea-4248-b5cd-b9872ffcee00","block_type":"box","text":"Fund’s shares will be adversely affected if trading markets for the Fund’s portfolio securities are limited or absent, or if","page_number":35,"box":{"x":89,"y":426,"width":824,"height":12}},{"id":"261b0ddf-6c26-4022-97f4-b98f162aa559","block_type":"box","text":"bid/ask spreads are wide.","page_number":35,"box":{"x":89,"y":441,"width":178,"height":12}},{"id":"e57f6929-75a3-4051-9d47-143c805d8419","block_type":"box","text":"Risk of Futures and Options on Futures Transactions.","page_number":35,"box":{"x":89,"y":467,"width":381,"height":13}},{"id":"0b8a7486-99a0-466d-a787-7910aec73583","block_type":"box","text":"There are several risks accompanying the utilization of futures","page_number":35,"box":{"x":479,"y":467,"width":434,"height":13}},{"id":"5714edd4-5fba-473e-a50a-ae8bce3f1066","block_type":"box","text":"contracts and options on futures contracts. A position in futures contracts and options on futures contracts may be closed","page_number":35,"box":{"x":89,"y":482,"width":858,"height":13}},{"id":"ae654ee4-7434-4ef1-a3b4-9e02a831433a","block_type":"box","text":"only on the exchange on which the contract was made (or a linked exchange). While each Fund plans to utilize futures","page_number":35,"box":{"x":89,"y":497,"width":829,"height":13}},{"id":"444fb44a-a1d6-4862-bc13-4354550270b3","block_type":"box","text":"contracts only if an active market exists for such contracts, there is no guarantee that a liquid market will exist for the","page_number":35,"box":{"x":89,"y":513,"width":820,"height":12}},{"id":"ccddcdad-22f6-49bf-a08b-913a560fa451","block_type":"box","text":"contract at a specified time. Futures contracts, by definition, project price levels in the future and not current levels of","page_number":35,"box":{"x":89,"y":528,"width":820,"height":12}},{"id":"80494684-ee87-495c-9226-2f6e6de66d66","block_type":"box","text":"valuation; therefore, market circumstances may result in a discrepancy between the price of the future and the movement in","page_number":35,"box":{"x":88,"y":543,"width":870,"height":12}},{"id":"952ace36-ba0e-4e23-bd92-c72e84b46e9e","block_type":"box","text":"a Fund’s Underlying Index. In the event of adverse price movements, a Fund would continue to be required to make daily","page_number":35,"box":{"x":89,"y":558,"width":845,"height":12}},{"id":"5fee0580-f21b-431b-861f-103b18420a30","block_type":"box","text":"cash payments to maintain its required margin. In such situations, if a Fund has insufficient cash, it may have to sell portfolio","page_number":35,"box":{"x":89,"y":573,"width":871,"height":12}},{"id":"bd1b55df-7008-42ec-b062-8ad690151102","block_type":"box","text":"securities to meet daily margin requirements at a time when it may be disadvantageous to do so. In addition, a Fund may be","page_number":35,"box":{"x":89,"y":588,"width":868,"height":12}},{"id":"d9ddd45a-2819-4929-9627-c7654b440f82","block_type":"box","text":"required to deliver the instruments underlying the futures contracts it has sold.","page_number":35,"box":{"x":89,"y":603,"width":550,"height":13}},{"id":"5290db6a-74ec-4edb-a5f0-d6077eb78d2e","block_type":"box","text":"The risk of loss in trading futures contracts or uncovered call options in some strategies (","page_number":35,"box":{"x":88,"y":630,"width":623,"height":12}},{"id":"e21c50a9-3b7d-4f7d-90d9-3bc4816afbc1","block_type":"box","text":"e.g.","page_number":35,"box":{"x":713,"y":633,"width":22,"height":9}},{"id":"73321682-32cc-4de5-beb8-0d4837bd7ad5","block_type":"box","text":", selling uncovered stock index","page_number":35,"box":{"x":738,"y":630,"width":214,"height":12}},{"id":"88e1072b-8c00-4799-910b-7852018feba3","block_type":"box","text":"futures contracts) is potentially unlimited. The Funds do not plan to use futures and options contracts in this way. The risk of","page_number":35,"box":{"x":88,"y":645,"width":876,"height":12}},{"id":"883ee031-3c29-4f3d-858a-1f085ac3f5a4","block_type":"box","text":"a futures position may still be large as traditionally measured due to the low margin deposits required. In many cases, a","page_number":35,"box":{"x":89,"y":660,"width":832,"height":12}},{"id":"8b0bad5e-2aa9-45ae-8ef0-5e2a907c75df","block_type":"box","text":"relatively small price movement in a futures contract may result in immediate and substantial loss or gain to the investor","page_number":35,"box":{"x":89,"y":675,"width":842,"height":12}},{"id":"7a4c1f6d-1aed-499b-a95d-2a0d53f4019c","block_type":"box","text":"relative to the size of a required margin deposit. The Funds, however, intend to utilize futures and options contracts in a","page_number":35,"box":{"x":89,"y":690,"width":832,"height":13}},{"id":"266b81c7-fe85-4627-8b9c-e6dfa9182ad9","block_type":"box","text":"manner designed to limit their risk exposure to levels comparable to a direct investment in the types of stocks in which they","page_number":35,"box":{"x":89,"y":705,"width":866,"height":13}},{"id":"525b7974-ccfd-4f5f-8ac8-815d4855174b","block_type":"box","text":"invest.","page_number":35,"box":{"x":89,"y":721,"width":43,"height":9}},{"id":"a2b901a4-ee31-4022-bfea-62244a705303","block_type":"box","text":"Utilization of futures and options on futures by a Fund involves the risk of imperfect or even negative correlation to the","page_number":35,"box":{"x":89,"y":747,"width":828,"height":12}},{"id":"5bfdd341-40a1-45f7-92d1-262280419a8d","block_type":"box","text":"Underlying Index if the index underlying the futures contract differs from the Underlying Index. There is also the risk of loss of","page_number":35,"box":{"x":89,"y":762,"width":879,"height":12}},{"id":"d8a324a9-1e59-4da2-b7b6-af7b5308aed9","block_type":"box","text":"margin deposits in the event of bankruptcy of a broker with whom a Fund has an open position in the futures contract or","page_number":35,"box":{"x":89,"y":777,"width":848,"height":12}},{"id":"9e4116a1-332c-4298-944e-f7903d586512","block_type":"box","text":"option. The purchase of put or call options will be based upon predictions by BFA as to anticipated trends, which predictions","page_number":35,"box":{"x":89,"y":792,"width":869,"height":13}},{"id":"17d38ad4-467b-4a75-9fc6-4eec0ce4814c","block_type":"box","text":"could prove to be incorrect.","page_number":35,"box":{"x":89,"y":807,"width":191,"height":13}},{"id":"b22669c3-898e-47d6-bad5-09bac3ba52ad","block_type":"box","text":"Because the futures market generally imposes less burdensome margin requirements than the securities market, an","page_number":35,"box":{"x":89,"y":834,"width":809,"height":12}},{"id":"05ae099f-d152-409b-909b-31327e3ff62e","block_type":"box","text":"increased amount of participation by speculators in the futures market could result in price fluctuations. Certain financial","page_number":35,"box":{"x":89,"y":849,"width":845,"height":12}},{"id":"41607e27-b24b-4715-9fe9-7d861499aad2","block_type":"box","text":"futures exchanges limit the amount of fluctuation permitted in futures contract prices during a single trading day. The daily","page_number":35,"box":{"x":88,"y":864,"width":864,"height":12}},{"id":"64359a93-7106-46cf-b5d3-7b8b740ad08e","block_type":"box","text":"15","page_number":35,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"07282600-69c3-48de-ab06-ac74e0b7bb7d","block_type":"box","text":"limit establishes the maximum amount by which the price of a futures contract may vary either up or down from the","page_number":36,"box":{"x":89,"y":44,"width":816,"height":12}},{"id":"59463541-42dd-4034-b661-0703c13aa3f1","block_type":"box","text":"previous day’s settlement price at the end of a trading session. Once the daily limit has been reached in a particular type of","page_number":36,"box":{"x":89,"y":59,"width":859,"height":12}},{"id":"5b8f03b7-b684-43eb-99cb-ee744c38e7f4","block_type":"box","text":"contract, no trades may be made on that day at a price beyond that limit. It is possible that futures contract prices could","page_number":36,"box":{"x":89,"y":74,"width":839,"height":12}},{"id":"42aeb642-60a7-4d68-a2cb-06ffc4a2fd90","block_type":"box","text":"move to the daily limit for several consecutive trading days with little or no trading, thereby preventing prompt liquidation of","page_number":36,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"80d668ee-9652-4872-953e-7781dc9c6884","block_type":"box","text":"futures positions and subjecting each Fund to substantial losses. In the event of adverse price movements, each Fund would","page_number":36,"box":{"x":88,"y":104,"width":871,"height":13}},{"id":"2bafe12d-3ca2-4e38-b826-8955ad375898","block_type":"box","text":"be required to make daily cash payments of variation margin.","page_number":36,"box":{"x":89,"y":119,"width":427,"height":13}},{"id":"d3020b4d-2000-476d-bcfb-1c36c354ef04","block_type":"box","text":"Risk of Investing in Non-U.S. Equity Securities.","page_number":36,"box":{"x":89,"y":146,"width":332,"height":12}},{"id":"d692a970-4868-4ecf-bd4e-fdfe74dbdfff","block_type":"box","text":"An investment in any of the Funds involves risks similar to those of investing","page_number":36,"box":{"x":430,"y":146,"width":533,"height":12}},{"id":"5ea8f630-3e84-4872-9842-ff8944db5d59","block_type":"box","text":"in portfolios of equity securities traded on non-U.S. exchanges. These risks include market fluctuations caused by such","page_number":36,"box":{"x":89,"y":161,"width":830,"height":12}},{"id":"62be924d-bbcf-4bd5-8572-cfb8f25f7ba5","block_type":"box","text":"factors as economic and political developments in those foreign countries, changes in interest rates and perceived trends in","page_number":36,"box":{"x":88,"y":176,"width":865,"height":13}},{"id":"8f9bf494-ea59-4b40-9ebf-4d966d1e8e63","block_type":"box","text":"stock prices. Investing in securities issued by issuers domiciled in countries other than the domicile of the investor and","page_number":36,"box":{"x":89,"y":191,"width":827,"height":13}},{"id":"2ed32f90-ce97-4db2-a098-2b1daabda6cf","block_type":"box","text":"denominated in currencies other than an investor’s local currency entails certain considerations and risks not typically","page_number":36,"box":{"x":89,"y":206,"width":826,"height":13}},{"id":"637a8356-a0d0-4d31-bf01-af97cfe45531","block_type":"box","text":"encountered by the investor in making investments in its home country and in that country’s currency. These considerations","page_number":36,"box":{"x":89,"y":222,"width":870,"height":12}},{"id":"632bde40-9c6b-43cd-bf75-f7d9ced580c6","block_type":"box","text":"include favorable or unfavorable changes in interest rates, currency exchange rates, exchange control regulations and the","page_number":36,"box":{"x":89,"y":237,"width":849,"height":12}},{"id":"751bc91a-13c7-4f18-b600-1af247527dd6","block_type":"box","text":"costs that may be incurred in connection with conversions between various currencies. Investing in any of the Funds also","page_number":36,"box":{"x":89,"y":252,"width":847,"height":12}},{"id":"ce1dc64c-d7ab-4487-a9d7-0a4716dea255","block_type":"box","text":"involves certain risks and considerations not typically associated with investing in a fund whose portfolio contains exclusively","page_number":36,"box":{"x":89,"y":267,"width":876,"height":12}},{"id":"2f65f1fe-fdc3-4c5e-b1e2-f574ffa63927","block_type":"box","text":"securities of U.S. issuers. These risks include generally less liquid and less efficient securities markets; generally greater price","page_number":36,"box":{"x":89,"y":282,"width":867,"height":12}},{"id":"fdb5634a-3a65-4200-8aa2-1115355b21b3","block_type":"box","text":"volatility; less publicly available information about issuers; the imposition of withholding or other taxes; the imposition of","page_number":36,"box":{"x":88,"y":297,"width":847,"height":12}},{"id":"03402064-50b7-4ddf-bc74-a79c01cd35f2","block_type":"box","text":"restrictions on the expatriation of funds or other assets of the Funds; higher transaction and custody costs; delays and risks","page_number":36,"box":{"x":89,"y":312,"width":864,"height":13}},{"id":"30886df2-e0d4-4db0-ab1e-a3fb28492994","block_type":"box","text":"attendant in settlement procedures; difficulties in enforcing contractual obligations; lower liquidity and significantly smaller","page_number":36,"box":{"x":89,"y":327,"width":861,"height":13}},{"id":"7f14f358-de9e-4eab-ba3f-3ee106f2aea4","block_type":"box","text":"market capitalization; different accounting and disclosure standards; lower levels of regulation of the securities markets; more","page_number":36,"box":{"x":89,"y":342,"width":879,"height":13}},{"id":"4007a824-83bb-4f9c-b1f0-90ee2c39960a","block_type":"box","text":"substantial government interference with the economy and businesses; higher rates of inflation; greater social, economic,","page_number":36,"box":{"x":89,"y":358,"width":850,"height":12}},{"id":"e210a067-aeb3-449b-b4ef-022a03349deb","block_type":"box","text":"and political uncertainty; the risk of nationalization or expropriation of assets; and the risk of war.","page_number":36,"box":{"x":89,"y":373,"width":678,"height":12}},{"id":"85d7985c-d5a6-4441-a580-0c93262b2e83","block_type":"box","text":"Risk of Swap Agreements.","page_number":36,"box":{"x":89,"y":399,"width":187,"height":13}},{"id":"7e9aca3b-1793-4dc8-8ee1-23191be6ca33","block_type":"box","text":"The risk of loss with respect to swaps is generally limited to the net amount of payments that a","page_number":36,"box":{"x":284,"y":399,"width":666,"height":13}},{"id":"96e7fc47-5c1b-4431-b585-9fd719b3f26e","block_type":"box","text":"Fund is contractually obligated to make. Swap agreements are subject to the risk that the swap counterparty will default on","page_number":36,"box":{"x":89,"y":414,"width":863,"height":13}},{"id":"a1af2863-dd90-4e47-873a-d5e8eaf3d543","block_type":"box","text":"its obligations. If such a default occurs, a Fund will have contractual remedies pursuant to the agreements related to the","page_number":36,"box":{"x":89,"y":429,"width":840,"height":13}},{"id":"a03d69ff-5f82-4a27-b2f4-1594f0fc1a4c","block_type":"box","text":"transaction. However, such remedies may be subject to bankruptcy and insolvency laws, which could affect such Fund’s","page_number":36,"box":{"x":88,"y":445,"width":840,"height":12}},{"id":"77b41a6e-5f3c-4bf9-b7bf-6aed53e258d8","block_type":"box","text":"rights as a creditor (","page_number":36,"box":{"x":89,"y":460,"width":139,"height":12}},{"id":"26333087-0ef8-4e68-a39c-58347bd0fc57","block_type":"box","text":"e.g.","page_number":36,"box":{"x":229,"y":463,"width":23,"height":9}},{"id":"9fa29c36-70c4-4684-8fd8-d80c951e1f1c","block_type":"box","text":", a Fund may not receive the net amount of payments that it is contractually entitled to receive).","page_number":36,"box":{"x":254,"y":460,"width":670,"height":12}},{"id":"89a11128-66d0-4c6a-81e6-7af308c07451","block_type":"box","text":"A Fund is required to post and collect variation margin and initial margin (comprised of specified liquid securities subject to","page_number":36,"box":{"x":88,"y":486,"width":864,"height":12}},{"id":"8b84d34c-82df-4939-bd2a-2781463ef553","block_type":"box","text":"haircuts) in connection with trading of OTC swaps. These requirements may raise the costs for a Fund’s investment in swaps.","page_number":36,"box":{"x":89,"y":501,"width":876,"height":13}},{"id":"9e99beed-3754-461e-9544-06feb4d1de8d","block_type":"box","text":"Securities Lending Risk.","page_number":36,"box":{"x":88,"y":528,"width":171,"height":12}},{"id":"d3cadb22-3a1a-42a9-8c86-99d87a6f55f9","block_type":"box","text":"A Fund may engage in securities lending. Securities lending involves the risk that a Fund may lose","page_number":36,"box":{"x":268,"y":528,"width":683,"height":12}},{"id":"38a32cca-13a8-4b25-be9c-3096cd486759","block_type":"box","text":"money because the borrower of the loaned securities fails to return the securities in a timely manner or at all. A Fund could","page_number":36,"box":{"x":89,"y":543,"width":860,"height":12}},{"id":"d07a676a-ba9c-4806-9ad0-d38ad9c8c9de","block_type":"box","text":"also lose money in the event of a decline in the value of collateral provided for loaned securities or a decline in the value of","page_number":36,"box":{"x":89,"y":558,"width":855,"height":12}},{"id":"6a021972-683a-4bc1-9e9c-82aa5691c776","block_type":"box","text":"any investments made with cash collateral. These events could also trigger adverse tax consequences for a Fund.","page_number":36,"box":{"x":89,"y":573,"width":791,"height":12}},{"id":"84a170a6-986f-4010-91a9-aab0dc3f7e91","block_type":"box","text":"Tracking Error Risk.","page_number":36,"box":{"x":88,"y":599,"width":141,"height":13}},{"id":"62d503ae-9fb4-4c66-b2b0-4159f9a0aab1","block_type":"box","text":"A Fund may be subject to tracking error, which is the divergence of a Fund’s performance from that of","page_number":36,"box":{"x":238,"y":599,"width":716,"height":13}},{"id":"f58befee-9650-4609-8c5c-3d21a3fff308","block_type":"box","text":"the applicable underlying index. Tracking error may occur because of differences between the securities and other","page_number":36,"box":{"x":88,"y":615,"width":800,"height":12}},{"id":"5eee273e-d837-4344-8c83-7e678e350a9d","block_type":"box","text":"instruments held in a Fund’s portfolio and those included in its applicable underlying index, pricing differences, transaction","page_number":36,"box":{"x":89,"y":630,"width":858,"height":12}},{"id":"271d7de3-7b40-4b40-add5-57def26e553b","block_type":"box","text":"costs incurred by a Fund, a Fund’s holding of uninvested cash, differences in timing of the accrual of or the valuation of","page_number":36,"box":{"x":89,"y":645,"width":834,"height":12}},{"id":"43651f3d-dbf7-42b7-9416-1b6015be5ca6","block_type":"box","text":"dividends or interest received by a Fund or distributions paid to a Fund’s shareholders, the requirements to maintain pass","page_number":36,"box":{"x":89,"y":660,"width":853,"height":12}},{"id":"04303c81-1cca-4240-93ef-fe021981e4cc","block_type":"box","text":"through tax treatment, portfolio transactions carried out to minimize the distribution of capital gains to shareholders,","page_number":36,"box":{"x":88,"y":675,"width":820,"height":12}},{"id":"4c5b9ab6-bd98-48a4-aa45-a20dfe53317e","block_type":"box","text":"acceptance of custom baskets, changes to the applicable underlying index or the costs to a Fund of complying with various","page_number":36,"box":{"x":89,"y":690,"width":865,"height":13}},{"id":"960b44df-6507-4dba-b021-130c6fde17d3","block_type":"box","text":"new or existing regulatory requirements. This risk may be heightened during times of increased market volatility or other","page_number":36,"box":{"x":89,"y":705,"width":845,"height":13}},{"id":"116a91a4-9639-4ea4-920d-0591bb9ff747","block_type":"box","text":"unusual market conditions. Tracking error also may result because a Fund incurs fees and expenses, while its applicable","page_number":36,"box":{"x":89,"y":720,"width":838,"height":13}},{"id":"06c32828-5af2-4852-810f-911159906798","block_type":"box","text":"underlying index does not. Tracking error may occur due to differences between the methodologies used in calculating the","page_number":36,"box":{"x":89,"y":736,"width":859,"height":12}},{"id":"060b5ae0-0d89-453b-8323-6237c17c4a21","block_type":"box","text":"value of the applicable Underlying Index and determining a Fund’s NAV.","page_number":36,"box":{"x":88,"y":751,"width":501,"height":12}},{"id":"24dda68d-ce7f-4b19-9fb9-4adc9d06f3b3","block_type":"box","text":"When an issuer is introduced by an index provider into an index tracked by a Fund, BFA may conduct an analysis on such","page_number":36,"box":{"x":88,"y":777,"width":846,"height":12}},{"id":"21894aeb-f65b-440e-8d4b-fdd806a8b3d7","block_type":"box","text":"issuer’s securities to identify and screen for outlier high risk behavior (such as rapid or unusual price growth that does not","page_number":36,"box":{"x":89,"y":792,"width":853,"height":13}},{"id":"d6edfafb-8ccf-4920-b323-83af5be7a720","block_type":"box","text":"appear to be supported by publicly available information on the business and assets of the issuer, unusual or significant short","page_number":36,"box":{"x":89,"y":807,"width":876,"height":13}},{"id":"00e7b3f1-88b5-4434-96ed-4f94c77feca7","block_type":"box","text":"interest or lending activity, negative sentiment, suspended trading or incorrect free-float calculations, which could be","page_number":36,"box":{"x":89,"y":822,"width":818,"height":13}},{"id":"8f3ef720-3250-4872-a45b-00a4b7b4e737","block_type":"box","text":"indicators of possible irregularities, miscalculations or even fraud). If it identifies such behavior, BFA may, where appropriate,","page_number":36,"box":{"x":89,"y":838,"width":867,"height":12}},{"id":"630a92a2-6387-4c8f-aef2-364d690c518e","block_type":"box","text":"alert the index provider as to the alleged issue. The index provider has sole discretion for the determination as to whether to","page_number":36,"box":{"x":89,"y":853,"width":867,"height":12}},{"id":"49876aef-40b0-4b47-9930-3b88df2bb7a6","block_type":"box","text":"16","page_number":36,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"d317887c-86ca-4a94-b9ac-a55eac59b52b","block_type":"box","text":"continue to include the issuer’s securities in the rebalancing of its index. If the securities continue to be included in the index,","page_number":37,"box":{"x":89,"y":44,"width":873,"height":12}},{"id":"79c1dac1-4fa1-45d0-8585-28cfe7ebc7af","block_type":"box","text":"BFA may underweight or exclude such securities from a Fund’s portfolio and, if it does so, such a fund will be subject to","page_number":37,"box":{"x":89,"y":59,"width":835,"height":12}},{"id":"eba1a4aa-74e5-4126-a6f0-fd8b1bbadda9","block_type":"box","text":"increased tracking error due to the divergence in the securities included in its portfolio from its underlying index. The","page_number":37,"box":{"x":89,"y":74,"width":817,"height":12}},{"id":"6b0f3423-e52b-4da8-8372-511e6417c6a9","block_type":"box","text":"application of the abovementioned analysis and screening to a Fund and its Underlying Index is in the sole discretion of BFA","page_number":37,"box":{"x":89,"y":89,"width":866,"height":13}},{"id":"d942fb39-6292-49c7-b2bc-aa1d30892362","block_type":"box","text":"and its affiliates (without any guarantees). The analysis and screening may not exclude any or all high risk securities from an","page_number":37,"box":{"x":89,"y":104,"width":869,"height":13}},{"id":"3295ac4e-9bf7-412b-8de9-ecb4047ccca0","block_type":"box","text":"Underlying Index or a Fund’s portfolio, and the inclusion of such securities will result in an adverse impact to a Fund’s net","page_number":37,"box":{"x":89,"y":119,"width":848,"height":13}},{"id":"6cb558eb-d4be-46e1-9378-de81bf8ccd6d","block_type":"box","text":"asset value if one or more such securities declines in value.","page_number":37,"box":{"x":89,"y":135,"width":410,"height":9}},{"id":"10982def-fce4-4d88-8bc6-15a3c29804d7","block_type":"box","text":"Volatility Risk.","page_number":37,"box":{"x":88,"y":161,"width":101,"height":12}},{"id":"8002d8f4-8341-44ac-bb9a-caf5d1711a16","block_type":"box","text":"The value of a security may fluctuate due to factors affecting markets generally or particular industries. This","page_number":37,"box":{"x":198,"y":161,"width":754,"height":12}},{"id":"2d5fd80b-1081-4e64-a3f9-27d3df2f9f8c","block_type":"box","text":"volatility may affect a Fund’s NAV. Although the Underlying Index was created to seek lower absolute volatility, there is no","page_number":37,"box":{"x":88,"y":176,"width":849,"height":13}},{"id":"9361024c-0f44-42d7-9c5b-0dbdd4db6b64","block_type":"box","text":"guarantee that these strategies will be successful. An underlying index’s index provider may be unsuccessful in creating an","page_number":37,"box":{"x":89,"y":191,"width":858,"height":13}},{"id":"fb4d8d56-e67c-48ce-bc3b-b910ebb16b3e","block_type":"box","text":"index that minimizes volatility, and there is a risk that each Fund may experience more than minimum volatility. Securities in","page_number":37,"box":{"x":89,"y":206,"width":865,"height":13}},{"id":"684fae21-5920-49be-a3a3-37921b0038a9","block_type":"box","text":"the Funds’ portfolios may be subject to price volatility and their prices may not be any less volatile than the market as a whole","page_number":37,"box":{"x":88,"y":222,"width":880,"height":12}},{"id":"1ee50d0d-9e3b-4c24-9480-9bc8ad379eee","block_type":"box","text":"and could be more volatile. Events or financial circumstances affecting individual securities or sectors may increase the","page_number":37,"box":{"x":89,"y":237,"width":831,"height":12}},{"id":"baa80438-0dca-4adf-8d2d-d76379c7a29f","block_type":"box","text":"volatility of the Funds.","page_number":37,"box":{"x":88,"y":252,"width":154,"height":12}},{"id":"aae24fb5-b8b0-4115-b2a5-b434a5051552","block_type":"box","text":"Risk of Investing in Small-Capitalization Companies.","page_number":37,"box":{"x":89,"y":278,"width":374,"height":13}},{"id":"de87989e-ed55-4b24-8402-f7244c647c1e","block_type":"box","text":"Stock prices of small-capitalization companies may be more volatile","page_number":37,"box":{"x":472,"y":278,"width":474,"height":13}},{"id":"f15bd9c8-c157-45bc-9cbe-c162a549bbca","block_type":"box","text":"than those of larger companies, and, therefore, a Fund’s share price may be more volatile than that of funds that invest a","page_number":37,"box":{"x":88,"y":293,"width":843,"height":13}},{"id":"1088e55a-946c-486c-a084-fdb00c5f4fd7","block_type":"box","text":"larger percentage of their assets in stocks issued by large-capitalization or mid-capitalization companies. Stock prices of","page_number":37,"box":{"x":89,"y":308,"width":841,"height":13}},{"id":"ff5c1637-cd14-4eba-b7d3-2b4c0df573cc","block_type":"box","text":"small-capitalization companies are generally more vulnerable than those of large-capitalization or mid-capitalization","page_number":37,"box":{"x":89,"y":324,"width":812,"height":12}},{"id":"08ad4671-a678-4881-95f3-d8cf9b977fd5","block_type":"box","text":"companies to adverse business and economic developments. The stocks of small-capitalization companies may be thinly","page_number":37,"box":{"x":89,"y":339,"width":848,"height":12}},{"id":"18b699aa-ea59-4dfe-8943-dec049e9ec88","block_type":"box","text":"traded, making it difficult for the Funds to buy and sell them. In addition, small-capitalization companies are typically less","page_number":37,"box":{"x":88,"y":354,"width":847,"height":12}},{"id":"feec4f90-9d7f-4640-912b-bc02b990d384","block_type":"box","text":"financially stable than larger, more established companies and may depend on a small number of essential personnel,","page_number":37,"box":{"x":88,"y":369,"width":823,"height":12}},{"id":"09f16e19-e016-4643-bb30-ff856fd94240","block_type":"box","text":"making them more vulnerable to loss of personnel. Small-capitalization companies also normally have less diverse product","page_number":37,"box":{"x":89,"y":384,"width":858,"height":12}},{"id":"1f82edaa-fe40-4ccd-ae4d-7a82f1da1bcd","block_type":"box","text":"lines than large-capitalization companies and are more susceptible to adverse developments concerning their products.","page_number":37,"box":{"x":89,"y":399,"width":837,"height":13}},{"id":"cf02f79b-3d11-4fce-bb9a-f336e377b255","block_type":"box","text":"Indian Economic Trading Partner Risk.","page_number":37,"box":{"x":89,"y":426,"width":275,"height":12}},{"id":"d7b25ca3-a040-4276-875f-05c378321a95","block_type":"box","text":"The Indian economy is subject to a considerable degree of economic, political and","page_number":37,"box":{"x":373,"y":426,"width":574,"height":12}},{"id":"4c9d18ad-d5f1-4fbf-a159-7389c5c7eb54","block_type":"box","text":"social instability. Disparities of wealth, the pace of economic liberalization and ethnic, religious and racial disaffection may","page_number":37,"box":{"x":89,"y":441,"width":850,"height":12}},{"id":"cad33957-e8f3-4105-98bd-907cf5793ad7","block_type":"box","text":"lead to social turmoil, violence and labor unrest in India. In addition, India continues to experience religious and border","page_number":37,"box":{"x":89,"y":456,"width":830,"height":12}},{"id":"5db81536-fdc4-4b7e-b184-514bd011f22e","block_type":"box","text":"disputes as well as separatist movements in certain Indian states. Unanticipated political or social developments may have an","page_number":37,"box":{"x":89,"y":471,"width":875,"height":12}},{"id":"eca8ab27-3feb-4db0-9bdb-6673f6785675","block_type":"box","text":"adverse effect on India’s economy. The Indian government has implemented significant economic reforms in order to","page_number":37,"box":{"x":89,"y":486,"width":821,"height":12}},{"id":"36a57307-5ed6-4676-84ea-6b1f5545c16b","block_type":"box","text":"liberalize trade policy, promote foreign investment in the Indian economy, control the rate of inflation, reduce government","page_number":37,"box":{"x":89,"y":501,"width":850,"height":13}},{"id":"72132851-a5f7-4b1c-80cb-7e978aed7ba7","block_type":"box","text":"control of the economy and develop market mechanisms. There can be no assurance these reforms will continue or that they","page_number":37,"box":{"x":89,"y":516,"width":878,"height":13}},{"id":"0d1ce620-6c17-4ad7-b8ff-f1c19644a54e","block_type":"box","text":"will be effective. The Indian government has experienced chronic structural public sector deficits. High amounts of debt and","page_number":37,"box":{"x":88,"y":531,"width":868,"height":13}},{"id":"3b751d82-3348-4a7f-a41c-1fa88005056b","block_type":"box","text":"public spending may stifle Indian economic growth or cause prolonged periods of recession. The Indian economy has grown","page_number":37,"box":{"x":89,"y":547,"width":872,"height":12}},{"id":"51545aba-576c-4195-b727-5386378b0bca","block_type":"box","text":"rapidly during the past several years and there is no assurance that this growth rate will be maintained. India may experience","page_number":37,"box":{"x":89,"y":562,"width":872,"height":12}},{"id":"b49337e2-8388-49b5-bcaa-83f14fb2cd70","block_type":"box","text":"substantial (and, in some cases, extremely high) rates of inflation or economic recessions causing a negative effect on the","page_number":37,"box":{"x":89,"y":577,"width":852,"height":12}},{"id":"e863b276-84d3-4a3a-be55-51f206bbbe31","block_type":"box","text":"Indian economy.","page_number":37,"box":{"x":89,"y":592,"width":114,"height":12}},{"id":"68b59ba6-6df0-47d8-86b7-ffb7584e6917","block_type":"box","text":"Risk of Investing in Africa.","page_number":37,"box":{"x":89,"y":618,"width":187,"height":13}},{"id":"c09786eb-0810-4513-b17e-425097b2a2f9","block_type":"box","text":"Investments in securities of issuers in certain African countries involve heightened risks","page_number":37,"box":{"x":286,"y":618,"width":609,"height":13}},{"id":"7a60d6b2-c5c5-4cc7-adb7-a0a9dd23d8bc","block_type":"box","text":"including, among others, expropriation and/or nationalization of assets, confiscatory taxation, political instability, including","page_number":37,"box":{"x":89,"y":633,"width":861,"height":13}},{"id":"635ba3af-2bf5-4ab8-b1c6-0be82399455f","block_type":"box","text":"authoritarian and/or military involvement in governmental decision-making, armed conflict, civil war, and social instability as","page_number":37,"box":{"x":89,"y":649,"width":874,"height":12}},{"id":"31e7c94c-936c-4060-a1cf-d61568302bbf","block_type":"box","text":"a result of religious, ethnic and/or socio-economic unrest or widespread outbreaks of disease and, in certain countries,","page_number":37,"box":{"x":89,"y":664,"width":833,"height":12}},{"id":"ed545c70-b24f-49d0-be39-444bee61e498","block_type":"box","text":"genocidal warfare.","page_number":37,"box":{"x":89,"y":679,"width":128,"height":12}},{"id":"89bffbb8-6122-4ec9-b28c-ca08b104c29a","block_type":"box","text":"Certain countries in Africa generally have less developed capital markets than traditional emerging market countries, and,","page_number":37,"box":{"x":89,"y":705,"width":849,"height":13}},{"id":"a4c156cc-ebb4-4a96-abd3-8ef684609ae2","block_type":"box","text":"consequently, the risks of investing in foreign securities are magnified in such countries. Because securities markets of","page_number":37,"box":{"x":89,"y":720,"width":828,"height":13}},{"id":"58f3f353-ce91-46a4-ab2a-01fec4e67df1","block_type":"box","text":"countries in Africa are generally underdeveloped and are generally less correlated to global economic cycles than those","page_number":37,"box":{"x":89,"y":736,"width":833,"height":12}},{"id":"b31dd706-4918-4acd-b898-801fd4e6aabc","block_type":"box","text":"markets located in more developed countries, securities markets in African countries are subject to greater risks associated","page_number":37,"box":{"x":89,"y":751,"width":861,"height":12}},{"id":"7e62aaa8-f6bf-49b0-a986-0e581c3799d0","block_type":"box","text":"with market volatility, lower market capitalization, lower trading volume, illiquidity, inflation, greater price fluctuations and","page_number":37,"box":{"x":88,"y":766,"width":851,"height":12}},{"id":"1caa8b8b-5dfb-4820-8f2e-2a18c40052ca","block_type":"box","text":"uncertainty regarding the existence of trading markets. Moreover, trading on African securities markets may be suspended","page_number":37,"box":{"x":89,"y":781,"width":858,"height":12}},{"id":"170f4a96-9319-43ee-97e8-20a23680bf2a","block_type":"box","text":"altogether.","page_number":37,"box":{"x":89,"y":796,"width":73,"height":12}},{"id":"011c7c7d-9428-49c4-8eed-ed9a1bc250d4","block_type":"box","text":"Market volatility may also be heightened by the actions of a small number of investors. Brokerage firms in certain countries in","page_number":37,"box":{"x":89,"y":822,"width":876,"height":13}},{"id":"9bc1ce73-2f10-48b9-8805-434ea1bb4b86","block_type":"box","text":"Africa may be fewer in number and less established than brokerage firms in more developed markets. Since a Fund may need","page_number":37,"box":{"x":88,"y":838,"width":878,"height":12}},{"id":"4e37bcae-e2a8-4c6d-b6e7-5fd44ea7069f","block_type":"box","text":"to effect securities transactions through these brokerage firms, the Fund is subject to the risk that these brokerage firms will","page_number":37,"box":{"x":88,"y":853,"width":867,"height":12}},{"id":"a68e6a5b-15f3-49c5-b72d-20c700e87fc8","block_type":"box","text":"17","page_number":37,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"7d7a7b7c-e68f-42ed-a133-3951428dad3e","block_type":"box","text":"not be able to fulfill their obligations to the Fund (","page_number":38,"box":{"x":89,"y":44,"width":347,"height":12}},{"id":"146d759e-94bd-42e6-ada2-e0c4f83e8472","block_type":"box","text":"i.e.,","page_number":38,"box":{"x":437,"y":45,"width":21,"height":10}},{"id":"39563574-ee92-4d5b-a738-bc2d150becf4","block_type":"box","text":"counterparty risk). This risk is magnified to the extent that a Fund","page_number":38,"box":{"x":465,"y":44,"width":459,"height":12}},{"id":"dfcb60d5-8180-4c86-8d2a-38d09085017e","block_type":"box","text":"effects securities transactions through a single brokerage firm or a small number of brokerage firms.","page_number":38,"box":{"x":89,"y":59,"width":700,"height":12}},{"id":"cd2cc897-37aa-46fe-a190-2cdbc1215d43","block_type":"box","text":"Certain governments in African countries restrict or control to varying degrees the ability of foreign investors to invest in","page_number":38,"box":{"x":89,"y":85,"width":839,"height":13}},{"id":"13251e03-3db8-4eb5-bc5a-05f670378ff3","block_type":"box","text":"securities of issuers located or operating in those countries. Moreover, certain countries in Africa require governmental","page_number":38,"box":{"x":89,"y":101,"width":829,"height":12}},{"id":"79c3cf1f-4c1a-410d-b64d-c5beedfc151d","block_type":"box","text":"approval or special licenses prior to investment by foreign investors and may limit the amount of investment by foreign","page_number":38,"box":{"x":89,"y":116,"width":829,"height":12}},{"id":"c2b097ac-8348-4a7e-9374-a1132ceb6fcc","block_type":"box","text":"investors in a particular industry and/or issuer, and may limit such foreign investment to a certain class of securities of an","page_number":38,"box":{"x":89,"y":131,"width":848,"height":12}},{"id":"497edfa7-4792-4b0f-a86f-69b1fb499269","block_type":"box","text":"issuer that may have less advantageous rights than the classes available for purchase by domestic investors of the countries","page_number":38,"box":{"x":89,"y":146,"width":867,"height":12}},{"id":"f2927c0c-2d6a-4bd4-8781-bdbd0df0865a","block_type":"box","text":"and/or impose additional taxes on foreign investors. A delay in obtaining a government approval or a license would delay","page_number":38,"box":{"x":89,"y":161,"width":848,"height":12}},{"id":"d772faee-59d6-4711-b3e0-36526a5a5d82","block_type":"box","text":"investments in a particular country, and, as a result, a Fund may not be able to invest in certain securities while approval is","page_number":38,"box":{"x":89,"y":176,"width":852,"height":13}},{"id":"664a407c-78e3-4b05-aec1-9377f8a7c8a6","block_type":"box","text":"pending. The government of a particular country may also withdraw or decline to renew a license that enables a Fund to","page_number":38,"box":{"x":89,"y":191,"width":842,"height":13}},{"id":"324dba3b-662d-4097-b6f3-d0a3eb2a4150","block_type":"box","text":"invest in such country. These factors make investing in issuers located or operating in countries in Africa significantly riskier","page_number":38,"box":{"x":89,"y":206,"width":865,"height":13}},{"id":"33483384-ceef-4deb-a623-b381c6917e78","block_type":"box","text":"than investing in issuers located or operating in more developed countries, and any one of these factors could cause a","page_number":38,"box":{"x":88,"y":222,"width":826,"height":12}},{"id":"d399d37f-2ac4-4428-9446-598f3325afe8","block_type":"box","text":"decline in the value of a Fund’s investments. Issuers located or operating in countries in Africa are generally not subject to the","page_number":38,"box":{"x":89,"y":237,"width":879,"height":12}},{"id":"f57d088a-5a4e-40ee-9378-6fcf55f4b659","block_type":"box","text":"same rules and regulations as issuers located or operating in more developed countries. Therefore, there may be less","page_number":38,"box":{"x":89,"y":252,"width":816,"height":12}},{"id":"31959191-f0ee-4eb8-ac7e-f007a6c234be","block_type":"box","text":"financial and other information publicly available with regard to issuers located or operating in countries in Africa and such","page_number":38,"box":{"x":88,"y":267,"width":861,"height":12}},{"id":"7de0ce67-5f5c-4816-a302-d83ee67bfc2b","block_type":"box","text":"issuers are generally not subject to the uniform accounting, auditing and financial reporting standards applicable to issuers","page_number":38,"box":{"x":89,"y":282,"width":861,"height":12}},{"id":"37dd10e2-c064-4de6-8836-ab7fab95a698","block_type":"box","text":"located or operating in more developed countries.","page_number":38,"box":{"x":89,"y":297,"width":348,"height":12}},{"id":"691c47b9-c9ed-49e8-90cf-ec9e9ec1e7b6","block_type":"box","text":"In addition, governments of certain countries in Africa in which a Fund may invest may levy withholding or other taxes on","page_number":38,"box":{"x":89,"y":324,"width":851,"height":12}},{"id":"5546a8b0-c0e6-44a5-91d6-8b9c8ab29a65","block_type":"box","text":"income such as dividends, interest and realized capital gains. Although in certain countries in Africa a portion of these taxes","page_number":38,"box":{"x":89,"y":339,"width":865,"height":12}},{"id":"34786dd2-2dd5-4864-b608-50f0d9219cd5","block_type":"box","text":"are recoverable, the non-recovered portion of foreign withholding taxes will reduce the income received from investments in","page_number":38,"box":{"x":89,"y":354,"width":868,"height":12}},{"id":"8428f2a4-ee7a-4a7a-968f-186ab3597506","block_type":"box","text":"such countries.","page_number":38,"box":{"x":89,"y":369,"width":105,"height":10}},{"id":"4cf0e745-78ea-4abe-b09c-481be0f57308","block_type":"box","text":"Investment in countries in Africa may be subject to a greater degree of risk associated with governmental approval in","page_number":38,"box":{"x":89,"y":395,"width":818,"height":13}},{"id":"b748f330-6933-420a-9eec-9733d04bb497","block_type":"box","text":"connection with the repatriation of investment income, capital or the proceeds of sales of securities by foreign investors. In","page_number":38,"box":{"x":89,"y":410,"width":858,"height":13}},{"id":"062e5240-c45d-4e27-8cdb-1100c6d49fbf","block_type":"box","text":"addition, there is the risk that if an African country’s balance of payments declines, such African country may impose","page_number":38,"box":{"x":89,"y":426,"width":819,"height":12}},{"id":"c79700c2-387a-482b-bc03-24cb8d46b059","block_type":"box","text":"temporary restrictions on foreign capital remittances. Consequently, a Fund could be adversely affected by delays in, or a","page_number":38,"box":{"x":88,"y":441,"width":844,"height":12}},{"id":"42ebc6d4-7123-4bdb-968e-f9b9bc6362f5","block_type":"box","text":"refusal to grant, required governmental approval for repatriation of capital, as well as by the application to the Fund of any","page_number":38,"box":{"x":89,"y":456,"width":853,"height":12}},{"id":"f02d4e0c-8e48-44ac-a4e2-471d5293d367","block_type":"box","text":"restrictions on investments. Additionally, investments in countries in Africa may require a Fund to adopt special procedures,","page_number":38,"box":{"x":89,"y":471,"width":864,"height":12}},{"id":"2e43a186-6e73-4fcc-ae35-9994f8f781a5","block_type":"box","text":"seek local government approvals or take other actions, each of which may involve additional costs to a Fund.","page_number":38,"box":{"x":89,"y":486,"width":760,"height":12}},{"id":"f6eee516-532e-47f3-8203-b8bf7dfb50a2","block_type":"box","text":"Securities laws in many countries in Africa are relatively new and unsettled and, consequently, there is a risk of rapid and","page_number":38,"box":{"x":88,"y":513,"width":843,"height":12}},{"id":"d081410d-1a74-4f58-8543-a5462cc5548e","block_type":"box","text":"unpredictable change in laws regarding foreign investment, securities regulation, title to securities and shareholder rights.","page_number":38,"box":{"x":89,"y":528,"width":851,"height":12}},{"id":"a8088b8b-67d8-49c1-b607-41a38da31801","block_type":"box","text":"Accordingly, foreign investors may be adversely affected by new or amended laws and regulations. In addition, there may be","page_number":38,"box":{"x":88,"y":543,"width":868,"height":12}},{"id":"3d2a0ee1-e66c-4c1b-a251-36b5002c6a22","block_type":"box","text":"no single centralized securities exchange on which securities are traded in certain countries in Africa and the systems of","page_number":38,"box":{"x":89,"y":558,"width":840,"height":12}},{"id":"c3920882-f037-49b4-ae3e-ef26d05ca938","block_type":"box","text":"corporate governance to which issuers located in countries in Africa are subject may be less advanced than those systems to","page_number":38,"box":{"x":89,"y":573,"width":874,"height":12}},{"id":"017e7c46-de07-47ca-8e3f-e44efcc9549b","block_type":"box","text":"which issuers located in more developed countries are subject, and, therefore, shareholders of issuers located in such","page_number":38,"box":{"x":88,"y":588,"width":821,"height":12}},{"id":"c0fa527d-d035-4d8b-a3ea-779ee52216ea","block_type":"box","text":"countries may not receive many of the protections available to shareholders of issuers located in more developed countries.","page_number":38,"box":{"x":89,"y":603,"width":864,"height":13}},{"id":"4a30bc5c-7938-4dd2-9db0-fccd759ddd05","block_type":"box","text":"Even in circumstances where adequate laws and shareholder rights exist, it may not be possible to obtain swift and equitable","page_number":38,"box":{"x":89,"y":618,"width":874,"height":13}},{"id":"0d7cf41c-799d-4f6b-a1db-1f063c440244","block_type":"box","text":"enforcement of the law. In addition, the enforcement of systems of taxation at federal, regional and local levels in countries in","page_number":38,"box":{"x":89,"y":633,"width":875,"height":13}},{"id":"2b9ff149-d2d7-4eb2-9c9f-a3be8ea039ff","block_type":"box","text":"Africa may be inconsistent and subject to sudden change.","page_number":38,"box":{"x":88,"y":649,"width":406,"height":12}},{"id":"152e5da3-3ae0-487a-81f2-69dd4128cfcc","block_type":"box","text":"Certain countries in Africa may be heavily dependent upon international trade and, consequently, have been and may","page_number":38,"box":{"x":89,"y":675,"width":821,"height":12}},{"id":"42184256-eb70-4761-90e7-62803e7c3165","block_type":"box","text":"continue to be negatively affected by trade barriers, exchange controls, managed adjustments in relative currency values and","page_number":38,"box":{"x":89,"y":690,"width":873,"height":13}},{"id":"2c1a3e92-31e5-409a-b548-623dfdbf418f","block_type":"box","text":"other protectionist measures imposed or negotiated by the countries with which they trade. These countries also have been","page_number":38,"box":{"x":89,"y":705,"width":866,"height":13}},{"id":"08cc2d3e-d454-47c0-9c9e-8822791db7e5","block_type":"box","text":"and may continue to be adversely affected by economic conditions in the countries with which they trade. Certain countries","page_number":38,"box":{"x":89,"y":720,"width":867,"height":13}},{"id":"f1793306-548e-4614-8ada-1c7340f3d6e4","block_type":"box","text":"in Africa depend to a significant extent upon exports of primary commodities such as gold, silver, copper and diamonds.","page_number":38,"box":{"x":89,"y":736,"width":842,"height":12}},{"id":"a37aed70-782d-4f92-97be-34d841491e8f","block_type":"box","text":"These countries therefore are vulnerable to changes in commodity prices, which may be affected by a variety of factors. In","page_number":38,"box":{"x":88,"y":751,"width":854,"height":12}},{"id":"ffca3459-a8ca-4c5a-ac3a-5587a695eb8f","block_type":"box","text":"addition, certain issuers located in countries in Africa in which a Fund invests may operate in, or have dealings with, countries","page_number":38,"box":{"x":89,"y":766,"width":879,"height":12}},{"id":"5d03dc77-0e0a-40ad-8072-78162aaeefe1","block_type":"box","text":"subject to sanctions and/or embargoes imposed by the U.S. government and the United Nations, and/or countries identified","page_number":38,"box":{"x":89,"y":781,"width":871,"height":12}},{"id":"b22b06da-cb2a-43d2-a4f6-6fe1d227b077","block_type":"box","text":"by the U.S. government as state sponsors of terrorism. As a result, an issuer may sustain damage to its reputation if it is","page_number":38,"box":{"x":89,"y":796,"width":835,"height":12}},{"id":"312729ab-921a-43b3-b438-69f33d700cfb","block_type":"box","text":"identified as an issuer which operates in, or has dealings with, such countries. A Fund, as an investor in such issuers, will be","page_number":38,"box":{"x":89,"y":811,"width":863,"height":12}},{"id":"6fa1ba7b-a94b-4ec7-b1da-87c885b317c5","block_type":"box","text":"indirectly subject to those risks.","page_number":38,"box":{"x":89,"y":826,"width":219,"height":13}},{"id":"9f21e198-6760-4dad-bf81-0f15197a9043","block_type":"box","text":"18","page_number":38,"box":{"x":522,"y":894,"width":14,"height":9}},{"id":"1e37cecb-8b5c-4ec1-a53d-7caf94fcf02e","block_type":"box","text":"The governments of certain countries in Africa may exercise substantial influence over many aspects of the private sector","page_number":39,"box":{"x":88,"y":44,"width":851,"height":12}},{"id":"16adbf40-5c19-4e4c-9558-971b58d48869","block_type":"box","text":"and may own or control many companies. Future government actions could have a significant effect on the economic","page_number":39,"box":{"x":89,"y":59,"width":824,"height":12}},{"id":"088bfe77-456e-4f9f-ad13-e59665208b83","block_type":"box","text":"conditions in such countries, which could have a negative impact on private sector companies. There is also the possibility of","page_number":39,"box":{"x":89,"y":74,"width":876,"height":12}},{"id":"90bef48f-0ed3-4f33-8df7-6b9101ed72bc","block_type":"box","text":"diplomatic developments that could adversely affect investments in certain countries in Africa. Some countries in Africa may","page_number":39,"box":{"x":89,"y":89,"width":872,"height":13}},{"id":"2850e26e-cb7e-4eaf-9b14-79f7e36f65c4","block_type":"box","text":"be affected by a greater degree of public corruption and crime, including organized crime.","page_number":39,"box":{"x":89,"y":104,"width":626,"height":13}},{"id":"7ccbc39f-6ded-4193-a98a-62469bf0d7e2","block_type":"box","text":"Political instability and protests in North Africa and the Middle East have caused and may in the future cause significant","page_number":39,"box":{"x":89,"y":131,"width":835,"height":12}},{"id":"5de2b0df-af14-46fe-a3a3-ea60d9a78c8f","block_type":"box","text":"disruptions to many industries. In addition, the outbreak of Ebola in Western Africa severely challenged health care industries","page_number":39,"box":{"x":89,"y":146,"width":875,"height":12}},{"id":"6694937e-d6d6-4b90-a595-2087531f6f02","block_type":"box","text":"in those countries and adversely impacted the region’s economy due to quarantines and disruptions of trade, which has","page_number":39,"box":{"x":89,"y":161,"width":839,"height":12}},{"id":"9dbdf037-e783-4387-8012-b21b0e1af176","block_type":"box","text":"further increased instability in the region. This instability has demonstrated that political and social unrest can spread quickly","page_number":39,"box":{"x":88,"y":176,"width":875,"height":13}},{"id":"affe3f1b-54bd-470b-8890-d8fccce6b7ff","block_type":"box","text":"through the region, and that developments in one country can influence the political events in neighboring countries. Some","page_number":39,"box":{"x":88,"y":191,"width":866,"height":13}},{"id":"f5f8c1dc-5ee3-4cfe-80b7-7f711b247513","block_type":"box","text":"protests have turned violent, and civil war and political reconstruction in certain countries such as Libya, Iraq and Syria pose a","page_number":39,"box":{"x":89,"y":206,"width":878,"height":13}},{"id":"79045ab8-14bd-46ea-9f8d-5f2e374ed88d","block_type":"box","text":"risk to investments in the region. Continued political and social unrest in these regions, including the ongoing warfare and","page_number":39,"box":{"x":89,"y":222,"width":853,"height":12}},{"id":"4c38610e-c58b-4f1e-a0d4-cf3496a8c5d5","block_type":"box","text":"terrorist activities in the Middle East and Africa, may negatively affect the value of an investment in a Fund.","page_number":39,"box":{"x":88,"y":237,"width":746,"height":12}},{"id":"aaadfc72-c986-4d03-b776-eb03009c2d61","block_type":"box","text":"Risk of Investing in Asia.","page_number":39,"box":{"x":89,"y":263,"width":175,"height":12}},{"id":"bbcbb94f-b469-43d5-ba7d-97c83cdc55c6","block_type":"box","text":"Investments in securities of issuers in certain Asian countries involve risks not typically associated","page_number":39,"box":{"x":278,"y":263,"width":682,"height":12}},{"id":"3885330a-c523-4802-a5ef-04258947202f","block_type":"box","text":"with investments in securities of issuers in other regions. Such heightened risks include, among others, expropriation and/or","page_number":39,"box":{"x":88,"y":278,"width":874,"height":13}},{"id":"bc31bbe2-4f0c-44d1-9cea-24e4c983072f","block_type":"box","text":"nationalization of assets, confiscatory taxation, piracy of intellectual property, data and other security breaches (especially of","page_number":39,"box":{"x":89,"y":293,"width":873,"height":13}},{"id":"7718ff3a-ded2-4acd-b96f-21eca4278a55","block_type":"box","text":"data stored electronically), political instability, including authoritarian and/or military involvement in governmental decision","page_number":39,"box":{"x":89,"y":308,"width":870,"height":13}},{"id":"b9436595-22a6-4e32-bfba-c98f107447f8","block_type":"box","text":"making, armed conflict and social instability as a result of religious, ethnic and/or socio-economic unrest. Certain Asian","page_number":39,"box":{"x":89,"y":324,"width":837,"height":12}},{"id":"88744697-1086-4afb-b850-599d9200fd49","block_type":"box","text":"economies have experienced rapid rates of economic growth and industrialization in recent years, and there is no assurance","page_number":39,"box":{"x":89,"y":339,"width":867,"height":12}},{"id":"3bdb0f99-61ca-4482-bb97-66c92e43311f","block_type":"box","text":"that these rates of economic growth and industrialization will be maintained.","page_number":39,"box":{"x":88,"y":354,"width":538,"height":12}},{"id":"5c85392b-ee21-48c5-b35f-731415713b71","block_type":"box","text":"Certain Asian countries have democracies with relatively short histories, which may increase the risk of political instability.","page_number":39,"box":{"x":89,"y":380,"width":852,"height":13}},{"id":"2760e6bd-32b2-46cf-9b51-33edc572e324","block_type":"box","text":"These countries have faced political and military unrest, and further unrest could present a risk to their local economies and","page_number":39,"box":{"x":88,"y":395,"width":867,"height":13}},{"id":"e0760615-1450-4b60-9677-ccf3e36af528","block_type":"box","text":"securities markets. Indonesia and the Philippines have each experienced violence and terrorism, which has negatively","page_number":39,"box":{"x":89,"y":410,"width":821,"height":13}},{"id":"7e33d0df-9807-4bec-ab46-a8290415c809","block_type":"box","text":"impacted their economies. North Korea and South Korea each have substantial military capabilities, and historical tensions","page_number":39,"box":{"x":89,"y":426,"width":855,"height":12}},{"id":"8b82cefc-88cd-41f5-be19-1a32ac16f547","block_type":"box","text":"between the two countries present the risk of war. Escalated tensions involving the two countries and any outbreak of","page_number":39,"box":{"x":89,"y":441,"width":825,"height":12}},{"id":"9111d205-7832-4d29-b05a-79065cf0e5dc","block_type":"box","text":"hostilities between the two countries, or even the threat of an outbreak of hostilities, could have a severe adverse effect on","page_number":39,"box":{"x":89,"y":456,"width":854,"height":11}},{"id":"c3872705-13c6-4e66-82fd-0a2d148378e6","block_type":"box","text":"the entire Asian region. Certain Asian countries have also developed increasingly strained relationships with the U.S., and if","page_number":39,"box":{"x":88,"y":471,"width":860,"height":12}},{"id":"dba9b1ac-0ce1-4911-af9c-b88a8b271764","block_type":"box","text":"these relations were to worsen, they could adversely affect Asian issuers that rely on the U.S. for trade. Political, religious, and","page_number":39,"box":{"x":88,"y":486,"width":875,"height":12}},{"id":"aba69b07-2924-4c9b-8d74-4707edac523d","block_type":"box","text":"border disputes persist in India. India has recently experienced and may continue to experience civil unrest and hostilities","page_number":39,"box":{"x":89,"y":501,"width":847,"height":13}},{"id":"4e5a2055-bb0e-49b2-9e02-6f74ec98b0c4","block_type":"box","text":"with certain of its neighboring countries. Increased political and social unrest in these geographic areas could adversely affect","page_number":39,"box":{"x":88,"y":516,"width":880,"height":13}},{"id":"f7b93dc3-9638-4a16-a14b-951160ca8ed4","block_type":"box","text":"the performance of investments in this region.","page_number":39,"box":{"x":88,"y":531,"width":323,"height":13}},{"id":"a9b02fdc-e7c9-4d97-b03b-e1a09339a7d4","block_type":"box","text":"Certain governments in this region administer prices on several basic goods, including fuel and electricity, within their","page_number":39,"box":{"x":89,"y":558,"width":822,"height":12}},{"id":"80cf1042-8385-4a56-9b6d-53ee75fa340d","block_type":"box","text":"respective countries. Certain governments may exercise substantial influence over many aspects of the private sector in their","page_number":39,"box":{"x":89,"y":573,"width":873,"height":12}},{"id":"911e9969-2407-4c6b-9b25-40551a59ca6a","block_type":"box","text":"respective countries and may own or control many companies. Future government actions could have a significant effect on","page_number":39,"box":{"x":89,"y":588,"width":868,"height":12}},{"id":"35c6d7d7-a662-4854-a64f-938e9a6c9a5b","block_type":"box","text":"the economic conditions in this region, which in turn could have a negative impact on private sector companies. There is also","page_number":39,"box":{"x":88,"y":603,"width":878,"height":13}},{"id":"2a9de466-6a3d-46d6-8b6d-e3f6d9221bd4","block_type":"box","text":"the possibility of diplomatic developments adversely affecting investments in the region.","page_number":39,"box":{"x":88,"y":618,"width":617,"height":13}},{"id":"86601de0-2219-443e-b9d7-136f8b71e9b4","block_type":"box","text":"Corruption and the perceived lack of a rule of law in dealings with international companies in certain Asian countries may","page_number":39,"box":{"x":89,"y":645,"width":851,"height":12}},{"id":"31af1955-53fc-4e16-9019-dfe2e4bba994","block_type":"box","text":"discourage foreign investment and could negatively impact the long-term growth of certain economies in this region. In","page_number":39,"box":{"x":89,"y":660,"width":838,"height":12}},{"id":"00bebbc3-c074-40dd-95f7-41f6639189a6","block_type":"box","text":"addition, certain countries in the region are experiencing high unemployment and corruption, and have fragile banking","page_number":39,"box":{"x":89,"y":675,"width":830,"height":12}},{"id":"f23cf4e8-3c60-4cc1-9d1f-d310dc01417d","block_type":"box","text":"sectors.","page_number":39,"box":{"x":89,"y":691,"width":53,"height":9}},{"id":"5b82a217-1c47-4797-b8b9-80e6491f3920","block_type":"box","text":"Some economies in this region are dependent on a range of commodities, including oil, natural gas and coal. Accordingly,","page_number":39,"box":{"x":88,"y":717,"width":852,"height":12}},{"id":"aaf4f17a-1e64-4e2d-98cf-ec095ecd1e13","block_type":"box","text":"they are strongly affected by international commodity prices and particularly vulnerable to any weakening in global demand","page_number":39,"box":{"x":88,"y":732,"width":867,"height":12}},{"id":"ab21b7b8-0d37-4e2d-8032-b8467e463c8f","block_type":"box","text":"for these products. The market for securities in this region may also be directly influenced by the flow of international capital,","page_number":39,"box":{"x":88,"y":747,"width":875,"height":12}},{"id":"fc31a050-61f9-4553-8653-38993a38a9c3","block_type":"box","text":"and by the economic and market conditions of neighboring countries. China is a key trading partner of many Asian countries","page_number":39,"box":{"x":89,"y":762,"width":874,"height":12}},{"id":"49411e13-60e2-44be-9d64-75b5b7e44716","block_type":"box","text":"and any changes in trading relationships between China and other Asian countries may affect the region as a whole. Adverse","page_number":39,"box":{"x":89,"y":777,"width":874,"height":12}},{"id":"d7f39d90-b1b0-4987-941a-44edbadf7be7","block_type":"box","text":"economic conditions or developments in neighboring countries may increase investors’ perception of the risk of investing in","page_number":39,"box":{"x":89,"y":792,"width":867,"height":13}},{"id":"2ff6295a-d939-4315-a103-81c5110635de","block_type":"box","text":"the region as a whole, which may adversely impact the market value of the securities issued by companies in the region.","page_number":39,"box":{"x":88,"y":807,"width":840,"height":13}},{"id":"93e63fc5-b3d0-45d3-b694-0c4f6bb89507","block_type":"box","text":"Risk of Investing in Australasia.","page_number":39,"box":{"x":89,"y":834,"width":224,"height":12}},{"id":"0b832d4e-0675-470d-a0f4-14e1239acc6d","block_type":"box","text":"The economies of Australasia, which include Australia and New Zealand, are dependent on","page_number":39,"box":{"x":322,"y":834,"width":637,"height":12}},{"id":"0a4497cf-1cc7-4c87-bb6a-3c9a10599c0d","block_type":"box","text":"exports from the agricultural and mining sectors. This makes Australasian economies susceptible to fluctuations in the","page_number":39,"box":{"x":89,"y":849,"width":832,"height":12}},{"id":"0901ed17-a40b-4296-ae48-0cdd978aa965","block_type":"box","text":"commodity markets. Australasian economies are also increasingly dependent on their growing service and tourism","page_number":39,"box":{"x":89,"y":864,"width":805,"height":12}},{"id":"54fd8fd4-397b-44bc-85d4-5ec1d4abf366","block_type":"box","text":"19","page_number":39,"box":{"x":521,"y":894,"width":15,"height":9}},{"id":"23965197-fe4e-4c67-b30d-f1acd3330fb3","block_type":"box","text":"industries. Australia and New Zealand are located in a part of the world that has historically been prone to natural disasters,","page_number":40,"box":{"x":89,"y":44,"width":863,"height":12}},{"id":"46e78b1c-4412-4576-8988-259774e6a415","block_type":"box","text":"such as drought and flooding. Any such event in the future could have a significant adverse impact on the economies of","page_number":40,"box":{"x":89,"y":59,"width":841,"height":12}},{"id":"367b19a3-a0a7-4291-a47b-e19f2a5276ee","block_type":"box","text":"Australia and New Zealand and affect the value of securities held by a relevant Fund. The economies of Australia and New","page_number":40,"box":{"x":88,"y":74,"width":853,"height":12}},{"id":"b629d0a8-3ce4-410e-80fa-7c02d0d85eb1","block_type":"box","text":"Zealand are dependent on trading with certain key trading partners, including Asia and the U.S. Economic events in the U.S.,","page_number":40,"box":{"x":89,"y":89,"width":867,"height":13}},{"id":"3d25292d-a23d-4bb0-aa01-dbeb5cf543ab","block_type":"box","text":"Asia, or in other key trading countries can have a significant economic effect on the Australasian economies. The economies","page_number":40,"box":{"x":88,"y":104,"width":872,"height":13}},{"id":"4e8a543e-a152-4d47-aa81-eac99a5c1379","block_type":"box","text":"of Australia and New Zealand are heavily dependent on the mining sector. Passage of new regulations limiting foreign","page_number":40,"box":{"x":89,"y":119,"width":823,"height":13}},{"id":"6e09d0b2-37db-4261-9621-72ecb4ed3792","block_type":"box","text":"ownership of companies in the mining sector or imposition of new taxes on profits of mining companies may dissuade","page_number":40,"box":{"x":89,"y":135,"width":832,"height":12}},{"id":"f9ef5ce6-8072-49f0-8550-3bc473788a54","block_type":"box","text":"foreign investment, and as a result, have a negative impact on companies to which a Fund has exposure.","page_number":40,"box":{"x":88,"y":150,"width":731,"height":12}},{"id":"1f051f43-6c66-490a-9d3c-9ccd20da1450","block_type":"box","text":"Risk of Investing in Central and South America.","page_number":40,"box":{"x":89,"y":176,"width":339,"height":13}},{"id":"e02eaa37-d12e-4834-9111-bc39f74859d4","block_type":"box","text":"The economies of certain Central and South American countries have","page_number":40,"box":{"x":437,"y":176,"width":488,"height":10}},{"id":"19ceae13-bc6e-4228-9c06-dd49205ea22c","block_type":"box","text":"experienced high interest rates, economic volatility, inflation, currency devaluations, government defaults, regime changes,","page_number":40,"box":{"x":89,"y":191,"width":859,"height":13}},{"id":"ee21b032-0a2a-497b-a9ad-a7a321d58ed3","block_type":"box","text":"high unemployment rates and political instability which can adversely affect issuers in these countries. In addition,","page_number":40,"box":{"x":89,"y":206,"width":799,"height":13}},{"id":"19483451-3498-4c39-bc49-607fea495bc0","block_type":"box","text":"commodities (such as oil, gas and minerals) represent a significant percentage of exports for the regions and many","page_number":40,"box":{"x":89,"y":222,"width":806,"height":12}},{"id":"ce8aa321-687b-498a-959d-7b2d5d607274","block_type":"box","text":"economies in these regions are particularly sensitive to fluctuations in commodity prices. Adverse economic events in one","page_number":40,"box":{"x":89,"y":237,"width":854,"height":12}},{"id":"97a61d6b-223f-40f6-88c8-42ccff73ea6a","block_type":"box","text":"country may have a significant adverse effect on other countries of these regions.","page_number":40,"box":{"x":89,"y":252,"width":569,"height":12}},{"id":"9c5c4492-b6fe-4ee8-8b93-c88d27f3cd50","block_type":"box","text":"The governments of certain countries in Central and South America may exercise substantial influence over many aspects of","page_number":40,"box":{"x":88,"y":278,"width":874,"height":13}},{"id":"e3413853-8551-4134-9d86-3ce9914086b5","block_type":"box","text":"the private sector and may own or control many companies. Future government actions could have a significant effect on the","page_number":40,"box":{"x":88,"y":293,"width":878,"height":13}},{"id":"96f7252d-5ee7-4a61-a580-618f133a7b93","block_type":"box","text":"economic conditions in such countries, which could have a negative impact on the securities in which a Fund invests.","page_number":40,"box":{"x":89,"y":308,"width":821,"height":13}},{"id":"ecfda39e-fbf1-49e4-ac79-922408d28b2d","block_type":"box","text":"Diplomatic developments may also adversely affect investments in certain countries in Central and South America. Some","page_number":40,"box":{"x":89,"y":324,"width":846,"height":12}},{"id":"34b57423-a029-404f-8276-74aeb0b1d8a1","block_type":"box","text":"countries in Central and South America may be affected by public corruption and crime, including organized crime.","page_number":40,"box":{"x":89,"y":339,"width":804,"height":12}},{"id":"1ef8a545-3821-4177-80c8-bc4631e09e64","block_type":"box","text":"Certain countries in Central and South America may be heavily dependent upon international trade and, consequently, have","page_number":40,"box":{"x":89,"y":365,"width":865,"height":12}},{"id":"a6407f3b-7652-4ecb-8f77-658bb4ddd16b","block_type":"box","text":"been and may continue to be negatively affected by trade barriers, exchange controls, managed adjustments in relative","page_number":40,"box":{"x":89,"y":380,"width":832,"height":13}},{"id":"f9ae6ec1-0e47-45ab-926d-47925442dd2d","block_type":"box","text":"currency values and other protectionist measures imposed or negotiated by the countries with which they trade. These","page_number":40,"box":{"x":89,"y":395,"width":834,"height":13}},{"id":"7fa8888c-aaae-4a40-ba2f-19a1e4715752","block_type":"box","text":"countries also have been and may continue to be adversely affected by economic conditions in the countries with which they","page_number":40,"box":{"x":89,"y":410,"width":876,"height":13}},{"id":"552116ef-c413-4429-bac5-cb3d051610f5","block_type":"box","text":"trade. In addition, certain issuers located in countries in Central and South America in which a Fund invests may be the","page_number":40,"box":{"x":88,"y":426,"width":832,"height":12}},{"id":"088ce628-d874-4c4f-8d65-f90709768637","block_type":"box","text":"subject of sanctions (for example, the U.S. has imposed sanctions on certain Venezuelan individuals, corporate entities and","page_number":40,"box":{"x":89,"y":441,"width":859,"height":12}},{"id":"1a4def3f-9c28-4bdc-bd01-4f42544020f4","block_type":"box","text":"the Venezuelan government) or have dealings with countries subject to sanctions and/or embargoes imposed by the U.S.","page_number":40,"box":{"x":88,"y":456,"width":849,"height":12}},{"id":"a37bcc41-0315-4f86-be65-e65beb60dca9","block_type":"box","text":"government and the United Nations and/or countries identified by the U.S. government as state sponsors of terrorism. An","page_number":40,"box":{"x":89,"y":471,"width":852,"height":12}},{"id":"db3ccafa-dd23-4e24-9c5f-4aa8aafa6317","block_type":"box","text":"issuer may sustain damage to its reputation if it is identified as an issuer that has dealings with such countries. A Fund may","page_number":40,"box":{"x":89,"y":486,"width":863,"height":12}},{"id":"7ffd82dc-a7e9-4c2f-90cb-bba7333f22df","block_type":"box","text":"be adversely affected if it invests in such issuers.","page_number":40,"box":{"x":89,"y":501,"width":335,"height":13}},{"id":"0ef07a39-dfe8-4a87-8518-0a4375e71f5a","block_type":"box","text":"Risk of Investing in China.","page_number":40,"box":{"x":89,"y":528,"width":185,"height":12}},{"id":"c349ac7c-f49f-41ce-9fa2-93f6933bc780","block_type":"box","text":"Investments in securities of companies domiciled in China involve a high degree of risk and","page_number":40,"box":{"x":284,"y":528,"width":636,"height":12}},{"id":"d5ab2eef-3a65-45be-8f9c-db89b8c6dc65","block_type":"box","text":"special considerations not typically associated with investing in the U.S. securities markets. Such heightened risks include,","page_number":40,"box":{"x":89,"y":543,"width":852,"height":12}},{"id":"02496261-4711-4e51-bb25-b1dcb4a7fad3","block_type":"box","text":"among others, an authoritarian government, popular unrest associated with demands for improved political, economic and","page_number":40,"box":{"x":89,"y":558,"width":863,"height":12}},{"id":"69bb20af-2298-46c2-89b5-1677aec5b57e","block_type":"box","text":"social conditions, the impact of regional conflict on the economy and hostile relations with other countries.","page_number":40,"box":{"x":89,"y":573,"width":750,"height":12}},{"id":"c66a7a13-3502-4369-8ac7-d485000b4819","block_type":"box","text":"Military conflicts, either in response to internal social unrest or conflicts with other countries, could disrupt economic","page_number":40,"box":{"x":89,"y":599,"width":820,"height":13}},{"id":"ee5c9d36-abf2-4834-bcc2-dee31d72bf64","block_type":"box","text":"development. The Chinese economy is vulnerable to the long-running disagreements and religious and nationalist disputes","page_number":40,"box":{"x":89,"y":615,"width":862,"height":12}},{"id":"a4afd8cb-8790-4da3-a28a-0b47a2b1fe91","block_type":"box","text":"with Tibet and the Xinjiang region. Since 1997, there have been tensions between the Chinese government and many people","page_number":40,"box":{"x":88,"y":630,"width":870,"height":12}},{"id":"b4edb1c6-3710-4b65-a508-efa183b80bc2","block_type":"box","text":"in Hong Kong who perceive China as tightening control over Hong Kong’s semi-autonomous liberal political, economic, legal,","page_number":40,"box":{"x":89,"y":645,"width":875,"height":12}},{"id":"67031a01-e345-4591-8dfd-fe6e5103d86f","block_type":"box","text":"and social framework. Protests and unrest have increased tensions even further. Due to the interconnected nature of the","page_number":40,"box":{"x":89,"y":660,"width":842,"height":10}},{"id":"0f9aeee0-160f-4840-86b4-dbff417d38d0","block_type":"box","text":"Hong Kong and Chinese economies, this instability in Hong Kong may cause uncertainty in the Hong Kong and Chinese","page_number":40,"box":{"x":89,"y":675,"width":835,"height":12}},{"id":"b1bd5f26-e086-40d0-b0d2-3fd4c00658d3","block_type":"box","text":"markets. China has a complex territorial dispute regarding the sovereignty of Taiwan and has made threats of invasion.","page_number":40,"box":{"x":89,"y":690,"width":830,"height":13}},{"id":"73ccad22-6c42-42cb-bd02-76a9d2768adc","block_type":"box","text":"Taiwan-based companies and individuals are significant investors in China. The continuing hostility between China and","page_number":40,"box":{"x":88,"y":705,"width":834,"height":13}},{"id":"2a98c344-4935-445d-9632-ef61caed09f9","block_type":"box","text":"Taiwan may have an adverse impact on the value of the value of the Fund’s investments in China or Taiwan, may cause a","page_number":40,"box":{"x":88,"y":720,"width":845,"height":13}},{"id":"6d9410f8-ac15-48f6-96fa-701b3ebf0c66","block_type":"box","text":"suspension in a Fund’s ability to trade in certain securities or other assets, or may otherwise make such investments","page_number":40,"box":{"x":89,"y":736,"width":811,"height":12}},{"id":"fcea5353-7b24-4acb-aef5-76f731c159a0","block_type":"box","text":"impracticable or impossible. Any escalation of hostility between China and Taiwan would likely have a significant adverse","page_number":40,"box":{"x":89,"y":751,"width":846,"height":12}},{"id":"20b9573d-d966-42c6-82ae-2a1c31621350","block_type":"box","text":"impact on the value of the Fund’s investments in both countries and the region. In addition, China has strained international","page_number":40,"box":{"x":89,"y":766,"width":866,"height":12}},{"id":"97255011-5c98-485f-9c02-70c731234916","block_type":"box","text":"relations with Japan, India, the Philippines and other neighbors due to territorial disputes, historical animosities and other","page_number":40,"box":{"x":89,"y":781,"width":848,"height":12}},{"id":"7d432521-8c92-4b13-b982-54b33da9e038","block_type":"box","text":"defense concerns. Frictions between China and the Philippines in the South China Sea pose a risk of escalation potentially","page_number":40,"box":{"x":89,"y":796,"width":851,"height":12}},{"id":"79b1e615-2e59-4126-88be-ebc1ce40ece5","block_type":"box","text":"leading to military conflict. Additionally, China is alleged to have participated in state-sponsored cyberattacks against foreign","page_number":40,"box":{"x":89,"y":811,"width":871,"height":12}},{"id":"3513e49d-fce4-4578-8878-ac098ac7ded6","block_type":"box","text":"companies and foreign governments. Actual and threatened responses to such activity and strained international relations,","page_number":40,"box":{"x":89,"y":826,"width":860,"height":13}},{"id":"e34da27e-0746-41b4-8633-037988690d2b","block_type":"box","text":"including purchasing restrictions, sanctions, tariffs or cyberattacks on the Chinese government or Chinese companies, may","page_number":40,"box":{"x":89,"y":841,"width":861,"height":13}},{"id":"65f9ce42-b958-4356-912e-640dd12e8ce8","block_type":"box","text":"impact China’s economy and Chinese issuers of securities in which a Fund invests. China could be affected by military events","page_number":40,"box":{"x":89,"y":856,"width":873,"height":13}},{"id":"7cd0fbdf-7f2a-4a3a-bef7-c7db91d4b1a2","block_type":"box","text":"20","page_number":40,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"e8daf34a-0b7f-4a6a-8738-a1cae2c1c4c9","block_type":"box","text":"on the Korean peninsula or internal instability within North Korea. These situations may cause uncertainty in the Chinese","page_number":41,"box":{"x":89,"y":44,"width":843,"height":12}},{"id":"c6cb8821-bdbd-4e54-afbd-367244c7e648","block_type":"box","text":"market and may adversely affect the performance of the Chinese economy.","page_number":41,"box":{"x":89,"y":59,"width":524,"height":12}},{"id":"63234b04-b9b8-4daa-b581-baf4692b5676","block_type":"box","text":"The Chinese government has implemented economic reforms in order to liberalize trade policy, promote foreign investment","page_number":41,"box":{"x":88,"y":85,"width":866,"height":13}},{"id":"d9246636-fe01-4c93-bf7d-65920a2bc2fc","block_type":"box","text":"in the economy, reduce government control of the economy and develop market mechanisms. However, the Chinese","page_number":41,"box":{"x":89,"y":101,"width":816,"height":12}},{"id":"b0326cbc-a152-4654-b1e9-09036630da7b","block_type":"box","text":"government still exercises substantial influence over many aspects of the private sector and may own or control many","page_number":41,"box":{"x":89,"y":116,"width":826,"height":12}},{"id":"a176ea4b-588a-46e4-abb7-f991d892522f","block_type":"box","text":"companies. Chinese companies, such as those in the financial services or technology sectors, and potentially other sectors in","page_number":41,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"2007408d-7981-4a72-891d-01e61813abfc","block_type":"box","text":"the future, are subject to the risk that Chinese authorities can intervene in their operations and structure. The Chinese","page_number":41,"box":{"x":88,"y":146,"width":824,"height":12}},{"id":"a8ca2770-bbd3-46ff-a55f-af95349e2c5d","block_type":"box","text":"government continues to maintain a major role in economic policymaking, and investing in China involves risk of loss due to","page_number":41,"box":{"x":89,"y":161,"width":870,"height":12}},{"id":"55c34829-b47c-4508-9ec3-9bd6dff8887a","block_type":"box","text":"expropriation, nationalization, confiscation of assets and property or the imposition of restrictions on foreign investments","page_number":41,"box":{"x":89,"y":176,"width":849,"height":13}},{"id":"82336436-21bb-488e-8358-9da60bc89df9","block_type":"box","text":"and on repatriation of capital invested.","page_number":41,"box":{"x":89,"y":191,"width":268,"height":13}},{"id":"7426fea4-c531-49a9-ab43-cfe9d1a227f3","block_type":"box","text":"In addition, there is less regulation and monitoring of Chinese securities markets and the activities of investors, brokers and","page_number":41,"box":{"x":89,"y":218,"width":861,"height":12}},{"id":"3d5a8dd3-b479-4b6b-ae8d-ba06c87421ac","block_type":"box","text":"other participants than in the U.S. Accordingly, issuers of securities in China, including Chinese companies that are listed on","page_number":41,"box":{"x":89,"y":233,"width":863,"height":12}},{"id":"1088851a-7c98-4216-b2b9-a439e2ee969f","block_type":"box","text":"U.S. exchanges, are not subject to the same degree of regulation as are U.S. issuers with respect to such matters as insider","page_number":41,"box":{"x":89,"y":248,"width":855,"height":12}},{"id":"be42adc6-ff7e-45d6-816d-f1b82d85be48","block_type":"box","text":"trading rules, tender offer regulation, accounting standards or auditor oversight, stockholder proxy requirements and the","page_number":41,"box":{"x":88,"y":263,"width":846,"height":12}},{"id":"df033120-d93e-42d3-88a6-f5e92b1a265f","block_type":"box","text":"requirements mandating timely and accurate disclosure of information. Securities markets in China are in the process of","page_number":41,"box":{"x":89,"y":278,"width":842,"height":13}},{"id":"c1cc8a28-088e-4af2-ab7d-3a6d0525c93f","block_type":"box","text":"change and further development. This may lead to trading volatility, difficulty in the settlement and recording of transactions","page_number":41,"box":{"x":89,"y":293,"width":872,"height":13}},{"id":"6adbb064-e497-4893-bf91-5cf025a6e8a5","block_type":"box","text":"and difficulty in interpreting and applying the relevant regulation.","page_number":41,"box":{"x":89,"y":308,"width":454,"height":13}},{"id":"22b4078d-20e8-4439-9030-90cfd525d8eb","block_type":"box","text":"There may be significant obstacles to obtaining information necessary for investigations into or litigation against Chinese","page_number":41,"box":{"x":88,"y":335,"width":849,"height":12}},{"id":"9e9b2b28-06d5-4286-bc1b-b2a92002584e","block_type":"box","text":"companies, and shareholders may have limited legal remedies. The Funds do not select investments based on investor","page_number":41,"box":{"x":89,"y":350,"width":827,"height":12}},{"id":"1da65afc-3940-459c-9131-4a7a57749681","block_type":"box","text":"protection considerations.","page_number":41,"box":{"x":89,"y":365,"width":182,"height":12}},{"id":"b594eae6-a343-4885-a3b5-80bcf20a06b3","block_type":"box","text":"Many Chinese companies listed on U.S. exchanges use variable interest entities or “VIEs” in their structure as a result of","page_number":41,"box":{"x":89,"y":392,"width":835,"height":12}},{"id":"92731b0e-f13d-4e34-b6c1-ca24fbf55e29","block_type":"box","text":"foreign ownership restrictions. In a VIE structure, a Chinese operating company establishes a shell company in another","page_number":41,"box":{"x":88,"y":407,"width":830,"height":12}},{"id":"e3b6b2a1-9cc7-4687-aac4-064a8a95a967","block_type":"box","text":"jurisdiction to issue stock to public shareholders. When a VIE structure is used by a Chinese company to list its stock in the","page_number":41,"box":{"x":88,"y":422,"width":858,"height":12}},{"id":"386131e4-482c-41d4-940f-a82bc43c2d6e","block_type":"box","text":"U.S., instead of owning the equity securities of the Chinese company, the U.S.-listed shell company directly or indirectly enters","page_number":41,"box":{"x":89,"y":437,"width":879,"height":12}},{"id":"efd487b0-e919-435c-960a-477fea240c26","block_type":"box","text":"into contracts with the Chinese operating company under Chinese law. These contracts provide the U.S.-listed shell company","page_number":41,"box":{"x":89,"y":452,"width":875,"height":12}},{"id":"22d98636-165b-425d-ac8b-a993270938f2","block_type":"box","text":"with only economic exposure to the Chinese company and do not represent equity ownership in the operating company.","page_number":41,"box":{"x":88,"y":467,"width":845,"height":13}},{"id":"30751f3b-32a3-48ff-bf35-e1ff60707507","block_type":"box","text":"While VIEs are a longstanding practice that is well known to Chinese officials and regulators, they have not been formally","page_number":41,"box":{"x":88,"y":494,"width":846,"height":12}},{"id":"bb284adc-fc99-4260-9317-13e3b7800afd","block_type":"box","text":"recognized under Chinese law. The Chinese government has provided guidance to and placed restrictions on Chinese-based","page_number":41,"box":{"x":89,"y":509,"width":867,"height":12}},{"id":"db5aec25-907e-4d44-8eaa-b8c22075eaaf","block_type":"box","text":"companies raising capital offshore, including through VIEs. In 2023, the China Securities Regulatory Commission (“CSRC”)","page_number":41,"box":{"x":89,"y":524,"width":854,"height":12}},{"id":"25329037-409f-4891-8e43-a4bae2c386f2","block_type":"box","text":"released new rules that permit the use of VIE structures, provided they abide by Chinese laws and register with the CSRC. The","page_number":41,"box":{"x":89,"y":539,"width":876,"height":12}},{"id":"e4b57d73-6faa-4140-92d6-052aea6c46d4","block_type":"box","text":"rules, however, may cause Chinese companies to undergo greater scrutiny and add costs to VIE structures. Intervention,","page_number":41,"box":{"x":89,"y":554,"width":838,"height":12}},{"id":"71d11733-b905-4ee5-87fd-2c871c00cd98","block_type":"box","text":"rulemaking or guidance by the Chinese government with respect to VIE structures or the non-enforcement of VIE-related","page_number":41,"box":{"x":89,"y":569,"width":847,"height":13}},{"id":"f838df4d-de6c-4ffd-bc47-655877176915","block_type":"box","text":"contractual rights could significantly affect the operating company’s business in China, the enforceability of the U.S.-listed","page_number":41,"box":{"x":89,"y":584,"width":853,"height":13}},{"id":"fb76aee8-58d6-4f1c-83d5-d1724a326e35","block_type":"box","text":"shell company’s contractual arrangements with the Chinese company and the value of the U.S.-listed stock. Further, the VIE","page_number":41,"box":{"x":89,"y":599,"width":865,"height":13}},{"id":"b7abf402-24ee-42c2-9e7a-f8006e46c2e3","block_type":"box","text":"contractual arrangement would likely be subject to Chinese law and jurisdiction, and remedies available to the U.S.-listed","page_number":41,"box":{"x":89,"y":615,"width":843,"height":12}},{"id":"ba94bf6f-5c12-4528-b44f-bd41959f6fe0","block_type":"box","text":"shell company are uncertain and could be ineffective. In addition to the risk of government intervention, investments through","page_number":41,"box":{"x":89,"y":630,"width":875,"height":12}},{"id":"cf72fab5-c5d8-496f-bfea-3acecfb1214b","block_type":"box","text":"a VIE structure are subject to the risk that the China-based company (or its officers, directors, or Chinese equity owners) may","page_number":41,"box":{"x":89,"y":645,"width":875,"height":12}},{"id":"29cfb501-83d2-4dbf-80fe-0e87a11ec0c8","block_type":"box","text":"breach those contractual arrangements, or Chinese law changes in a way that adversely affects the enforceability of these","page_number":41,"box":{"x":89,"y":660,"width":851,"height":12}},{"id":"39977f6d-1bb2-4d89-b4f0-b42af25ec163","block_type":"box","text":"arrangements, or those contracts are otherwise not enforceable under Chinese law, in which case the Fund may suffer","page_number":41,"box":{"x":89,"y":675,"width":827,"height":12}},{"id":"d299bf64-1e2e-4f03-a81b-0277249a25c1","block_type":"box","text":"significant losses on its investments through a VIE structure with little or no recourse available. Any change in the operations","page_number":41,"box":{"x":89,"y":690,"width":872,"height":13}},{"id":"fbb3d867-2e65-4f26-b161-a9de57c7c7dd","block_type":"box","text":"of entities in a VIE structure, the status of VIE contractual arrangements or the legal or regulatory environment in China,","page_number":41,"box":{"x":89,"y":705,"width":838,"height":13}},{"id":"411c34f3-50ae-48b5-acdd-828f19d767ea","block_type":"box","text":"generally or with respect to specific industries, could result in significant, and possibly permanent and/or total, losses to a","page_number":41,"box":{"x":89,"y":720,"width":853,"height":13}},{"id":"a7f1e066-60d4-4d2b-b280-9f77466694f3","block_type":"box","text":"Fund.","page_number":41,"box":{"x":89,"y":736,"width":38,"height":9}},{"id":"1c6d8c75-aedd-4360-ad24-9a6c8b247a00","block_type":"box","text":"While the Chinese economy has experienced past periods of rapid growth, there is no assurance that such growth rates will","page_number":41,"box":{"x":88,"y":762,"width":864,"height":12}},{"id":"3e024bb8-5dd5-4b9e-8f43-a48124d99625","block_type":"box","text":"recur. China may experience substantial rates of inflation, significant indebtedness or economic recessions, causing a","page_number":41,"box":{"x":89,"y":777,"width":819,"height":12}},{"id":"15df8468-d1bb-43bc-9a25-0242ac632972","block_type":"box","text":"negative effect on the economy and securities market. China’s economy is heavily dependent on export growth. Reduction in","page_number":41,"box":{"x":89,"y":792,"width":873,"height":13}},{"id":"c73bc784-2c11-4ab8-b6c6-ae7d7be29121","block_type":"box","text":"spending on Chinese products and services, supply chain diversification, institution of additional tariffs, sanctions or other","page_number":41,"box":{"x":89,"y":807,"width":854,"height":13}},{"id":"3ca62de8-0275-4fa0-a62b-154a85a35e09","block_type":"box","text":"trade barriers (including as a result of heightened trade tensions between China and the U.S. or in response to actual or","page_number":41,"box":{"x":88,"y":822,"width":835,"height":13}},{"id":"425b7ac0-144c-45e8-9f01-ffb214a5aca7","block_type":"box","text":"alleged Chinese cyber activity) or a downturn in any of the economies of China’s key trading partners may have an adverse","page_number":41,"box":{"x":89,"y":838,"width":858,"height":12}},{"id":"0441270a-9d1c-48ae-a8c3-1b34413053dc","block_type":"box","text":"impact on the Chinese economy and the companies in which a Fund invests. Certain Chinese companies (which may change","page_number":41,"box":{"x":89,"y":853,"width":874,"height":12}},{"id":"555013ff-dedf-421c-a4d1-6de0f93cbf30","block_type":"box","text":"21","page_number":41,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"3badb14d-da1b-4679-90f8-27566a80ac45","block_type":"box","text":"from time to time) are directly or indirectly subject to economic or trade restrictions imposed by the U.S. or other","page_number":42,"box":{"x":88,"y":44,"width":791,"height":12}},{"id":"fae54902-9be3-4f63-9265-348766b354b0","block_type":"box","text":"governments due to national security, human rights or other concerns of such government. For example, certain foreign","page_number":42,"box":{"x":89,"y":59,"width":840,"height":12}},{"id":"4fc5cb1c-7cb6-4a84-946d-589966fd0728","block_type":"box","text":"technology companies are subject to U.S. export controls as those companies are believed to pose a risk to U.S. interests. The","page_number":42,"box":{"x":88,"y":74,"width":877,"height":12}},{"id":"4348ab13-8f64-4041-8ccf-03c6e5a2018c","block_type":"box","text":"U.S. also bans imports of goods produced in certain regions of China or by certain Chinese companies due to concerns about","page_number":42,"box":{"x":89,"y":89,"width":876,"height":13}},{"id":"132d55da-6aec-428f-bb92-35fc1303b412","block_type":"box","text":"forced labor. Such restrictions may have unanticipated and adverse effects on the Chinese economy and companies. Any","page_number":42,"box":{"x":88,"y":104,"width":845,"height":13}},{"id":"d156dabb-c461-4b2e-b762-144b49c4211c","block_type":"box","text":"action that targets Chinese financial markets or securities exchanges could interfere with orderly trading, delay settlement or","page_number":42,"box":{"x":89,"y":119,"width":873,"height":13}},{"id":"d94bc3fb-ed79-4c63-bfe0-7959018dd0e9","block_type":"box","text":"cause market disruptions. The Underlying Index of a Fund may include companies that are subject to economic or trade","page_number":42,"box":{"x":89,"y":135,"width":840,"height":12}},{"id":"30490917-d0f4-4969-81d2-5885f24ac98e","block_type":"box","text":"restrictions (but not investment restrictions) imposed by the U.S. or other governments. So long as these restrictions do not","page_number":42,"box":{"x":89,"y":150,"width":865,"height":12}},{"id":"14debc4a-540e-435e-b7e1-e1c527dc41db","block_type":"box","text":"include restrictions on investments, the Fund is generally expected to invest in such companies, consistent with its objective","page_number":42,"box":{"x":89,"y":165,"width":867,"height":12}},{"id":"0a2f00af-c291-444f-872e-caec352be057","block_type":"box","text":"to track the performance of its Underlying Index.","page_number":42,"box":{"x":88,"y":180,"width":340,"height":12}},{"id":"b5505cd7-d2dc-43e8-bb8a-1ff5d657db97","block_type":"box","text":"The tax laws and regulations in the People’s Republic of China (“PRC”) are subject to change, including the issuance of","page_number":42,"box":{"x":88,"y":206,"width":833,"height":13}},{"id":"9334c1e9-8871-4a3e-85c9-3ac26af6aecc","block_type":"box","text":"authoritative guidance or enforcement, possibly with retroactive effect. The interpretation, applicability and enforcement of","page_number":42,"box":{"x":89,"y":222,"width":863,"height":12}},{"id":"b4542273-7654-46f1-9a1c-50ea8403d4fb","block_type":"box","text":"such laws by PRC tax authorities are not as consistent and transparent as those of more developed nations, and may vary","page_number":42,"box":{"x":89,"y":237,"width":849,"height":12}},{"id":"4480f091-4579-4b8b-94ca-5fb1e2600c07","block_type":"box","text":"over time and from region to region. The application and enforcement of PRC tax rules could have a significant adverse effect","page_number":42,"box":{"x":89,"y":252,"width":876,"height":12}},{"id":"9d63e238-229b-469c-88c9-99b2aef8d0fa","block_type":"box","text":"on a Fund and its investors, particularly in relation to capital gains withholding tax imposed upon non-residents. In addition,","page_number":42,"box":{"x":89,"y":267,"width":867,"height":12}},{"id":"b9ff84b7-cbbe-4e89-8e4b-c6bb4195092d","block_type":"box","text":"the accounting, auditing and financial reporting standards and practices applicable to Chinese companies may be less","page_number":42,"box":{"x":88,"y":282,"width":826,"height":12}},{"id":"c98a527a-f4bb-4113-a646-48483f3133b3","block_type":"box","text":"rigorous, and may result in significant differences between financial statements prepared in accordance with PRC accounting","page_number":42,"box":{"x":89,"y":297,"width":874,"height":12}},{"id":"4f24a508-c0c8-4b25-8de0-c5f81e1dcfa6","block_type":"box","text":"standards and practice and those prepared in accordance with international accounting standards.","page_number":42,"box":{"x":89,"y":312,"width":691,"height":13}},{"id":"bb02f4b0-b940-4b9b-aeae-17dd7441d49e","block_type":"box","text":"Risk of Investing in Chinese Equity Markets.","page_number":42,"box":{"x":89,"y":339,"width":313,"height":12}},{"id":"0dcc1ea9-825b-4d82-a453-1afd64d0c9ab","block_type":"box","text":"There are several types of Chinese equity securities:","page_number":42,"box":{"x":411,"y":339,"width":360,"height":12}},{"id":"a6e5403d-482b-4228-a11e-6d0f31f21e02","block_type":"box","text":"• H-shares, which are securities of companies incorporated in the PRC that are denominated in Hong Kong dollars","page_number":42,"box":{"x":121,"y":359,"width":819,"height":12}},{"id":"606cd228-a5d8-49c7-98ce-15458aefd027","block_type":"box","text":"and listed on the Stock Exchange of Hong Kong (“SEHK”);","page_number":42,"box":{"x":154,"y":374,"width":404,"height":12}},{"id":"4f23109a-1b04-4e52-8905-e372ddd24996","block_type":"box","text":"• A-shares, which are securities of companies incorporated in the PRC that are denominated in renminbi and listed on","page_number":42,"box":{"x":121,"y":394,"width":846,"height":12}},{"id":"e07289b3-f556-42a5-ba13-5c5c035d97b7","block_type":"box","text":"the Shanghai Stock Exchange (“SSE”) and the Shenzhen Stock Exchange (“SZSE”);","page_number":42,"box":{"x":153,"y":409,"width":579,"height":13}},{"id":"483d86d6-4e33-46d1-8309-6ec995ee7342","block_type":"box","text":"• B-shares, which are securities of companies incorporated in the PRC that are denominated in U.S. dollars (in the","page_number":42,"box":{"x":121,"y":429,"width":815,"height":13}},{"id":"22892ea2-38b7-4b3d-bf42-4e38f7c09ff8","block_type":"box","text":"case of the SSE) or Hong Kong dollars (in the case of the SZSE) and listed on the SSE and the SZSE;","page_number":42,"box":{"x":154,"y":445,"width":692,"height":12}},{"id":"4d974d58-390f-4aa6-aab5-4269cdb8456b","block_type":"box","text":"• Red-Chips, which are Hong Kong-listed securities issued by companies that are incorporated in certain foreign","page_number":42,"box":{"x":121,"y":465,"width":803,"height":12}},{"id":"f79bc6e4-7211-4883-bcce-a086e04079e0","block_type":"box","text":"jurisdictions and that are controlled, directly or indirectly, by entities owned by the national government or local","page_number":42,"box":{"x":153,"y":480,"width":779,"height":12}},{"id":"2ad59af1-6ef2-4085-ba88-9b75def50651","block_type":"box","text":"governments in the PRC and derive substantial revenues from or allocate substantial assets in the PRC; and","page_number":42,"box":{"x":154,"y":495,"width":748,"height":12}},{"id":"a7e0c614-e5d1-4c5f-aa5e-27f137664df4","block_type":"box","text":"• P-Chips, which are Hong Kong-listed securities issued by companies that are incorporated in certain foreign","page_number":42,"box":{"x":121,"y":515,"width":786,"height":12}},{"id":"f5ac0d3f-59c5-4c18-a7e3-d176e7bdb377","block_type":"box","text":"jurisdictions and that are controlled, directly or indirectly, by individuals in the PRC and derive substantial revenues","page_number":42,"box":{"x":153,"y":530,"width":800,"height":13}},{"id":"902ada06-2b9d-44da-b3f6-e9ca9909020a","block_type":"box","text":"from or allocate substantial assets in the PRC.","page_number":42,"box":{"x":153,"y":545,"width":320,"height":10}},{"id":"8981b846-8e0e-4a60-b701-de5784f43c04","block_type":"box","text":"Securities listed on the SSE or the SZSE are divided into two classes: A-shares, which are mostly limited to domestic investors,","page_number":42,"box":{"x":88,"y":572,"width":880,"height":12}},{"id":"652515dd-57fe-435c-b049-fcdd82dab58f","block_type":"box","text":"and B-shares, which are allocated for both international and domestic investors. The A-shares market is generally subject to","page_number":42,"box":{"x":89,"y":587,"width":867,"height":12}},{"id":"dae96c96-1b46-491a-a766-56319a7d4de9","block_type":"box","text":"greater government restrictions, including trading suspensions, which may lead to increased liquidity risks. The B-shares","page_number":42,"box":{"x":89,"y":602,"width":843,"height":12}},{"id":"1d9e6720-f9a4-4eb2-b51e-6febf4e0cfcc","block_type":"box","text":"market is generally smaller and less liquid and has a smaller issuer base than the A-shares market, which may lead to","page_number":42,"box":{"x":89,"y":617,"width":819,"height":12}},{"id":"9ad5be1d-2bfa-414f-9259-5c73d481f00f","block_type":"box","text":"significant price volatility. B-shares, H-shares, P-Chips or Red-Chips of issuers that also issue A-shares may trade at","page_number":42,"box":{"x":89,"y":632,"width":804,"height":13}},{"id":"0310f423-5981-478d-b7a7-fa75a53ba035","block_type":"box","text":"significant discounts to their A-shares counterparts. The issuance of B-shares and H-shares by Chinese companies and the","page_number":42,"box":{"x":89,"y":647,"width":860,"height":13}},{"id":"55f1efcd-9248-472b-9929-899ed753d942","block_type":"box","text":"ability to obtain a “back-door listing” through Red-Chips or P-Chips is still regarded by the Chinese authorities as an","page_number":42,"box":{"x":89,"y":662,"width":809,"height":13}},{"id":"e876287e-d601-42d1-a8e1-cc3f1c257710","block_type":"box","text":"experiment in economic reform. “Back-door listing” is a means by which a mainland Chinese company issues Red-Chips or","page_number":42,"box":{"x":89,"y":678,"width":861,"height":12}},{"id":"33e3589e-1e0e-47ef-b582-e4eb85ac981d","block_type":"box","text":"P-Chips to obtain quick access to international listing and international capital. These share mechanisms are subject to the","page_number":42,"box":{"x":89,"y":693,"width":859,"height":12}},{"id":"ec78e330-2b45-4926-a305-38293bae0a54","block_type":"box","text":"political and economic policies in China. Market developments, adverse investor perceptions, regulatory and government","page_number":42,"box":{"x":89,"y":708,"width":847,"height":12}},{"id":"3163dc4e-087b-4888-ac03-73e264dd6061","block_type":"box","text":"intervention (including the possibility of widespread trading suspensions implemented by regulators) and other factors may","page_number":42,"box":{"x":89,"y":723,"width":867,"height":12}},{"id":"66c4e12d-8b71-4b87-a961-c8ba1db1cfa1","block_type":"box","text":"make it difficult to acquire, dispose of or value Chinese securities, which would lead to adverse effects to a Fund.","page_number":42,"box":{"x":89,"y":738,"width":785,"height":12}},{"id":"16b57552-894b-4fb9-9cec-60e4facef29a","block_type":"box","text":"Risk of Investing in A-shares through Stock Connect","page_number":42,"box":{"x":88,"y":765,"width":362,"height":12}},{"id":"56d520c2-afd5-4841-9ef0-de672204210e","block_type":"box","text":". A Fund that invests in A-shares does so through the Shanghai-Hong","page_number":42,"box":{"x":451,"y":765,"width":486,"height":12}},{"id":"be6aad64-5c42-47cd-bee9-d7227d7b06cd","block_type":"box","text":"Kong Stock Connect program (“Shanghai Connect”) or the Shenzhen-Hong Kong Stock Connect program (“Shenzhen","page_number":42,"box":{"x":89,"y":780,"width":826,"height":12}},{"id":"34e8651d-dd39-4bad-a9c1-9e25afe5b576","block_type":"box","text":"Connect,” and together with Shanghai Connect, “Stock Connect”). Stock Connect is a securities trading and clearing","page_number":42,"box":{"x":89,"y":795,"width":815,"height":12}},{"id":"c96762e6-407d-446d-a0a6-561d4a9df2ce","block_type":"box","text":"program with an aim to achieve mutual stock market access between the PRC and Hong Kong. Stock Connect was developed","page_number":42,"box":{"x":89,"y":810,"width":879,"height":12}},{"id":"ce96e4df-1266-4114-9214-6e4b1c078838","block_type":"box","text":"by Hong Kong Exchanges and Clearing Limited, the SSE (in the case of Shanghai Connect) or the SZSE (in the case of","page_number":42,"box":{"x":89,"y":825,"width":820,"height":12}},{"id":"1f8c6461-2dab-42b1-8004-e25caaa064a9","block_type":"box","text":"Shenzhen Connect), and China Securities Depository and Clearing Corporation Limited (“CSDCC”). Under Stock Connect, a","page_number":42,"box":{"x":88,"y":840,"width":862,"height":12}},{"id":"65f3ae69-774e-4977-86f0-23a5a42b95d4","block_type":"box","text":"Fund’s trading of eligible A-shares listed on the SSE or the SZSE, as applicable, would be effectuated through its Hong Kong","page_number":42,"box":{"x":89,"y":855,"width":862,"height":13}},{"id":"e312563f-ca4e-4ea3-a082-a287a878833c","block_type":"box","text":"22","page_number":42,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"3c874d6b-e558-4712-808c-4c091debe17e","block_type":"box","text":"brokers. Investing in A-shares through Stock Connect is subject to trading, clearance, settlement and other procedures,","page_number":43,"box":{"x":89,"y":44,"width":833,"height":12}},{"id":"b6e6fdfa-e145-4a49-9185-a85250afd9c1","block_type":"box","text":"which could pose risks to a Fund.","page_number":43,"box":{"x":88,"y":59,"width":233,"height":12}},{"id":"517e480c-28bf-4053-b0ad-666e8d9798d7","block_type":"box","text":"Although no individual investment quotas or licensing requirements apply to investors in Stock Connect, trading through","page_number":43,"box":{"x":88,"y":85,"width":847,"height":13}},{"id":"2270d1de-8099-41d1-95a9-b355b2cf5c3b","block_type":"box","text":"Stock Connect is subject to a daily quota (the “Daily Quota”), which limits the maximum net purchases under Stock Connect","page_number":43,"box":{"x":88,"y":101,"width":876,"height":12}},{"id":"f2116692-e8af-4b3f-89ab-7afecd83833a","block_type":"box","text":"each day. The Daily Quota does not belong to a Fund and is utilized on a first-come-first-serve basis. As such, buy orders for","page_number":43,"box":{"x":89,"y":116,"width":868,"height":12}},{"id":"45dac9ea-51f5-45df-b9b6-4ccda30cf838","block_type":"box","text":"A-shares would be rejected once the Daily Quota is exceeded (although a Fund will be permitted to sell A-shares regardless","page_number":43,"box":{"x":88,"y":131,"width":865,"height":12}},{"id":"72a5817d-f38e-4b3a-9deb-29f13506481e","block_type":"box","text":"of the Daily Quota balance). The Daily Quota may restrict a Fund’s ability to invest in A-shares through Stock Connect on a","page_number":43,"box":{"x":89,"y":146,"width":859,"height":12}},{"id":"bffd00fa-09f6-4eb0-822b-78de0a6cdb82","block_type":"box","text":"timely basis, which could affect the Fund’s ability to effectively pursue its investment strategy. The Daily Quota is also subject","page_number":43,"box":{"x":88,"y":161,"width":875,"height":12}},{"id":"be020bf9-a21d-4bd1-b7d2-510dccd0c2f8","block_type":"box","text":"to change.","page_number":43,"box":{"x":88,"y":176,"width":73,"height":13}},{"id":"d53e15ff-5350-4809-8aaf-0dba03a02e22","block_type":"box","text":"A-shares purchased through Stock Connect generally may only be sold or otherwise transferred through Stock Connect and","page_number":43,"box":{"x":88,"y":203,"width":869,"height":12}},{"id":"b817f6d4-dc17-464a-a4bf-046c6b741e14","block_type":"box","text":"in accordance with applicable rules. In order to comply with applicable local market rules and to facilitate orderly operations","page_number":43,"box":{"x":89,"y":218,"width":867,"height":12}},{"id":"c33d9a0a-d24c-4b8d-9753-5de0ec0d999f","block_type":"box","text":"of a Fund, including the timely settlement of Stock Connect trades placed by or on behalf of the Fund, BFA utilizes an","page_number":43,"box":{"x":89,"y":233,"width":816,"height":12}},{"id":"c2a82be7-2be9-49c8-a921-ead0af17768f","block_type":"box","text":"operating model that will only be used by iShares ETFs with investments in A-shares through Stock Connect. Such operating","page_number":43,"box":{"x":89,"y":248,"width":870,"height":12}},{"id":"85ae9833-ab25-4964-bbb9-388dbfd9521f","block_type":"box","text":"model may reduce the risks of trade failures; however, it will also allow Stock Connect trades to be settled without the prior","page_number":43,"box":{"x":89,"y":263,"width":860,"height":12}},{"id":"7c33e4b9-9234-4843-a2da-f5ebaa73a5f6","block_type":"box","text":"verification by a Fund. Accordingly, this operating model may subject a Fund to additional risks, including an increased risk of","page_number":43,"box":{"x":88,"y":278,"width":879,"height":13}},{"id":"55c4eb17-625d-494d-8f3f-b8c254fa919a","block_type":"box","text":"inadvertently exceeding certain trade or other restrictions or limits placed on the Fund and/or its affiliates, and a heightened","page_number":43,"box":{"x":89,"y":293,"width":869,"height":13}},{"id":"de8373bc-19a0-448d-9476-0e951fe53953","block_type":"box","text":"risk of erroneous trades, which may negatively impact the Fund.","page_number":43,"box":{"x":89,"y":308,"width":448,"height":13}},{"id":"32404e19-a89c-4fbf-a4ce-7c92a157be93","block_type":"box","text":"While A-shares must be designated as eligible to be traded through Stock Connect (such eligible A-shares listed on the SSE,","page_number":43,"box":{"x":88,"y":335,"width":867,"height":12}},{"id":"2b79959b-248e-4bc9-9148-2b2337a56ce1","block_type":"box","text":"the “SSE Securities,” and such eligible A-shares listed on the SZSE, the “SZSE Securities”), those A-shares may also lose such","page_number":43,"box":{"x":88,"y":350,"width":873,"height":12}},{"id":"88994691-01e8-4b3f-acd9-52d022a0e80e","block_type":"box","text":"designation, and if this occurs, such A-shares may be sold but could no longer be purchased through Stock Connect. With","page_number":43,"box":{"x":89,"y":365,"width":856,"height":12}},{"id":"49f67896-58f5-4960-9ce7-54551f9ae5c1","block_type":"box","text":"respect to sell orders through Stock Connect, the SEHK carries out pre-trade checks to ensure an investor has sufficient A","page_number":43,"box":{"x":89,"y":380,"width":854,"height":13}},{"id":"b98d9e85-9d87-4b73-b6af-0d8a90871a15","block_type":"box","text":"shares in its account before the market opens on the trading day. Accordingly, if there are insufficient A-shares in an","page_number":43,"box":{"x":89,"y":395,"width":810,"height":13}},{"id":"382fca5e-c40a-44db-9bce-91d9551077cb","block_type":"box","text":"investor’s account before the market opens on the trading day, the sell order will be rejected, which may adversely impact a","page_number":43,"box":{"x":89,"y":410,"width":862,"height":13}},{"id":"bcac49e6-ddb7-4c66-a208-e5f9874f276f","block_type":"box","text":"Fund’s performance.","page_number":43,"box":{"x":89,"y":426,"width":143,"height":12}},{"id":"e048e76d-77fd-4c3a-aa29-973f7545b98e","block_type":"box","text":"In addition, Stock Connect operates only on days when both the Chinese and the Hong Kong markets are open for trading","page_number":43,"box":{"x":89,"y":452,"width":853,"height":12}},{"id":"d98a6588-d64e-47ac-9d87-52100383d266","block_type":"box","text":"and when banking services are available in both markets on the corresponding settlement days. Therefore, an investment in","page_number":43,"box":{"x":89,"y":467,"width":865,"height":13}},{"id":"41ba581a-8965-45e8-bb4b-93c810c961e7","block_type":"box","text":"A-shares through Stock Connect may subject a Fund to the risk of price fluctuations on days when the Chinese markets are","page_number":43,"box":{"x":88,"y":482,"width":866,"height":13}},{"id":"ee8d3937-21f8-426a-9f9f-999c547f5cca","block_type":"box","text":"open, but Stock Connect is not trading. Each of the SEHK, SSE and SZSE reserves the right to suspend trading through Stock","page_number":43,"box":{"x":89,"y":497,"width":869,"height":13}},{"id":"8ffed5a7-f527-4204-b6a7-246219b25640","block_type":"box","text":"Connect under certain circumstances. Where such a suspension of trading is effected, a Fund’s ability to access A-shares","page_number":43,"box":{"x":89,"y":513,"width":846,"height":12}},{"id":"a5adcfd3-ea57-4f76-9bb4-f5f2a8614e06","block_type":"box","text":"through Stock Connect will be adversely affected. In addition, if one or both of the Chinese and Hong Kong markets are","page_number":43,"box":{"x":88,"y":528,"width":834,"height":12}},{"id":"a7272fb3-e046-458a-a081-ed67c1ca7e20","block_type":"box","text":"closed on a U.S. trading day, a Fund may not be able to acquire or dispose of A-shares through Stock Connect in a timely","page_number":43,"box":{"x":89,"y":543,"width":845,"height":12}},{"id":"cc854d55-6f98-4748-bb26-04294da783b0","block_type":"box","text":"manner, which could adversely affect the Fund’s performance.","page_number":43,"box":{"x":89,"y":558,"width":435,"height":12}},{"id":"81df7535-e041-4844-a047-5ea4b690e483","block_type":"box","text":"A Fund’s investments in A-shares through Stock Connect are held by its custodian in accounts in the Central Clearing and","page_number":43,"box":{"x":88,"y":584,"width":853,"height":13}},{"id":"20082765-70f4-4a61-b69e-3bba035a8328","block_type":"box","text":"Settlement System (“CCASS”) maintained by the Hong Kong Securities Clearing Company Limited (“HKSCC”), which in turn","page_number":43,"box":{"x":88,"y":599,"width":867,"height":13}},{"id":"dd6b2b36-e9b7-498f-8707-bd050d612986","block_type":"box","text":"holds the A-shares, as the nominee holder, through an omnibus securities account in its name registered with the CSDCC.","page_number":43,"box":{"x":89,"y":615,"width":853,"height":12}},{"id":"bc64500e-283e-4333-bb08-274276228d4b","block_type":"box","text":"The precise nature and rights of a Fund as the beneficial owner of the SSE Securities or SZSE Securities through HKSCC as","page_number":43,"box":{"x":88,"y":641,"width":853,"height":12}},{"id":"6cc1cd61-1724-4d15-ab9a-4c09c0962bcf","block_type":"box","text":"nominee is not well defined under PRC law. There is a lack of a clear definition of, and distinction between, legal ownership","page_number":43,"box":{"x":89,"y":656,"width":857,"height":13}},{"id":"addf9d3d-f481-4039-8348-161d6b8a0a42","block_type":"box","text":"and beneficial ownership under PRC law and there have been few cases involving a nominee account structure in the PRC","page_number":43,"box":{"x":89,"y":671,"width":850,"height":13}},{"id":"80ab009c-0e62-4907-8fd9-5c5f1378b3b0","block_type":"box","text":"courts. The exact nature and methods of enforcement of the rights and interests of a Fund under PRC law is also uncertain.","page_number":43,"box":{"x":89,"y":686,"width":862,"height":13}},{"id":"72de52f2-b03a-4719-85b4-46b2d0e0ba8c","block_type":"box","text":"In the unlikely event that HKSCC becomes subject to winding up proceedings in Hong Kong, there is a risk that the SSE","page_number":43,"box":{"x":89,"y":713,"width":829,"height":12}},{"id":"d98f7cb9-e97a-4924-9068-a4ba44eae620","block_type":"box","text":"Securities or SZSE Securities may not be regarded as held for the beneficial ownership of a Fund or as part of the general","page_number":43,"box":{"x":88,"y":728,"width":843,"height":12}},{"id":"052ed60b-d7ba-4329-bfd3-a30f673a3235","block_type":"box","text":"assets of HKSCC available for general distribution to its creditors.","page_number":43,"box":{"x":89,"y":743,"width":452,"height":12}},{"id":"f7cfe7e4-5028-4d46-9b53-df0f8dcb421b","block_type":"box","text":"Notwithstanding the fact that HKSCC does not claim proprietary interests in the SSE Securities or SZSE Securities held in its","page_number":43,"box":{"x":89,"y":770,"width":861,"height":12}},{"id":"fa426225-504c-437e-a857-b55908d62d40","block_type":"box","text":"omnibus stock account in the CSDCC, the CSDCC as the share registrar for SSE- or SZSE-listed companies will still treat","page_number":43,"box":{"x":89,"y":785,"width":834,"height":12}},{"id":"35254775-452c-4b43-904e-f69761bdd2f1","block_type":"box","text":"HKSCC as one of the shareholders when it handles corporate actions in respect of such SSE Securities or SZSE Securities.","page_number":43,"box":{"x":89,"y":800,"width":845,"height":12}},{"id":"fda15796-431c-4029-bb36-988badf61214","block_type":"box","text":"HKSCC monitors the corporate actions affecting SSE Securities and SZSE Securities and keeps participants of CCASS","page_number":43,"box":{"x":89,"y":826,"width":812,"height":13}},{"id":"9cc8164d-2dbb-4144-a5b9-0a361897cd59","block_type":"box","text":"informed of all such corporate actions that require CCASS participants to take steps in order to participate in them. A Fund","page_number":43,"box":{"x":89,"y":841,"width":857,"height":13}},{"id":"4b8b065e-f6e1-46d4-835c-df3e6e55b5c2","block_type":"box","text":"will therefore depend on HKSCC for both settlement and notification and implementation of corporate actions.","page_number":43,"box":{"x":88,"y":856,"width":775,"height":13}},{"id":"0518569f-4645-4391-8447-d7a1a98215b5","block_type":"box","text":"23","page_number":43,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"56b93ac2-60bd-4d9b-b31f-a5629bba9e43","block_type":"box","text":"The HKSCC is responsible for the clearing, settlement and provision of depositary, nominee and other related services of the","page_number":44,"box":{"x":88,"y":44,"width":866,"height":12}},{"id":"6cedb80a-6dbc-4050-9fb7-9ba15771b7ec","block_type":"box","text":"trades executed by Hong Kong market participants and investors. Accordingly, investors do not hold SSE Securities or SZSE","page_number":44,"box":{"x":88,"y":59,"width":860,"height":12}},{"id":"aa64209b-cb17-4b16-a0ce-d1858cc8fe20","block_type":"box","text":"Securities directly; rather, they are held through their brokers’ or custodians’ accounts with CCASS. The HKSCC and the","page_number":44,"box":{"x":88,"y":74,"width":833,"height":12}},{"id":"1af77c32-974e-4fbb-9b5a-758fa7d4be3c","block_type":"box","text":"CSDCC establish clearing links and each has become a participant of the other to facilitate clearing and settlement of cross","page_number":44,"box":{"x":89,"y":89,"width":865,"height":13}},{"id":"30b14f83-1a36-48a6-b529-02771e3b0bfd","block_type":"box","text":"border trades. Should CSDCC default and the CSDCC be declared as a defaulter, HKSCC’s liabilities in Stock Connect under its","page_number":44,"box":{"x":89,"y":104,"width":875,"height":12}},{"id":"a849987f-087c-4690-8280-7668acbf1455","block_type":"box","text":"market contracts with clearing participants will be limited to assisting clearing participants in pursuing their claims against","page_number":44,"box":{"x":89,"y":119,"width":857,"height":13}},{"id":"337b5f63-da37-4693-bdd7-a7875f781563","block_type":"box","text":"the CSDCC. In that event, a Fund may suffer delays in the recovery process or may not be able to fully recover its losses from","page_number":44,"box":{"x":88,"y":135,"width":869,"height":12}},{"id":"02835913-130d-4e4e-a048-5584b37e2be1","block_type":"box","text":"the CSDCC.","page_number":44,"box":{"x":88,"y":150,"width":80,"height":9}},{"id":"1e803339-cfd0-45e5-8d3c-3bfc82d0cca2","block_type":"box","text":"Market participants are able to participate in Stock Connect subject to meeting certain information technology capability, risk","page_number":44,"box":{"x":89,"y":176,"width":876,"height":13}},{"id":"a04e9a47-482b-4154-b9e2-1b43e6d54c86","block_type":"box","text":"management and other requirements as may be specified by the relevant exchange and/or clearing house. Further, the","page_number":44,"box":{"x":89,"y":191,"width":833,"height":13}},{"id":"2e35df96-7011-4de4-a664-b5c87401f4ae","block_type":"box","text":"“connectivity” in Stock Connect requires the routing of orders across the borders of Hong Kong and the PRC. This requires","page_number":44,"box":{"x":89,"y":206,"width":853,"height":13}},{"id":"6fd199e8-43c5-4cff-9dbd-41ac03ccd318","block_type":"box","text":"the development of new information technology systems on the part of the SEHK and exchange participants. There is no","page_number":44,"box":{"x":88,"y":222,"width":845,"height":12}},{"id":"aa458afb-0d77-41a7-b8ba-c65be77551cd","block_type":"box","text":"assurance that these systems will function properly or will continue to be adapted to changes and developments in both","page_number":44,"box":{"x":89,"y":237,"width":842,"height":12}},{"id":"7e5e7dd0-4837-460c-b75d-b733207c5399","block_type":"box","text":"markets. In the event that the relevant systems fail to function properly, trading in A-shares through Stock Connect could be","page_number":44,"box":{"x":89,"y":252,"width":868,"height":12}},{"id":"8620f750-0054-41d1-b160-5c7041f09b09","block_type":"box","text":"disrupted, and a Fund’s ability to achieve its investment objective may be adversely affected.","page_number":44,"box":{"x":89,"y":267,"width":644,"height":12}},{"id":"231ce94a-059a-4cb6-a402-0484dfd4cd71","block_type":"box","text":"The Shanghai Connect program, launched in November 2014, and the Shenzhen Connect program, launched in December","page_number":44,"box":{"x":88,"y":293,"width":857,"height":13}},{"id":"c1134f68-0a9e-405c-8562-53416a7dab95","block_type":"box","text":"2016, do not have an extensive operating history. Stock Connect is subject to regulations promulgated by regulatory","page_number":44,"box":{"x":89,"y":308,"width":812,"height":13}},{"id":"116101ba-b3b5-4480-87c9-a81c4e75a24f","block_type":"box","text":"authorities and implementation rules made by the stock exchanges in the PRC and Hong Kong. There is no certainty as to","page_number":44,"box":{"x":89,"y":324,"width":850,"height":12}},{"id":"332e6904-8567-4f87-81b2-7fcedbbfb763","block_type":"box","text":"how the current regulations will be applied or interpreted going forward, and new or revised regulations may be issued from","page_number":44,"box":{"x":89,"y":339,"width":868,"height":12}},{"id":"4e09639c-531d-4941-a984-578da585a1f2","block_type":"box","text":"time to time by the regulators and stock exchanges in China and Hong Kong in connection with operations, legal","page_number":44,"box":{"x":88,"y":354,"width":789,"height":12}},{"id":"b0635636-ab95-4374-aea5-224a722328c4","block_type":"box","text":"enforcement and cross-border trades under Stock Connect. In addition, there can be no assurance that Stock Connect will","page_number":44,"box":{"x":89,"y":369,"width":855,"height":11}},{"id":"8feeaff4-f471-43ce-a193-a13bf4635b4b","block_type":"box","text":"not be discontinued. A Fund may be adversely affected as a result of such changes. Furthermore, the securities regimes and","page_number":44,"box":{"x":89,"y":384,"width":866,"height":12}},{"id":"0f4d5ca8-4f26-4daf-ac69-a1d748900266","block_type":"box","text":"legal systems of China and Hong Kong differ significantly and issues may arise based on these differences. Further, different","page_number":44,"box":{"x":89,"y":399,"width":863,"height":13}},{"id":"2e7a3d89-8f53-44e4-9309-700db293fdee","block_type":"box","text":"fees, costs and taxes are imposed on foreign investors acquiring A-shares through Stock Connect, and these fees, costs and","page_number":44,"box":{"x":88,"y":414,"width":866,"height":13}},{"id":"1ab87846-3cc8-47f7-a473-7bc4ca6b519e","block_type":"box","text":"taxes may be higher than comparable fees, costs and taxes imposed on owners of other Chinese securities providing similar","page_number":44,"box":{"x":88,"y":429,"width":868,"height":13}},{"id":"78d337aa-3151-461a-9fef-be9a31113da2","block_type":"box","text":"investment exposure.","page_number":44,"box":{"x":89,"y":445,"width":148,"height":12}},{"id":"b0c675c7-9c2d-417e-9075-c087faa5c567","block_type":"box","text":"A-Share Market Suspension Risk","page_number":44,"box":{"x":87,"y":471,"width":229,"height":12}},{"id":"2b0028d4-7af8-4218-8cc6-794d8b53cca2","block_type":"box","text":". A-shares may only be bought from, or sold to, a Fund at times when the relevant A-shares","page_number":44,"box":{"x":317,"y":471,"width":639,"height":12}},{"id":"206b6799-0b35-4fcc-a16a-1db771e758e1","block_type":"box","text":"may be sold or purchased on the relevant Chinese stock exchange. The A-shares market can have a higher propensity for","page_number":44,"box":{"x":89,"y":486,"width":848,"height":12}},{"id":"d70e2323-fa17-4f73-938c-fa76bfa92b67","block_type":"box","text":"trading suspensions than many other global equity markets. Trading suspensions in certain stocks could lead to greater","page_number":44,"box":{"x":88,"y":501,"width":838,"height":13}},{"id":"a3d00dbb-d661-4ae9-b432-81f1de4f028f","block_type":"box","text":"market execution risk, valuation risks and liquidity risks and costs for a Fund, as well as for Authorized Participants that","page_number":44,"box":{"x":89,"y":516,"width":832,"height":13}},{"id":"6d835cc6-cea3-41dd-9baf-f8c29d0bc713","block_type":"box","text":"create and redeem Creation Units of the Fund. The SSE and SZSE currently apply a daily limit, set at 10%, of the amount of","page_number":44,"box":{"x":89,"y":531,"width":858,"height":13}},{"id":"4eb21a3d-3c15-465d-802f-885ca053a1ef","block_type":"box","text":"fluctuation permitted in the prices of A-shares during a single trading day. The daily limit refers to price movements only and","page_number":44,"box":{"x":88,"y":547,"width":873,"height":12}},{"id":"2711856f-b619-476f-aa53-b9f1ca8ff5e0","block_type":"box","text":"does not restrict trading within the relevant limit. There can be no assurance that a liquid market on an exchange will exist for","page_number":44,"box":{"x":89,"y":562,"width":879,"height":12}},{"id":"7b7a32eb-32b2-4195-9eab-497810b52436","block_type":"box","text":"any particular A-share or for any particular time. This could increase a Fund’s tracking error and/or cause a Fund to trade in","page_number":44,"box":{"x":89,"y":577,"width":864,"height":12}},{"id":"c6eea579-c7db-4047-9e79-c6e79324d482","block_type":"box","text":"the market at greater bid-ask spreads or greater premiums or discounts to the Fund’s NAV. Given that the A-shares market is","page_number":44,"box":{"x":88,"y":592,"width":875,"height":12}},{"id":"fbea2d93-37e2-4f58-8cb2-e85e3af94f58","block_type":"box","text":"considered volatile and unstable (with the risk of widespread trading suspensions or government intervention), the creation","page_number":44,"box":{"x":89,"y":607,"width":865,"height":12}},{"id":"d44874c4-73d6-40f2-9ae6-91e82c55c3a2","block_type":"box","text":"and redemption of Creation Units may also be disrupted.","page_number":44,"box":{"x":89,"y":622,"width":395,"height":12}},{"id":"45984f8a-20c5-4377-a065-87337455b95c","block_type":"box","text":"Risk of Investing in Developed Countries.","page_number":44,"box":{"x":89,"y":649,"width":295,"height":12}},{"id":"6537761c-7f53-45fb-8d32-33777c44d122","block_type":"box","text":"Many countries with developed markets have recently experienced significant","page_number":44,"box":{"x":393,"y":649,"width":544,"height":12}},{"id":"853c602c-1983-48b3-ab54-804200cacf14","block_type":"box","text":"economic pressures. These countries generally tend to rely on the services sectors (","page_number":44,"box":{"x":89,"y":664,"width":585,"height":12}},{"id":"0cb60374-5d4a-480a-a513-f052614be3fd","block_type":"box","text":"e.g.","page_number":44,"box":{"x":675,"y":667,"width":23,"height":9}},{"id":"cc0b0265-8a17-48fb-9951-a7106dfa7203","block_type":"box","text":", the financial services sector) as the","page_number":44,"box":{"x":700,"y":664,"width":253,"height":12}},{"id":"ef9b7f07-29d9-4096-bd97-71804d7cb84c","block_type":"box","text":"primary source of economic growth and may be susceptible to the risks of individual service sectors. For example, companies","page_number":44,"box":{"x":89,"y":679,"width":878,"height":12}},{"id":"fbacbe91-41ed-4a0c-8b3c-85d5f47e2bc3","block_type":"box","text":"in the financial services sector are subject to governmental regulation and, recently, government intervention, which may","page_number":44,"box":{"x":89,"y":694,"width":847,"height":12}},{"id":"e81b425f-5150-42cf-8506-b5fb3c3f07ba","block_type":"box","text":"adversely affect the scope of their activities, the prices they can charge and amount of capital they must maintain.","page_number":44,"box":{"x":89,"y":709,"width":797,"height":12}},{"id":"34f57a95-9235-4d67-a5f7-264eb44230ec","block_type":"box","text":"Dislocations in the financial sector and perceived or actual governmental influence over certain financial companies may lead","page_number":44,"box":{"x":89,"y":724,"width":876,"height":13}},{"id":"18c7c4c1-a22f-4175-a0ae-5c0b76f3eb1a","block_type":"box","text":"to credit rating downgrades and, as a result, impact, among other things, revenue growth for such companies. If financial","page_number":44,"box":{"x":88,"y":739,"width":848,"height":13}},{"id":"96a3a897-b65e-451c-b4bd-6a3433d9e19f","block_type":"box","text":"companies experience a prolonged decline in revenue growth, certain developed countries that rely heavily on financial","page_number":44,"box":{"x":89,"y":754,"width":832,"height":13}},{"id":"4dd76871-3163-47be-a140-132711ea6d0f","block_type":"box","text":"companies as an economic driver may experience a correlative slowdown. Concerns have emerged with respect to the","page_number":44,"box":{"x":89,"y":770,"width":828,"height":12}},{"id":"eb14b752-b3dc-4657-9891-a3d9b8fb80e2","block_type":"box","text":"economic health of certain developed countries. These concerns primarily stem from heavy indebtedness of many developed","page_number":44,"box":{"x":89,"y":785,"width":876,"height":12}},{"id":"c771123b-b04b-4cff-b16e-42397a98a0c0","block_type":"box","text":"countries and their perceived inability to continue to service high debt loads without simultaneously implementing stringent","page_number":44,"box":{"x":89,"y":800,"width":870,"height":12}},{"id":"92ce8ae4-2765-4a7f-8f9a-0f51c7e11fb4","block_type":"box","text":"austerity measures. Such concerns have led to tremendous downward pressure on the economies of these countries. As a","page_number":44,"box":{"x":89,"y":815,"width":854,"height":12}},{"id":"d3ad6c11-0990-4cba-b0ed-5e455ff0ea5e","block_type":"box","text":"result, it is possible that interest rates on debt of certain developed countries may rise to levels that make it difficult for such","page_number":44,"box":{"x":89,"y":830,"width":864,"height":12}},{"id":"03ffb8df-bf96-40c5-8b98-186db694b2f3","block_type":"box","text":"countries to service such debt. Spending on health care and retirement pensions in most developed countries has risen","page_number":44,"box":{"x":89,"y":845,"width":833,"height":12}},{"id":"100a4e29-9fb7-4091-826b-caab1434dc9d","block_type":"box","text":"dramatically. Medical innovation, extended life expectancy and higher public expectations are likely to continue the increase","page_number":44,"box":{"x":89,"y":860,"width":867,"height":13}},{"id":"787dde21-eabc-4a6b-82fa-a6a8cdd45632","block_type":"box","text":"24","page_number":44,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"df049712-b6cc-4ddc-a3ee-eed23e103198","block_type":"box","text":"in health care and pension costs. Any increase in health care and pension costs will likely have a negative impact on the","page_number":45,"box":{"x":89,"y":44,"width":835,"height":12}},{"id":"19b39bf8-314d-453d-a765-78d11aa0f5a4","block_type":"box","text":"economic growth of many developed countries. Certain developed countries rely on imports of certain key items, such as","page_number":45,"box":{"x":89,"y":59,"width":848,"height":12}},{"id":"5909e032-aabb-40e5-97f2-954f0234892c","block_type":"box","text":"crude oil, natural gas, and other commodities. As a result, an increase in demand for, or price fluctuations of, certain","page_number":45,"box":{"x":89,"y":74,"width":811,"height":12}},{"id":"e9c502f3-3f26-4ac3-861f-1b7f9429456a","block_type":"box","text":"commodities may negatively affect developed country economies. Developed market countries generally are dependent on","page_number":45,"box":{"x":89,"y":89,"width":861,"height":13}},{"id":"f0cdaa7f-d92d-4da0-b3ad-cc2a4b30df4c","block_type":"box","text":"the economies of certain key trading partners. Changes in any one economy may cause an adverse impact on several","page_number":45,"box":{"x":88,"y":104,"width":820,"height":13}},{"id":"df648f97-fdfd-4e45-8ee6-67505e339b9c","block_type":"box","text":"developed countries. In addition, heavy regulation of, among others, labor and product markets may have an adverse effect","page_number":45,"box":{"x":89,"y":119,"width":862,"height":13}},{"id":"bb4ce0b2-c526-457b-9211-b8b21200e81c","block_type":"box","text":"on certain issuers. Such regulations may negatively affect economic growth or cause prolonged periods of recession. Such","page_number":45,"box":{"x":89,"y":135,"width":856,"height":12}},{"id":"50724c0d-44c6-417f-984a-bea71527f95f","block_type":"box","text":"risks, among others, may adversely affect the value of a Fund’s investments.","page_number":45,"box":{"x":89,"y":150,"width":531,"height":12}},{"id":"e1289a4d-1498-4fc7-af13-1bb29510deac","block_type":"box","text":"Risk of Investing in Emerging Markets.","page_number":45,"box":{"x":89,"y":176,"width":276,"height":13}},{"id":"339f5a56-bd1f-440e-978a-64f8f879dbb9","block_type":"box","text":"Investments in emerging market countries may be subject to greater risks than","page_number":45,"box":{"x":375,"y":176,"width":550,"height":13}},{"id":"6303f856-1f28-4ab6-a34d-e5dbb5f5fe33","block_type":"box","text":"investments in developed countries. These risks include: (i) less social, political, and economic stability; (ii) greater illiquidity","page_number":45,"box":{"x":89,"y":191,"width":865,"height":13}},{"id":"722e0806-74fa-4262-b494-4ea0d667a1cf","block_type":"box","text":"and price volatility due to smaller or limited local capital markets for such securities, or low or non-existent trading volumes;","page_number":45,"box":{"x":89,"y":206,"width":868,"height":13}},{"id":"4fdfe05e-0e7d-4ea5-8d3d-44191a9f4afa","block_type":"box","text":"(iii) companies, custodians, clearinghouses, foreign exchanges and broker-dealers may be subject to less scrutiny and","page_number":45,"box":{"x":89,"y":222,"width":824,"height":12}},{"id":"fde905a1-f084-4fb1-aa5d-d2f279230247","block_type":"box","text":"regulation by local authorities; (iv) local governments may decide to seize or confiscate securities held by foreign investors","page_number":45,"box":{"x":89,"y":237,"width":854,"height":12}},{"id":"36a29766-bb35-48d1-8363-d0792829ac50","block_type":"box","text":"and/or local governments may decide to suspend or limit an issuer’s ability to make dividend or interest payments; (v) local","page_number":45,"box":{"x":89,"y":252,"width":864,"height":12}},{"id":"e5386222-bded-45d0-b344-f019b4bc9300","block_type":"box","text":"governments may limit or entirely restrict repatriation of invested capital, profits, and dividends; (vi) capital gains may be","page_number":45,"box":{"x":89,"y":267,"width":843,"height":12}},{"id":"acdc0844-fe74-4b8a-be8c-abb781e0d635","block_type":"box","text":"subject to local taxation, including on a retroactive basis; (vii) issuers facing restrictions on standard payments imposed by","page_number":45,"box":{"x":89,"y":282,"width":857,"height":12}},{"id":"99abbbc9-d8d0-4aa9-a9c9-f76dbadf42fd","block_type":"box","text":"local governments may attempt to make dividend or interest payments to foreign investors in the local currency; (viii) there","page_number":45,"box":{"x":89,"y":297,"width":862,"height":12}},{"id":"62fa0ef8-4e0e-497a-9f0f-34bf70bbbaa6","block_type":"box","text":"may be significant obstacles to obtaining information necessary for investigations into or litigation against companies and","page_number":45,"box":{"x":89,"y":312,"width":855,"height":13}},{"id":"46a52ffe-e989-462f-a7c9-a808ed97d89f","block_type":"box","text":"investors may experience difficulty in enforcing legal claims related to the securities and/or local judges may favor the","page_number":45,"box":{"x":89,"y":327,"width":825,"height":13}},{"id":"c7d8eed5-5758-4d9a-8801-16bf28d91ba0","block_type":"box","text":"interests of the issuer over those of foreign parties; (ix) bankruptcy judgments may only be permitted to be paid in the local","page_number":45,"box":{"x":89,"y":342,"width":861,"height":13}},{"id":"08ecadb1-271f-431d-bae7-d3c2564fd602","block_type":"box","text":"currency; (x) limited public information regarding the issuer may result in greater difficulty in determining market valuations","page_number":45,"box":{"x":89,"y":358,"width":868,"height":12}},{"id":"a3b30943-2ef4-48ac-8048-1117b71e07a4","block_type":"box","text":"of the securities; and (xi) lack of financial reporting on a regular basis, substandard disclosure and differences in accounting","page_number":45,"box":{"x":89,"y":373,"width":865,"height":12}},{"id":"81f8040f-e02d-4f30-84a6-184b4f4c0f53","block_type":"box","text":"standards may make it difficult to ascertain the financial health of an issuer. The Funds are not actively managed and do not","page_number":45,"box":{"x":89,"y":388,"width":868,"height":12}},{"id":"8bc4b341-20c3-49d4-a9cc-79431988db4f","block_type":"box","text":"select investments based on investor protection considerations.","page_number":45,"box":{"x":89,"y":403,"width":444,"height":12}},{"id":"6011af82-19b9-4373-ac6f-83a0d69c7333","block_type":"box","text":"Emerging market securities markets are typically marked by a high concentration of market capitalization and trading volume","page_number":45,"box":{"x":89,"y":429,"width":877,"height":13}},{"id":"e4e950a3-2d53-4ad3-86f4-8415f344c7db","block_type":"box","text":"in a small number of issuers representing a limited number of industries, as well as a high concentration of ownership of","page_number":45,"box":{"x":89,"y":445,"width":844,"height":12}},{"id":"489d25f6-2603-4d85-9689-c502c7afd964","block_type":"box","text":"such securities by a limited number of investors. In addition, brokerage and other costs associated with transactions in","page_number":45,"box":{"x":89,"y":460,"width":829,"height":12}},{"id":"9a5b7161-e7d5-4aa6-8268-1dca3d3331c2","block_type":"box","text":"emerging market securities can be higher, sometimes significantly, than similar costs incurred in securities markets in","page_number":45,"box":{"x":89,"y":475,"width":820,"height":12}},{"id":"37968c44-fef2-47c1-982e-3895f238c1df","block_type":"box","text":"developed countries. Although some emerging markets have become more established and tend to issue securities of higher","page_number":45,"box":{"x":89,"y":490,"width":875,"height":12}},{"id":"b0a1e13a-f5fd-40ae-b708-3ef2b0f6ff37","block_type":"box","text":"credit quality, the markets for securities in other emerging market countries are in the earliest stages of their development,","page_number":45,"box":{"x":89,"y":505,"width":856,"height":12}},{"id":"41ba00d4-16fe-4d17-976b-110166244849","block_type":"box","text":"and these countries issue securities across the credit spectrum. Even the markets for relatively widely traded securities in","page_number":45,"box":{"x":89,"y":520,"width":844,"height":12}},{"id":"56ba52e5-41d2-4ac5-937d-3ef93a33790e","block_type":"box","text":"emerging market countries may not be able to absorb, without price disruptions, a significant increase in trading volume or","page_number":45,"box":{"x":89,"y":535,"width":863,"height":13}},{"id":"d0950a3d-9d8c-4853-9b42-a9d3e45ae6a2","block_type":"box","text":"trades of a size customarily undertaken by institutional investors in the securities markets of developed countries. The limited","page_number":45,"box":{"x":88,"y":550,"width":876,"height":13}},{"id":"b2b74717-4705-49f9-8cce-ea913dea2cf9","block_type":"box","text":"size of many of these securities markets can cause prices to be erratic for reasons apart from factors that affect the","page_number":45,"box":{"x":89,"y":565,"width":803,"height":13}},{"id":"c3493d68-fe28-44cd-8d2f-5e1b94136ff9","block_type":"box","text":"soundness and competitiveness of the securities issuers. For example, prices may be unduly influenced by traders who","page_number":45,"box":{"x":89,"y":581,"width":830,"height":12}},{"id":"2560980a-2236-418f-917e-063421762f7f","block_type":"box","text":"control large positions in these markets. Additionally, market making and arbitrage activities are generally less extensive in","page_number":45,"box":{"x":89,"y":596,"width":854,"height":12}},{"id":"a37789a5-8e58-4850-bed2-5152e91b299e","block_type":"box","text":"such markets, which may contribute to increased volatility and reduced liquidity of such markets. The limited liquidity of","page_number":45,"box":{"x":89,"y":611,"width":843,"height":12}},{"id":"bfd0aaa0-3954-49c6-bc25-c1151bd7a95c","block_type":"box","text":"emerging market country securities may also affect a Fund’s ability to accurately value its portfolio securities or to acquire or","page_number":45,"box":{"x":89,"y":626,"width":871,"height":12}},{"id":"3e7b7571-385f-4eb3-aa00-e44393493dff","block_type":"box","text":"dispose of securities at the price and time it wishes to do so or in order to meet redemption requests.","page_number":45,"box":{"x":89,"y":641,"width":707,"height":12}},{"id":"1082202a-5e55-4f3c-9894-c58091d402e7","block_type":"box","text":"Many emerging market countries suffer from uncertainty and corruption in their legal frameworks. Legislation may be","page_number":45,"box":{"x":89,"y":668,"width":826,"height":12}},{"id":"9a1c480e-4a67-4dc0-a1a0-0b2452e911e9","block_type":"box","text":"difficult to interpret and laws may be too new to provide any precedential value. Laws regarding foreign investment and","page_number":45,"box":{"x":89,"y":683,"width":835,"height":12}},{"id":"53f54b71-1fd2-43c3-8570-0c939de7d858","block_type":"box","text":"private property may be weak or non-existent. Sudden changes in governments may result in policies which are less","page_number":45,"box":{"x":89,"y":698,"width":812,"height":12}},{"id":"b41e2ed4-1208-476f-ba15-ce195e1f201c","block_type":"box","text":"favorable to investors such as policies designed to expropriate or nationalize “sovereign” assets. Certain emerging market","page_number":45,"box":{"x":88,"y":713,"width":849,"height":12}},{"id":"1f00cd72-5818-4a9b-b895-e2945a595024","block_type":"box","text":"countries in the past have expropriated large amounts of private property, in many cases with little or no compensation, and","page_number":45,"box":{"x":89,"y":728,"width":868,"height":12}},{"id":"844df1f1-edfc-4948-b038-3ccf448a11e3","block_type":"box","text":"there can be no assurance that such expropriation will not occur in the future.","page_number":45,"box":{"x":88,"y":743,"width":546,"height":12}},{"id":"6f374e63-d9f4-40f2-8a1c-22b7ef157072","block_type":"box","text":"Investment in the securities markets of certain emerging market countries is restricted or controlled to varying degrees.","page_number":45,"box":{"x":89,"y":770,"width":834,"height":12}},{"id":"a95dead7-5a7f-43cd-89d1-b18f7a929ea8","block_type":"box","text":"These restrictions may limit a Fund’s investment in certain emerging market countries and may increase the expenses of the","page_number":45,"box":{"x":88,"y":785,"width":871,"height":12}},{"id":"d085fbe3-bebf-461e-901c-40bf97eb236c","block_type":"box","text":"Fund. Certain emerging market countries require governmental approval prior to investments by foreign persons or limit","page_number":45,"box":{"x":89,"y":800,"width":841,"height":12}},{"id":"d64ce6ab-4439-4d55-8a28-a27a43490f98","block_type":"box","text":"investment by foreign persons to only a specified percentage of an issuer’s outstanding securities or a specific class of","page_number":45,"box":{"x":89,"y":815,"width":827,"height":12}},{"id":"b8ba11d5-8167-4d6f-a507-e2e407ef8291","block_type":"box","text":"securities which may have less advantageous terms (including price) than securities of the company available for purchase","page_number":45,"box":{"x":89,"y":830,"width":859,"height":12}},{"id":"70d11e49-0a9f-48b9-84c2-f4b31e27d2c5","block_type":"box","text":"by nationals.","page_number":45,"box":{"x":89,"y":845,"width":87,"height":12}},{"id":"c4fa6aa7-2872-40e9-b312-36f2d1a6381e","block_type":"box","text":"25","page_number":45,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"6183092a-63ce-4042-993e-5bb06a234d19","block_type":"box","text":"Many emerging market countries lack the social, political, and economic stability characteristic of the U.S. Political instability","page_number":46,"box":{"x":89,"y":44,"width":870,"height":12}},{"id":"a14f917b-297d-41d7-88ee-78e92beb2a04","block_type":"box","text":"among emerging market countries can be common and may be caused by an uneven distribution of wealth, social unrest,","page_number":46,"box":{"x":89,"y":59,"width":854,"height":12}},{"id":"aae3daad-4cd9-416c-8a9b-cb63796bef43","block_type":"box","text":"labor strikes, civil wars, and religious oppression. Economic instability in emerging market countries may take the form of: (i)","page_number":46,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"5d52ce12-bc5a-42c4-852a-5afabe946a1d","block_type":"box","text":"high interest rates; (ii) high levels of inflation, including hyperinflation; (iii) high levels of unemployment or","page_number":46,"box":{"x":89,"y":89,"width":743,"height":13}},{"id":"e7bd0ab4-64f3-424a-bc03-870a86c91433","block_type":"box","text":"underemployment; (iv) changes in government economic and tax policies, including confiscatory taxation; and (v)","page_number":46,"box":{"x":89,"y":104,"width":800,"height":13}},{"id":"1bac2120-8ff2-45a5-82db-4f973c2f8049","block_type":"box","text":"imposition of trade barriers.","page_number":46,"box":{"x":89,"y":119,"width":193,"height":13}},{"id":"c8d1c649-0bb8-478f-be72-c5be9aab6745","block_type":"box","text":"A Fund’s income and, in some cases, capital gains from foreign securities will be subject to applicable taxation in certain of","page_number":46,"box":{"x":88,"y":146,"width":862,"height":12}},{"id":"a7655738-bf64-44be-8528-af7493dcf41a","block_type":"box","text":"the emerging market countries in which it invests, and treaties between the U.S. and such countries may not be available in","page_number":46,"box":{"x":88,"y":161,"width":861,"height":12}},{"id":"cfd35891-1f16-4fbc-9497-31698e5cb0aa","block_type":"box","text":"some cases to reduce the otherwise applicable tax rates.","page_number":46,"box":{"x":89,"y":176,"width":394,"height":13}},{"id":"f5c8686e-1d5e-4076-88c8-ba26e4d8e10b","block_type":"box","text":"Emerging markets also have different clearance and settlement procedures, and in certain of these emerging markets there","page_number":46,"box":{"x":89,"y":203,"width":860,"height":12}},{"id":"4813d0e1-2223-4538-ae5f-bd2500faeee0","block_type":"box","text":"have been times when settlements have been unable to keep pace with the volume of securities transactions, making it","page_number":46,"box":{"x":89,"y":218,"width":834,"height":12}},{"id":"16bdda0a-baea-4232-abbc-3152f628e067","block_type":"box","text":"difficult to conduct such transactions.","page_number":46,"box":{"x":89,"y":233,"width":264,"height":10}},{"id":"6ed9b83f-e1d6-4830-9118-58baff710159","block_type":"box","text":"In the past, certain governments in emerging market countries have become overly reliant on the international capital","page_number":46,"box":{"x":89,"y":259,"width":822,"height":13}},{"id":"ca638b46-b543-4a64-836e-fdd6b88add0e","block_type":"box","text":"markets and other forms of foreign credit to finance large public spending programs, which in the past have caused huge","page_number":46,"box":{"x":89,"y":274,"width":849,"height":13}},{"id":"1cd62bf1-2bea-47ce-a006-98a8d846b7ab","block_type":"box","text":"budget deficits. Often, interest payments have become too overwhelming for a government to meet, representing a large","page_number":46,"box":{"x":89,"y":290,"width":846,"height":12}},{"id":"c302d90f-a5d2-4bdf-995a-917d166f9011","block_type":"box","text":"percentage of total GDP. These foreign obligations have become the subject of political debate and served as fuel for political","page_number":46,"box":{"x":89,"y":305,"width":872,"height":12}},{"id":"d97e0a8c-af6e-4e1d-a301-fa9450ab2d5a","block_type":"box","text":"parties of the opposition, which pressure the government not to make payments to foreign creditors, but instead to use these","page_number":46,"box":{"x":89,"y":320,"width":878,"height":12}},{"id":"2f4f52f7-4e0c-400e-bef6-85a5021b40d5","block_type":"box","text":"funds for, among other things, social programs. Either due to an inability to pay or submission to political pressure, foreign","page_number":46,"box":{"x":88,"y":335,"width":856,"height":12}},{"id":"f08025c8-daa0-43ec-bc17-a9c95a64748f","block_type":"box","text":"governments have been forced to seek a restructuring of their loan and/or bond obligations, have declared a temporary","page_number":46,"box":{"x":89,"y":350,"width":838,"height":12}},{"id":"867c2c9e-4b1f-4370-bf57-2e14e8050179","block_type":"box","text":"suspension of interest payments or have defaulted. These events have adversely affected the values of securities issued by","page_number":46,"box":{"x":89,"y":365,"width":853,"height":12}},{"id":"506a6961-f4f6-4aca-bfa8-48475729d8f9","block_type":"box","text":"foreign governments and corporations domiciled in those countries and have negatively affected not only their cost of","page_number":46,"box":{"x":88,"y":380,"width":829,"height":13}},{"id":"4870076f-b1bc-4d10-bba3-229de00f874e","block_type":"box","text":"borrowing, but their ability to borrow in the future as well.","page_number":46,"box":{"x":89,"y":395,"width":404,"height":13}},{"id":"70f3a42c-3bc3-49bc-a38b-ce133e804263","block_type":"box","text":"Risk of Investing in Europe.","page_number":46,"box":{"x":89,"y":422,"width":194,"height":12}},{"id":"a89a0b6a-8a10-43f8-a9ec-078aaffbaf10","block_type":"box","text":"Investing in European countries exposes a Fund to the economic and political risks associated","page_number":46,"box":{"x":293,"y":422,"width":656,"height":12}},{"id":"23a4e5f7-7a18-441c-a9e7-057509c6034c","block_type":"box","text":"with Europe in general and the specific European countries in which it invests. The economies and markets of European","page_number":46,"box":{"x":88,"y":437,"width":838,"height":12}},{"id":"34c76483-d73e-4626-b356-6145e8ad1202","block_type":"box","text":"countries are often closely connected and interdependent, and events in one European country can have an adverse impact","page_number":46,"box":{"x":89,"y":452,"width":865,"height":12}},{"id":"77c83c44-9954-4c06-b477-0b4f74c1b15a","block_type":"box","text":"on other European countries. A Fund makes investments in securities of issuers that are domiciled in, have significant","page_number":46,"box":{"x":89,"y":467,"width":822,"height":13}},{"id":"b510e9f0-355c-4082-8220-07a83c1a2d41","block_type":"box","text":"operations in, or that are listed on at least one securities exchange within member states of the European Union (the “EU”). A","page_number":46,"box":{"x":89,"y":482,"width":877,"height":13}},{"id":"f0e806c1-3373-4568-bd0c-0f65b1344407","block_type":"box","text":"number of countries within the EU are also members of the Economic and Monetary Union (the “eurozone”) and have","page_number":46,"box":{"x":89,"y":497,"width":825,"height":13}},{"id":"d639c934-0213-48d0-b0f2-c244c21f424b","block_type":"box","text":"adopted the euro as their currency. Eurozone membership requires member states to comply with restrictions on inflation","page_number":46,"box":{"x":89,"y":513,"width":851,"height":12}},{"id":"79a56df5-68e2-4a1b-a1ad-6ea73b313334","block_type":"box","text":"rates, deficits, interest rates, debt levels and fiscal and monetary controls, each of which may significantly affect every","page_number":46,"box":{"x":89,"y":528,"width":822,"height":12}},{"id":"170cee8f-98b4-4b91-a90a-8ca47200a3a7","block_type":"box","text":"country in Europe. Changes in import or export tariffs, changes in governmental or EU regulations on trade, changes in the","page_number":46,"box":{"x":89,"y":543,"width":858,"height":12}},{"id":"a1d16db4-3606-4dfd-9e46-3d10febdcb6a","block_type":"box","text":"exchange rate of the euro and other currencies of certain EU countries which are not in the eurozone, the default or threat of","page_number":46,"box":{"x":89,"y":558,"width":873,"height":12}},{"id":"399836e8-651c-46f6-bceb-3fd497f53b40","block_type":"box","text":"default by an EU member state on its sovereign debt, and/or an economic recession in an EU member state may have a","page_number":46,"box":{"x":89,"y":573,"width":834,"height":12}},{"id":"d717f099-2760-4306-af5e-21a9778b15bc","block_type":"box","text":"significant adverse effect on the economies of other EU member states and their trading partners. Although certain European","page_number":46,"box":{"x":89,"y":588,"width":876,"height":12}},{"id":"ca03a172-030c-4134-bfc3-3519b95effe8","block_type":"box","text":"countries are not in the eurozone, many of these countries are obliged to meet the criteria for joining the eurozone.","page_number":46,"box":{"x":89,"y":603,"width":802,"height":13}},{"id":"33fc436a-7a47-4e38-a691-f68f9ae536da","block_type":"box","text":"Consequently, these countries must comply with many of the restrictions noted above. The European financial markets have","page_number":46,"box":{"x":89,"y":630,"width":870,"height":12}},{"id":"d98172c0-ef62-4c36-8967-bec9cb8fa5fc","block_type":"box","text":"experienced volatility and adverse trends due to concerns about economic downturns, government debt levels and the","page_number":46,"box":{"x":89,"y":645,"width":831,"height":12}},{"id":"16dd4837-670f-45c6-a86c-bc68e4419b37","block_type":"box","text":"possible default of government debt in several European countries, including, but not limited to, Austria, Belgium, Cyprus,","page_number":46,"box":{"x":89,"y":660,"width":850,"height":12}},{"id":"ab7582fd-35aa-466a-92e5-1124ed98d5d2","block_type":"box","text":"France, Greece, Ireland, Italy, Portugal, Spain and Ukraine. In order to prevent further economic deterioration, certain","page_number":46,"box":{"x":89,"y":675,"width":812,"height":12}},{"id":"23c4d7d2-7c04-48f5-9a35-d595e40c532d","block_type":"box","text":"countries, without prior warning, can institute “capital controls.” Countries may use these controls to restrict volatile","page_number":46,"box":{"x":89,"y":690,"width":814,"height":13}},{"id":"55706c68-8c0d-4439-bf68-858d9fe793ae","block_type":"box","text":"movements of capital entering and exiting their country. Such controls may negatively affect a Fund’s investments. A default","page_number":46,"box":{"x":89,"y":705,"width":871,"height":13}},{"id":"dff4dd52-e7b9-4324-926a-2d8859e0a4bf","block_type":"box","text":"or debt restructuring by any European country would adversely impact holders of that country’s debt and sellers of credit","page_number":46,"box":{"x":89,"y":720,"width":848,"height":13}},{"id":"bb9f263a-c6e7-48a1-99b0-8744d1148e4c","block_type":"box","text":"default swaps linked to that country’s creditworthiness, which may be located in countries other than those listed above. In","page_number":46,"box":{"x":89,"y":736,"width":862,"height":12}},{"id":"a0836da9-11b9-47f5-a279-9121450ab5a7","block_type":"box","text":"addition, the credit ratings of certain European countries were downgraded in the past. These events have adversely affected","page_number":46,"box":{"x":89,"y":751,"width":871,"height":12}},{"id":"011880c9-14ca-4cbb-9fc6-b0ae963c0a19","block_type":"box","text":"the value and exchange rate of the euro and may continue to significantly affect the economies of every country in Europe,","page_number":46,"box":{"x":88,"y":766,"width":860,"height":12}},{"id":"6a15d711-ac66-4ce7-8360-c411dc9f6655","block_type":"box","text":"including countries that do not use the euro and non-EU member states. Responses to the financial problems by European","page_number":46,"box":{"x":89,"y":781,"width":857,"height":12}},{"id":"9bcac191-2d07-45ff-a840-85265dd85a12","block_type":"box","text":"governments, central banks and others, including austerity measures and reforms, may not produce the desired results, may","page_number":46,"box":{"x":89,"y":796,"width":871,"height":12}},{"id":"05635b21-77fd-4fe5-bf68-b659383cb8eb","block_type":"box","text":"result in social unrest and may limit future growth and economic recovery or have other unintended consequences. Further","page_number":46,"box":{"x":89,"y":811,"width":864,"height":12}},{"id":"b97d0cb7-a65a-4266-8bec-03ccb0e9d537","block_type":"box","text":"defaults or restructurings by governments and other entities of their debt could have additional adverse effects on","page_number":46,"box":{"x":89,"y":826,"width":796,"height":13}},{"id":"149297bd-b4b9-4ffa-96c1-835701f8943e","block_type":"box","text":"economies, financial markets and asset valuations around the world. In addition, one or more countries may abandon the","page_number":46,"box":{"x":89,"y":841,"width":850,"height":13}},{"id":"feb7c659-f14a-4116-82be-c49a8dc9ee93","block_type":"box","text":"26","page_number":46,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"488d0308-e302-4806-be00-a13a021d8c52","block_type":"box","text":"euro and/or withdraw from the EU. The impact of these actions, especially if they occur in a disorderly fashion, is not clear","page_number":47,"box":{"x":89,"y":44,"width":856,"height":12}},{"id":"541c8496-f930-44de-b551-a06a951459b1","block_type":"box","text":"but could be significant and far-reaching and could adversely impact the value of a Fund’s investments in the region.","page_number":47,"box":{"x":89,"y":59,"width":816,"height":12}},{"id":"34b99554-961d-4190-9caa-7a0e359ec29a","block_type":"box","text":"The United Kingdom (the “U.K.”) left the EU (“Brexit”) on January 31, 2020. Brexit could adversely affect European or","page_number":47,"box":{"x":88,"y":85,"width":813,"height":13}},{"id":"7cecde91-c0ba-4955-95f2-1af03b78f9d9","block_type":"box","text":"worldwide political, regulatory, economic or market conditions and could contribute to instability in global political","page_number":47,"box":{"x":88,"y":101,"width":802,"height":12}},{"id":"e7e112de-5d2e-485b-bab2-2fe2ee3a6e36","block_type":"box","text":"institutions, regulatory agencies and financial markets.","page_number":47,"box":{"x":89,"y":116,"width":382,"height":12}},{"id":"e86768ab-d9ee-4f34-a8ca-1d4f6c9a82f4","block_type":"box","text":"Certain European countries have also developed increasingly strained relationships with the U.S., and if these relations were","page_number":47,"box":{"x":89,"y":142,"width":863,"height":12}},{"id":"068cd078-823a-4815-babd-d89b5a6ee4c0","block_type":"box","text":"to worsen, they could adversely affect European issuers that rely on the U.S. for trade. The national politics of countries in","page_number":47,"box":{"x":88,"y":157,"width":849,"height":13}},{"id":"b7d87a31-ef16-4706-9e39-7cb6f4cadc1c","block_type":"box","text":"Europe have been unpredictable and subject to influence by disruptive political groups and ideologies, including for example,","page_number":47,"box":{"x":89,"y":172,"width":872,"height":13}},{"id":"b91d7a47-04ce-48d4-9990-a40c3956d333","block_type":"box","text":"secessionist movements. The governments of European countries may be subject to change and such countries may","page_number":47,"box":{"x":89,"y":188,"width":818,"height":12}},{"id":"e9efbf10-f05b-4655-a653-24775335bd45","block_type":"box","text":"experience social and political unrest. Unanticipated or sudden political or social developments may result in sudden and","page_number":47,"box":{"x":89,"y":203,"width":845,"height":12}},{"id":"2e230c50-76ad-4f33-b9a9-12f9ae16d1fb","block_type":"box","text":"significant investment losses. The occurrence of terrorist incidents throughout Europe or war in the region also could impact","page_number":47,"box":{"x":89,"y":218,"width":873,"height":12}},{"id":"468417de-e935-4e24-862f-5337e422e02a","block_type":"box","text":"financial markets. The impact of these events is not clear but could be significant and far-reaching and could adversely affect","page_number":47,"box":{"x":88,"y":233,"width":876,"height":12}},{"id":"9166f756-1960-4328-8540-d29f9648d399","block_type":"box","text":"the value and liquidity of a Fund’s investments.","page_number":47,"box":{"x":88,"y":248,"width":328,"height":12}},{"id":"34c27d52-6c71-4177-b47a-71e9a6912f9c","block_type":"box","text":"Russian Invasion of Ukraine","page_number":47,"box":{"x":88,"y":274,"width":192,"height":12}},{"id":"9886753c-31e3-4f7d-b5c7-0d9175247dff","block_type":"box","text":". Russia launched a large-scale invasion of Ukraine on February 24, 2022. The extent and duration","page_number":47,"box":{"x":281,"y":274,"width":680,"height":13}},{"id":"4426d23b-8e37-468e-99c0-38c789f61229","block_type":"box","text":"of the military action, resulting sanctions and resulting future market disruptions, including declines in its stock markets and","page_number":47,"box":{"x":89,"y":290,"width":870,"height":12}},{"id":"95b5217f-832e-4fd0-9965-03408b483c7f","block_type":"box","text":"the value of the ruble against the U.S. dollar, are impossible to predict, but could be significant. Disruptions caused by Russian","page_number":47,"box":{"x":88,"y":305,"width":879,"height":12}},{"id":"96ca0d1d-0cf8-4f6a-85a4-8bfc6bb01a6a","block_type":"box","text":"military action or other actions (including cyberattacks and espionage) or resulting actual and threatened responses to such","page_number":47,"box":{"x":89,"y":320,"width":869,"height":12}},{"id":"9baefd4c-4283-48cb-896d-037398d32f06","block_type":"box","text":"activity, including purchasing and financing restrictions, boycotts or changes in consumer or purchaser preferences,","page_number":47,"box":{"x":89,"y":335,"width":811,"height":12}},{"id":"99154e99-1d9f-4dea-9286-121622b2bf24","block_type":"box","text":"sanctions, import and export restrictions, tariffs or cyberattacks on the Russian government, Russian companies or Russian","page_number":47,"box":{"x":89,"y":350,"width":862,"height":12}},{"id":"1b89dd29-b3ea-4c0f-98dd-5a7dce5c22b5","block_type":"box","text":"individuals, including politicians, may impact Russia’s economy, Russian issuers of securities in which a Fund invests, or the","page_number":47,"box":{"x":89,"y":365,"width":863,"height":12}},{"id":"37c1f5d3-ae0e-4401-81ff-032c5b86075d","block_type":"box","text":"economies of Europe as a whole. Actual and threatened responses to Russian military action may also impact the markets for","page_number":47,"box":{"x":89,"y":380,"width":879,"height":13}},{"id":"7e306f42-5a1b-4167-95d4-afad3ab64eb6","block_type":"box","text":"certain Russian commodities, such as oil and natural gas, as well as other sectors of the Russian economy, and are likely to","page_number":47,"box":{"x":89,"y":395,"width":858,"height":13}},{"id":"78772f5f-9021-4134-92aa-a4ca2969a786","block_type":"box","text":"have collateral impacts on such sectors across Europe and globally.","page_number":47,"box":{"x":89,"y":410,"width":468,"height":13}},{"id":"bee5c8a4-43d3-4be0-85b2-6e5445ce0af8","block_type":"box","text":"Risk of Investing in Japan.","page_number":47,"box":{"x":89,"y":437,"width":184,"height":12}},{"id":"632b4c56-6b73-47a1-bd59-5e1358a3ee7c","block_type":"box","text":"Japan may be subject to political, economic, labor and other risks. Any of these risks, individually","page_number":47,"box":{"x":281,"y":437,"width":676,"height":12}},{"id":"90e64a74-344e-4a6f-b529-ec16503253c0","block_type":"box","text":"or in the aggregate, can impact an investment made in Japan.","page_number":47,"box":{"x":89,"y":452,"width":429,"height":12}},{"id":"0cb09112-765e-4ace-9759-8e78d2041a70","block_type":"box","text":"Currency Risk","page_number":47,"box":{"x":89,"y":479,"width":95,"height":12}},{"id":"bee3f2ea-d39c-4ceb-ae14-4a44aa73d8e6","block_type":"box","text":". The Japanese yen has fluctuated widely at times and any increase in its value may cause a decline in exports","page_number":47,"box":{"x":184,"y":479,"width":763,"height":12}},{"id":"1fbe62d8-2fab-4051-907e-2fc176054f98","block_type":"box","text":"that could weaken the Japanese economy. Japan has, in the past, intervened in the currency markets to attempt to maintain","page_number":47,"box":{"x":88,"y":494,"width":863,"height":12}},{"id":"7ce6132b-b2ca-4098-9cea-9d3801a25ab4","block_type":"box","text":"or reduce the value of the yen. Japanese intervention in the currency markets could cause the value of the yen to fluctuate","page_number":47,"box":{"x":89,"y":509,"width":852,"height":12}},{"id":"e7f6ce7f-daa9-4951-b8ed-0ced272db5e8","block_type":"box","text":"sharply and unpredictably and could cause losses to investors.","page_number":47,"box":{"x":89,"y":524,"width":436,"height":12}},{"id":"75dc6523-42e2-4401-b7c9-6cfe03f7acb1","block_type":"box","text":"Economic Risk","page_number":47,"box":{"x":88,"y":550,"width":101,"height":10}},{"id":"7305f620-fa00-41f0-af5c-dcde0296c40f","block_type":"box","text":". The growth of Japan’s economy has recently lagged that of its Asian neighbors and other major developed","page_number":47,"box":{"x":190,"y":550,"width":752,"height":13}},{"id":"170d61b7-3e76-459c-9de9-7a03c6c82252","block_type":"box","text":"economies. Since 2000, Japan’s economic growth rate has generally remained low relative to other advanced economies, and","page_number":47,"box":{"x":89,"y":565,"width":876,"height":13}},{"id":"b1684eb9-a8a4-4ed9-8c41-9cb6bd4bfc59","block_type":"box","text":"it may remain low in the future. The Japanese economy is heavily dependent on international trade and has been adversely","page_number":47,"box":{"x":89,"y":581,"width":857,"height":12}},{"id":"ba00df19-7bb6-43f1-9117-91a1b3759d86","block_type":"box","text":"affected by trade tariffs, other protectionist measures, competition from emerging economies and the economic conditions","page_number":47,"box":{"x":89,"y":596,"width":863,"height":12}},{"id":"079bf50d-7e3d-4187-aeb5-61a86ff8e466","block_type":"box","text":"of its trading partners. Japan is also heavily dependent on oil imports, and higher commodity prices could therefore have a","page_number":47,"box":{"x":89,"y":611,"width":853,"height":12}},{"id":"27449bff-4430-42d4-9559-7ecdd0456f16","block_type":"box","text":"negative impact on the Japanese economy.","page_number":47,"box":{"x":89,"y":626,"width":298,"height":12}},{"id":"a3624227-07da-4998-aae5-c9d4f20d46cf","block_type":"box","text":"Geographic Risk","page_number":47,"box":{"x":89,"y":652,"width":113,"height":13}},{"id":"d71e34ae-b021-4818-b34f-4af4f767c93e","block_type":"box","text":". Natural disasters, such as earthquakes, volcanic eruptions, typhoons and tsunamis, could occur in Japan or","page_number":47,"box":{"x":202,"y":652,"width":756,"height":13}},{"id":"dbd3bd7e-4cac-4b38-92c8-a0d1ce797126","block_type":"box","text":"surrounding areas and could negatively affect the Japanese economy, and, in turn, could negatively affect a Fund.","page_number":47,"box":{"x":89,"y":668,"width":790,"height":12}},{"id":"027c5d4d-4b7c-4147-80e3-0735d56a1f07","block_type":"box","text":"Labor Risk","page_number":47,"box":{"x":88,"y":694,"width":74,"height":10}},{"id":"88964de2-3782-488e-b16e-4e8919504cb5","block_type":"box","text":". Japan has an aging workforce and has experienced a significant population decline in recent years. Japan’s labor","page_number":47,"box":{"x":162,"y":694,"width":791,"height":12}},{"id":"076083c4-d9c1-4b5f-b801-de8c1ff62dd4","block_type":"box","text":"market appears to be undergoing fundamental structural changes, as a labor market traditionally accustomed to lifetime","page_number":47,"box":{"x":89,"y":709,"width":845,"height":12}},{"id":"8fa73a3a-0f6d-4ef0-bb9d-d04bf8aba924","block_type":"box","text":"employment adjusts to meet the need for increased labor mobility, which may adversely affect Japan’s economic","page_number":47,"box":{"x":89,"y":724,"width":786,"height":13}},{"id":"581abdaf-725f-4483-b1dc-636962e6ac9f","block_type":"box","text":"competitiveness.","page_number":47,"box":{"x":89,"y":740,"width":116,"height":12}},{"id":"d12177ae-eedc-4436-8303-5f9c1bf5dac8","block_type":"box","text":"Large Government and Corporate Debt Risk","page_number":47,"box":{"x":88,"y":766,"width":306,"height":12}},{"id":"c3460b3f-acf5-4ff8-b887-06c22b3236f2","block_type":"box","text":". The Japanese economy faces several concerns, including a financial system with","page_number":47,"box":{"x":394,"y":766,"width":568,"height":12}},{"id":"3858dd44-5714-4252-8876-0051b2e5711c","block_type":"box","text":"large levels of nonperforming loans, over-leveraged corporate balance sheets, extensive cross-ownership by major","page_number":47,"box":{"x":89,"y":781,"width":799,"height":12}},{"id":"b9090ba2-66ef-4efd-b62a-bc4e19e43fd9","block_type":"box","text":"corporations, a changing corporate governance structure, and large government deficits. These issues may cause a","page_number":47,"box":{"x":89,"y":796,"width":806,"height":12}},{"id":"213fa4fa-ba0f-4182-a771-f8e06cbf1f54","block_type":"box","text":"slowdown of the Japanese economy.","page_number":47,"box":{"x":89,"y":811,"width":253,"height":12}},{"id":"a2897418-a78b-4940-ba85-2fa416d09477","block_type":"box","text":"Political Risk","page_number":47,"box":{"x":88,"y":838,"width":88,"height":9}},{"id":"7d300a41-f013-4d32-a9e7-01d8f8c4fca4","block_type":"box","text":". Historically, Japan has had unpredictable national politics and may experience frequent political turnover. Future","page_number":47,"box":{"x":176,"y":838,"width":790,"height":12}},{"id":"353aa942-d69c-4d4c-9eef-2bf11d349030","block_type":"box","text":"political developments may lead to changes in policy that might adversely affect a Fund’s investments. In addition, China has","page_number":47,"box":{"x":89,"y":853,"width":873,"height":12}},{"id":"879ce9ae-6c5b-45d8-9267-53224af9ecf7","block_type":"box","text":"27","page_number":47,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"79d54b18-6447-4446-8967-4d8c7e923549","block_type":"box","text":"become an important trading partner with Japan. Japan’s political relationship with China, however, has been strained. Should","page_number":48,"box":{"x":89,"y":44,"width":877,"height":12}},{"id":"f8819b4c-4437-4ba5-af29-615cad8c7949","block_type":"box","text":"political tension increase, it could adversely affect the Japanese economy and destabilize the region as a whole.","page_number":48,"box":{"x":89,"y":59,"width":773,"height":12}},{"id":"0b920937-ee87-494b-9b54-aefe73a408b2","block_type":"box","text":"Security Risk.","page_number":48,"box":{"x":88,"y":85,"width":91,"height":13}},{"id":"1d6c4e17-12c9-48cf-a8af-ff9edefae106","block_type":"box","text":"Japan’s relations with its neighbors, particularly China, North Korea, South Korea and Russia, have at times been","page_number":48,"box":{"x":184,"y":85,"width":780,"height":13}},{"id":"abe0371e-37d1-44bc-85ca-06038480b8d9","block_type":"box","text":"strained due to territorial disputes, historical animosities and defense concerns. Most recently, the Japanese government has","page_number":48,"box":{"x":89,"y":101,"width":869,"height":12}},{"id":"3fc74fa0-d95f-4bdb-948e-95f868396672","block_type":"box","text":"shown concern over the increased nuclear and military activity by North Korea and China. Strained relations may cause","page_number":48,"box":{"x":89,"y":116,"width":831,"height":12}},{"id":"2232da86-d975-440e-a15d-344a7278021b","block_type":"box","text":"uncertainty in the Japanese markets and adversely affect the overall Japanese economy, particularly in times of crisis.","page_number":48,"box":{"x":89,"y":131,"width":812,"height":12}},{"id":"b13d673d-5014-4703-ac64-08258f869877","block_type":"box","text":"Risk of Investing in the Middle East.","page_number":48,"box":{"x":89,"y":157,"width":255,"height":13}},{"id":"dc4cccd0-26a5-475c-a954-922c30533749","block_type":"box","text":"Many Middle Eastern countries have little or no democratic tradition, and the political","page_number":48,"box":{"x":353,"y":157,"width":596,"height":13}},{"id":"f89fbcd3-6632-4b08-aa0b-566852418300","block_type":"box","text":"and legal systems in such countries may have an adverse impact on a Fund. Many economies in the Middle East are highly","page_number":48,"box":{"x":89,"y":172,"width":857,"height":13}},{"id":"47a38bc0-7cbd-4776-aa0a-cb48163e0a02","block_type":"box","text":"reliant on income from the sale of oil and natural gas or trade with countries involved in the sale of oil and natural gas, and","page_number":48,"box":{"x":89,"y":188,"width":857,"height":12}},{"id":"d6039ba0-def5-438f-bd90-5da05b55043e","block_type":"box","text":"their economies are therefore vulnerable to changes in the market for oil and natural gas and foreign currency values. As","page_number":48,"box":{"x":88,"y":203,"width":844,"height":12}},{"id":"e5b3c44f-1b1a-4820-8e5d-3ebdb5e9f74c","block_type":"box","text":"global demand for oil and natural gas fluctuates, many Middle Eastern economies may be significantly impacted.","page_number":48,"box":{"x":89,"y":218,"width":789,"height":12}},{"id":"d0ee8a6c-3577-4fc2-a827-995aa81f8d01","block_type":"box","text":"In addition, many Middle Eastern governments have exercised and continue to exercise substantial influence over many","page_number":48,"box":{"x":89,"y":244,"width":837,"height":13}},{"id":"ab635baf-55fe-4128-8bba-1249c7b616d1","block_type":"box","text":"aspects of the private sector. In certain cases, a Middle Eastern country’s government may own or control many companies,","page_number":48,"box":{"x":89,"y":259,"width":866,"height":13}},{"id":"c398acab-af8e-4517-9b79-240ee7f4037a","block_type":"box","text":"including some of the largest companies in the country. Accordingly, governmental actions in the future could have a","page_number":48,"box":{"x":89,"y":274,"width":819,"height":13}},{"id":"03a79612-7ccd-449d-965c-10d56bf057ef","block_type":"box","text":"significant effect on economic conditions in Middle Eastern countries. This could affect private sector companies and a Fund,","page_number":48,"box":{"x":89,"y":290,"width":875,"height":12}},{"id":"5a5c47de-5cea-4e74-bf41-cdd738054b99","block_type":"box","text":"as well as the value of securities in a Fund’s portfolio.","page_number":48,"box":{"x":89,"y":305,"width":369,"height":12}},{"id":"8c012324-6592-4ee8-aa3b-d8df97df64d9","block_type":"box","text":"Certain Middle Eastern markets are in the earliest stages of development. As a result, there may be a high concentration of","page_number":48,"box":{"x":89,"y":331,"width":858,"height":12}},{"id":"1d35c340-3b7e-47bf-a59c-4ef822ebf8b5","block_type":"box","text":"market capitalization and trading volume in a small number of issuers representing a limited number of industries, as well as","page_number":48,"box":{"x":89,"y":346,"width":870,"height":13}},{"id":"b79d0aca-e451-4267-ba8a-2166cb3455b5","block_type":"box","text":"a high concentration of investors and financial intermediaries. Brokers in Middle Eastern countries typically are fewer in","page_number":48,"box":{"x":89,"y":361,"width":832,"height":13}},{"id":"e6366d8a-e2c4-4863-8c12-20ca7c44ee0e","block_type":"box","text":"number and less capitalized than brokers in the U.S.","page_number":48,"box":{"x":89,"y":376,"width":361,"height":13}},{"id":"40b4a4cc-fe49-4f68-ad02-e90716bc60dd","block_type":"box","text":"The legal systems in certain Middle Eastern countries also may have an adverse impact on a Fund. For example, the potential","page_number":48,"box":{"x":88,"y":403,"width":874,"height":12}},{"id":"8e8803af-3389-4caf-96fa-523eb38925b4","block_type":"box","text":"liability of a shareholder in a U.S. corporation with respect to acts of the corporation generally is limited to the amount of the","page_number":48,"box":{"x":89,"y":418,"width":871,"height":12}},{"id":"34df4524-2330-436e-af7a-14af08fb06b6","block_type":"box","text":"shareholder’s investment. However, the notion of limited liability is less clear in certain Middle Eastern countries. Each Fund","page_number":48,"box":{"x":89,"y":433,"width":861,"height":13}},{"id":"47cc8af9-526a-407d-aab3-a41ab065bbe1","block_type":"box","text":"therefore may be liable in certain Middle Eastern countries for the acts of a corporation in which it invests for an amount","page_number":48,"box":{"x":88,"y":448,"width":843,"height":13}},{"id":"9ecd5161-275a-42c4-abd7-df1b5cfdb3f1","block_type":"box","text":"greater than its actual investment in that corporation. Similarly, the rights of investors in Middle Eastern issuers may be more","page_number":48,"box":{"x":89,"y":463,"width":872,"height":13}},{"id":"09579ac6-c87e-4577-9de3-bceba34a49c4","block_type":"box","text":"limited than those of shareholders of a U.S. corporation. It may be difficult or impossible to obtain or enforce a legal","page_number":48,"box":{"x":89,"y":479,"width":807,"height":12}},{"id":"e28311da-ac87-4370-89c8-5c853ea9ad85","block_type":"box","text":"judgment in a Middle Eastern country. Some Middle Eastern countries prohibit or impose substantial restrictions on","page_number":48,"box":{"x":88,"y":494,"width":809,"height":12}},{"id":"afcf5fa8-7c36-4fad-ada8-d3e635f759cc","block_type":"box","text":"investments in their capital markets, particularly their equity markets, by foreign entities such as a Fund. For example, certain","page_number":48,"box":{"x":89,"y":509,"width":872,"height":12}},{"id":"ab653321-539d-4bc9-8afe-2f4382c8961c","block_type":"box","text":"countries may require governmental approval prior to investment by foreign persons or limit the amount of investment by","page_number":48,"box":{"x":89,"y":524,"width":852,"height":12}},{"id":"ea6e681d-8b0a-4032-a09c-7bcd2383b78b","block_type":"box","text":"foreign persons in a particular issuer. Certain Middle Eastern countries may also limit investment by foreign persons to only a","page_number":48,"box":{"x":88,"y":539,"width":873,"height":12}},{"id":"cb2b78fa-51f2-48c6-a726-cefcdde2e8a3","block_type":"box","text":"specific class of securities of an issuer that may have less advantageous terms (including price) than securities of the issuer","page_number":48,"box":{"x":89,"y":554,"width":863,"height":12}},{"id":"839d4c92-4c4f-4149-8241-a6af6867757a","block_type":"box","text":"available for purchase by nationals of the relevant Middle Eastern country.","page_number":48,"box":{"x":89,"y":569,"width":515,"height":13}},{"id":"f17d0632-846f-4d55-a999-be60bec569fe","block_type":"box","text":"The manner in which foreign investors may invest in companies in certain Middle Eastern countries, as well as limitations on","page_number":48,"box":{"x":88,"y":596,"width":870,"height":12}},{"id":"f7aaf70c-9fb3-4c6a-9fa8-97c973b172c0","block_type":"box","text":"those investments, may have an adverse impact on the operations of a Fund. For example, in certain of these countries, a","page_number":48,"box":{"x":88,"y":611,"width":847,"height":12}},{"id":"9d2a3748-d983-45bd-98a8-fc024911d83c","block_type":"box","text":"Fund may be required to invest initially through a local broker or other entity and then have the shares that were purchased","page_number":48,"box":{"x":89,"y":626,"width":861,"height":12}},{"id":"ace77c8b-d927-41c1-b322-aff6ef4a9829","block_type":"box","text":"re-registered in the name of a Fund. Re-registration in some instances may not be possible on a timely basis. This may result","page_number":48,"box":{"x":89,"y":641,"width":870,"height":12}},{"id":"501d8965-824f-4897-991e-8bdb908cee3e","block_type":"box","text":"in a delay during which a Fund may be denied certain of its rights as an investor, including rights as to dividends or to be","page_number":48,"box":{"x":89,"y":656,"width":842,"height":13}},{"id":"04c1af13-67a0-4c74-928a-54e711635a33","block_type":"box","text":"made aware of certain corporate actions. There also may be instances where a Fund places a purchase order but is","page_number":48,"box":{"x":89,"y":671,"width":803,"height":13}},{"id":"f4cf6048-dfbe-4e2e-be08-c87b50059db4","block_type":"box","text":"subsequently informed, at the time of re-registration, that the permissible allocation of the investment to foreign investors","page_number":48,"box":{"x":89,"y":686,"width":853,"height":13}},{"id":"c804cffe-6efd-4538-80b8-0ead7cfc5bfa","block_type":"box","text":"has already been filled and, consequently, a Fund may not be able to invest in the relevant company.","page_number":48,"box":{"x":89,"y":702,"width":697,"height":12}},{"id":"72e1cdd7-5163-4844-92c0-9be15bb5f788","block_type":"box","text":"Substantial limitations may exist in certain Middle Eastern countries with respect to a Fund’s ability to repatriate investment","page_number":48,"box":{"x":88,"y":728,"width":866,"height":12}},{"id":"066904a4-df4b-4edd-81c7-b006c538ab93","block_type":"box","text":"income or capital gains. A Fund could be adversely affected by delays in, or a refusal to grant, any required governmental","page_number":48,"box":{"x":89,"y":743,"width":844,"height":12}},{"id":"1e4a9860-6615-4f81-b473-01d7511e7fa5","block_type":"box","text":"approval for repatriation of capital, as well as by the application to a Fund of any restrictions on investment.","page_number":48,"box":{"x":89,"y":758,"width":750,"height":13}},{"id":"8e493c3b-3400-47de-a24a-a6c1a7be57a1","block_type":"box","text":"Certain Middle Eastern countries may be heavily dependent upon international trade and, consequently, have been and may","page_number":48,"box":{"x":89,"y":785,"width":867,"height":12}},{"id":"ec72061d-6562-470a-805b-2e4b0b8fc71f","block_type":"box","text":"continue to be negatively affected by trade barriers, exchange controls, managed adjustments in relative currency values and","page_number":48,"box":{"x":89,"y":800,"width":873,"height":12}},{"id":"cf2d81de-ccc4-47f1-ade2-fcee26e128cd","block_type":"box","text":"other protectionist measures imposed or negotiated by the countries with which they trade. These countries also have been","page_number":48,"box":{"x":89,"y":815,"width":866,"height":12}},{"id":"052c6670-a0e1-4d53-aea9-5cb0f815f0db","block_type":"box","text":"and may continue to be adversely impacted by economic conditions in the countries with which they trade. In addition,","page_number":48,"box":{"x":89,"y":830,"width":835,"height":12}},{"id":"e3bde400-8799-40f5-bce5-adb1a271c44a","block_type":"box","text":"certain issuers located in Middle Eastern countries in which a Fund invests may operate in, or have dealings with, countries","page_number":48,"box":{"x":89,"y":845,"width":859,"height":12}},{"id":"c5885c69-e65a-4fe6-bd5c-1e2e7fed1dd8","block_type":"box","text":"subject to sanctions and/or embargoes imposed by the U.S. government and the United Nations, and/or countries identified","page_number":48,"box":{"x":89,"y":860,"width":871,"height":13}},{"id":"f97315ae-1270-4ab9-b54a-5be9bf8cbd6c","block_type":"box","text":"28","page_number":48,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"7fe07d03-3607-49c0-8828-f7f3a7b28463","block_type":"box","text":"by the U.S. government as state sponsors of terrorism. As a result, an issuer may sustain damage to its reputation if it is","page_number":49,"box":{"x":89,"y":44,"width":835,"height":12}},{"id":"311d1107-e78d-4600-bf3b-d3d69c87e9b6","block_type":"box","text":"identified as an issuer which operates in, or has dealings with, such countries. A Fund, as an investor in such issuers, will be","page_number":49,"box":{"x":89,"y":59,"width":863,"height":12}},{"id":"e16652bd-b3e5-49d2-92d6-022ea0c9ab90","block_type":"box","text":"indirectly subject to those risks.","page_number":49,"box":{"x":89,"y":74,"width":219,"height":12}},{"id":"52047394-8b52-4441-8976-9acef4ec51a9","block_type":"box","text":"Certain Middle Eastern countries have strained relations with other Middle Eastern countries due to territorial disputes,","page_number":49,"box":{"x":89,"y":101,"width":830,"height":12}},{"id":"24b60c6f-d44f-4f5e-ab3f-4e92cc5564c2","block_type":"box","text":"historical animosities, international alliances, defense concerns or other reasons, which may adversely affect the economies","page_number":49,"box":{"x":89,"y":116,"width":865,"height":12}},{"id":"338aa9ac-270f-4430-97b2-ecf3526d26ca","block_type":"box","text":"of these Middle Eastern countries. Certain Middle Eastern countries experience significant unemployment, as well as","page_number":49,"box":{"x":89,"y":131,"width":814,"height":12}},{"id":"aa82ceeb-b617-43d2-9809-ed4f306f8e69","block_type":"box","text":"widespread underemployment. There has also been a recent increase in recruitment efforts and an aggressive push for","page_number":49,"box":{"x":88,"y":146,"width":832,"height":12}},{"id":"4efc5d04-5be1-4c2d-877c-27d05ef5c5a0","block_type":"box","text":"territorial control by terrorist groups in the region, which has led to an outbreak of warfare and hostilities. Warfare in Syria has","page_number":49,"box":{"x":88,"y":161,"width":880,"height":12}},{"id":"43b62383-554d-4577-b327-56dd7d304a55","block_type":"box","text":"spread to surrounding areas, including many portions of Iraq and Turkey. Such hostilities may continue into the future or may","page_number":49,"box":{"x":89,"y":176,"width":878,"height":13}},{"id":"bd455019-bc5d-456f-bd5f-9af8baca4b21","block_type":"box","text":"escalate at any time due to ethnic, racial, political, religious or ideological tensions between groups in the region or foreign","page_number":49,"box":{"x":89,"y":191,"width":855,"height":13}},{"id":"00e85bca-9ff3-454f-bb77-30c0c8ca634b","block_type":"box","text":"intervention or lack of intervention, among other factors.","page_number":49,"box":{"x":89,"y":206,"width":397,"height":13}},{"id":"9e730dd6-071a-4d95-8607-f7118b5885c1","block_type":"box","text":"Risk of Investing in North America.","page_number":49,"box":{"x":89,"y":233,"width":250,"height":12}},{"id":"cf3ea9c7-9521-4234-a332-d19c822a6eb0","block_type":"box","text":"A decrease in imports or exports, changes in trade regulations or an economic recession","page_number":49,"box":{"x":348,"y":233,"width":619,"height":12}},{"id":"27baac36-0454-43f4-901f-cac173bb5e92","block_type":"box","text":"in any North American country can have a significant economic effect on the entire North American region and on some or","page_number":49,"box":{"x":89,"y":248,"width":862,"height":12}},{"id":"90caeab2-a496-46e8-acf7-28aebb99a3fb","block_type":"box","text":"all of the North American countries in which a Fund invests.","page_number":49,"box":{"x":89,"y":263,"width":418,"height":10}},{"id":"215082a2-5e3d-4bd6-8e73-98d071dfb1cc","block_type":"box","text":"The U.S. is Canada’s and Mexico’s largest trading and investment partner. The Canadian and Mexican economies are","page_number":49,"box":{"x":88,"y":290,"width":817,"height":12}},{"id":"eee9b11a-9492-45b7-83d9-8f49dcfe7de4","block_type":"box","text":"significantly affected by developments in the U.S. economy. Since the implementation of the North American Free Trade","page_number":49,"box":{"x":89,"y":305,"width":838,"height":12}},{"id":"af501cb2-7367-4946-ae8e-5bf22304f556","block_type":"box","text":"Agreement (“NAFTA”) in 1994 among Canada, the U.S. and Mexico, total merchandise trade among the three countries has","page_number":49,"box":{"x":88,"y":320,"width":866,"height":12}},{"id":"0578ef00-afe2-4fd4-a6d1-1114252e984a","block_type":"box","text":"increased. However, political developments including the implementation of tariffs by the U.S., and the renegotiation of","page_number":49,"box":{"x":89,"y":335,"width":832,"height":12}},{"id":"a151a0a8-5abe-4f1c-9cb5-b09a5d9664d9","block_type":"box","text":"NAFTA in the form of the United States-Mexico-Canada Agreement (“USMCA”), which replaced NAFTA on July 1, 2020, could","page_number":49,"box":{"x":89,"y":350,"width":877,"height":12}},{"id":"c81def9f-6981-4cd9-a0c8-796d53a561b3","block_type":"box","text":"negatively affect North America’s economic outlook and, as a result, the value of securities held by a Fund. Policy and","page_number":49,"box":{"x":89,"y":365,"width":819,"height":12}},{"id":"0bbf1389-4643-4150-8fcc-19c9b222481c","block_type":"box","text":"legislative changes in one country may have a significant effect on North American markets generally, as well as on the value","page_number":49,"box":{"x":89,"y":380,"width":872,"height":13}},{"id":"e1ab75e1-7706-4d3b-93a2-f0c0bed88d6f","block_type":"box","text":"of certain securities held by a Fund.","page_number":49,"box":{"x":89,"y":395,"width":246,"height":13}},{"id":"4fc18078-d686-424f-ba83-a61d72932a26","block_type":"box","text":"Risk of Investing in Russia.","page_number":49,"box":{"x":89,"y":422,"width":190,"height":12}},{"id":"ad3d4254-6c1b-4b9f-9bd9-b9a4c78b4281","block_type":"box","text":"Investing in the Russian securities market involves a high degree of risk and special","page_number":49,"box":{"x":289,"y":422,"width":578,"height":12}},{"id":"467ae33a-a9c2-4ca4-98c3-332593376827","block_type":"box","text":"considerations not typically associated with investing in the U.S. securities market, and should be considered highly","page_number":49,"box":{"x":89,"y":437,"width":808,"height":12}},{"id":"4bff4d15-ec65-43bc-a545-0368824a0bc6","block_type":"box","text":"speculative. Risks include: the absence of developed legal structures governing private and foreign investments and private","page_number":49,"box":{"x":89,"y":452,"width":859,"height":12}},{"id":"f9a31a9e-e4e7-4593-9be9-02485cbdac02","block_type":"box","text":"property; the possibility of the loss of all or a substantial portion of a Fund’s assets invested in Russia as a result of","page_number":49,"box":{"x":89,"y":467,"width":798,"height":13}},{"id":"800eca48-4c4c-4d9f-b766-dff44bbc63da","block_type":"box","text":"expropriation; certain national policies which may restrict the Fund’s investment opportunities, including, without limitation,","page_number":49,"box":{"x":89,"y":482,"width":870,"height":13}},{"id":"8754186c-9a81-40d0-9ff2-be07ceac5194","block_type":"box","text":"restrictions on investing in issuers or industries deemed sensitive to relevant national interests; and potentially greater price","page_number":49,"box":{"x":89,"y":497,"width":863,"height":13}},{"id":"ea3197d8-4f45-4410-9361-f7f8863eb00f","block_type":"box","text":"volatility in, significantly smaller capitalization of, and relative illiquidity of, the Russian market. There can also be no","page_number":49,"box":{"x":88,"y":513,"width":808,"height":12}},{"id":"43bf9eef-fcb6-4400-8bb7-8229952ecdbe","block_type":"box","text":"assurance that a Fund’s investments in the Russian securities market would not be expropriated, nationalized or otherwise","page_number":49,"box":{"x":89,"y":528,"width":856,"height":12}},{"id":"e84da94a-9cb9-4d83-889e-cbb7972da04c","block_type":"box","text":"confiscated. In the event of the settlement of any such claims or such expropriation, nationalization or other confiscation, a","page_number":49,"box":{"x":89,"y":543,"width":862,"height":12}},{"id":"e258d441-1027-47d3-a917-5cef536e251a","block_type":"box","text":"Fund could lose its entire investment. In addition, it may be difficult and more costly to obtain and enforce a judgment in the","page_number":49,"box":{"x":89,"y":558,"width":869,"height":12}},{"id":"04a3bfe3-1b87-4529-b383-68ddbb6595d3","block_type":"box","text":"Russian court system.","page_number":49,"box":{"x":89,"y":574,"width":152,"height":11}},{"id":"7a219073-d07c-4860-9f2e-c18232110321","block_type":"box","text":"Russia may also be subject to a greater degree of economic, political and social instability than is the case in other developed","page_number":49,"box":{"x":89,"y":599,"width":873,"height":13}},{"id":"d90d2f34-3dce-4b25-883c-49b7381b6c05","block_type":"box","text":"countries. Such instability may result from, among other things, the following: (i) an authoritarian government or military","page_number":49,"box":{"x":89,"y":615,"width":848,"height":12}},{"id":"10b62199-74ac-4a02-9a45-e32aa16b5818","block_type":"box","text":"involvement in political and economic decision-making, including changes in government through extra-constitutional","page_number":49,"box":{"x":89,"y":630,"width":832,"height":12}},{"id":"53ffe0b2-9141-45a5-9ec0-42c83a002689","block_type":"box","text":"means; (ii) popular unrest associated with demands for improved political, economic and social conditions; (iii) internal","page_number":49,"box":{"x":89,"y":645,"width":834,"height":12}},{"id":"117780cb-6bef-4775-9191-5e98c2b804b1","block_type":"box","text":"insurgencies; (iv) hostile relations, including armed conflict, with neighboring countries; and (v) ethnic, religious and racial","page_number":49,"box":{"x":89,"y":660,"width":855,"height":12}},{"id":"9958de05-6eb0-4a2c-bd19-36a11930af5b","block_type":"box","text":"disaffection.","page_number":49,"box":{"x":89,"y":675,"width":83,"height":10}},{"id":"93ec61c4-e178-4312-9f24-a6b6c3e637c3","block_type":"box","text":"The Russian economy is heavily dependent upon the export of a range of commodities including most industrial metals,","page_number":49,"box":{"x":88,"y":702,"width":842,"height":12}},{"id":"3fa84722-e36b-4807-a5d3-5580da478175","block_type":"box","text":"forestry products and oil and gas. Accordingly, it is strongly affected by international commodity prices and is particularly","page_number":49,"box":{"x":88,"y":717,"width":849,"height":12}},{"id":"c3f89147-2463-48e6-997e-407cf7275597","block_type":"box","text":"vulnerable to any weakening in global demand for these products. Any acts of terrorism or armed conflicts in Russia or","page_number":49,"box":{"x":88,"y":732,"width":832,"height":12}},{"id":"560083c5-1e12-4652-b36e-eee533d862ac","block_type":"box","text":"internationally could have an adverse effect on the financial and commodities markets and the global economy. As Russia","page_number":49,"box":{"x":89,"y":747,"width":850,"height":12}},{"id":"df4a9260-a5cd-4bd5-9f0d-fe6a388e9a16","block_type":"box","text":"produces and exports large amounts of crude oil and gas, any acts of terrorism or armed conflict causing disruptions of","page_number":49,"box":{"x":89,"y":762,"width":839,"height":12}},{"id":"406e958d-4c2e-4bfa-810e-7f5290409663","block_type":"box","text":"Russian oil and gas exports could negatively affect the Russian economy and, thus, adversely affect the financial condition,","page_number":49,"box":{"x":89,"y":777,"width":858,"height":12}},{"id":"8cdb35cd-3a12-4475-b078-cbf10756d26f","block_type":"box","text":"results of operations or prospects of related companies. Current and future economic sanctions may also adversely affect the","page_number":49,"box":{"x":89,"y":792,"width":876,"height":13}},{"id":"d679e35a-529c-48dc-88d0-08c1e19eed6d","block_type":"box","text":"Russian oil, banking, mining, metals, rail, pipeline and gas sectors, among other sectors.","page_number":49,"box":{"x":89,"y":807,"width":614,"height":13}},{"id":"c248b552-8323-4e71-9a67-028da2b68ebd","block_type":"box","text":"The Russian government may exercise substantial influence over many aspects of the private sector and may own or control","page_number":49,"box":{"x":88,"y":834,"width":871,"height":12}},{"id":"ff7f7056-cc98-4023-89c8-061e885bc87e","block_type":"box","text":"many companies. Future government actions could have a significant effect on the economic conditions in Russia, which","page_number":49,"box":{"x":89,"y":849,"width":847,"height":12}},{"id":"ccdee984-db13-4932-814c-74b45a24cb0e","block_type":"box","text":"could have a negative impact on private sector companies. There is also the possibility of diplomatic developments that could","page_number":49,"box":{"x":89,"y":864,"width":878,"height":12}},{"id":"2ee5ebfc-7f8c-4e9f-9706-2336505a9ea4","block_type":"box","text":"29","page_number":49,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8aff44a0-1fe4-4bbd-b560-ba3a86441532","block_type":"box","text":"adversely affect investments in Russia. In recent years, the Russian government has begun to take bolder steps to re-assert its","page_number":50,"box":{"x":89,"y":44,"width":878,"height":12}},{"id":"08af4219-26de-49c9-bb27-0a89584e12cf","block_type":"box","text":"regional geopolitical influence (including military steps) and launched a large-scale invasion of Ukraine on February 24, 2022.","page_number":50,"box":{"x":89,"y":59,"width":874,"height":12}},{"id":"03f33126-065e-4275-8975-36bad2d5d415","block_type":"box","text":"Additionally, Russia is alleged to have participated in state-sponsored cyberattacks against foreign companies and foreign","page_number":50,"box":{"x":88,"y":74,"width":851,"height":12}},{"id":"6c41b9de-e4d8-49ee-af5e-f92665057d47","block_type":"box","text":"governments. Such steps have increased tensions between Russia and its neighbors and Western countries and may","page_number":50,"box":{"x":89,"y":89,"width":815,"height":13}},{"id":"39a4e623-0fa3-4e75-b6dc-1419defe6a62","block_type":"box","text":"negatively affect economic growth. Actual and threatened responses by other nation-states to Russia’s alleged cyber activity","page_number":50,"box":{"x":89,"y":104,"width":871,"height":13}},{"id":"5bd5bf8d-5436-4fb1-90b3-9cdaab745023","block_type":"box","text":"may have an adverse impact on the Russian economy and the Russian issuers of securities in which a Fund invests. For","page_number":50,"box":{"x":89,"y":119,"width":832,"height":13}},{"id":"28fc2a89-8574-44fe-a09d-d188477e9d50","block_type":"box","text":"example, the U.S. has added certain foreign technology companies to the U.S. Department of Commerce’s Bureau of Industry","page_number":50,"box":{"x":89,"y":135,"width":877,"height":12}},{"id":"56f3914b-aa7e-49f6-a2bd-f7b150b7e255","block_type":"box","text":"and Security’s “Entity List,” which is a list of companies believed to pose a national security risk to the U.S. Actions like these","page_number":50,"box":{"x":89,"y":150,"width":869,"height":12}},{"id":"28762b53-d25d-4ac2-a092-e819c48e5ed9","block_type":"box","text":"may have unanticipated and disruptive effects on the Russian economy.","page_number":50,"box":{"x":89,"y":165,"width":500,"height":12}},{"id":"de5e13c2-38b8-4f24-bc67-b83f09517e61","block_type":"box","text":"Russian invasion of Ukraine","page_number":50,"box":{"x":88,"y":191,"width":191,"height":12}},{"id":"bf541d2a-f758-4b75-a8a5-014c52099ccf","block_type":"box","text":". Russia launched a large-scale invasion of Ukraine on February 24, 2022. The extent and duration","page_number":50,"box":{"x":280,"y":191,"width":681,"height":13}},{"id":"c7f99c7f-a998-4c24-9263-68cfe2ead0a2","block_type":"box","text":"of the military action, resulting sanctions and resulting future market disruptions, including declines in its stock markets and","page_number":50,"box":{"x":89,"y":206,"width":870,"height":13}},{"id":"3756d19b-b6b2-413d-876f-7d33cfdbf4b6","block_type":"box","text":"the value of the ruble against the U.S. dollar, are impossible to predict, but could be significant. Disruptions caused by Russian","page_number":50,"box":{"x":88,"y":222,"width":879,"height":12}},{"id":"3633840a-185d-4c80-b3e0-1e4a608e4329","block_type":"box","text":"military action or other actions (including cyberattacks and espionage) or resulting actual and threatened responses to such","page_number":50,"box":{"x":89,"y":237,"width":869,"height":12}},{"id":"3e11bb76-dde6-4012-9c81-712df68339c3","block_type":"box","text":"activity, including purchasing and financing restrictions, boycotts or changes in consumer or purchaser preferences,","page_number":50,"box":{"x":89,"y":252,"width":811,"height":12}},{"id":"83d0d88f-ba35-483f-9b71-112b6b815d74","block_type":"box","text":"sanctions, import and export restrictions, tariffs or cyberattacks on the Russian government, Russian companies or Russian","page_number":50,"box":{"x":89,"y":267,"width":862,"height":12}},{"id":"e26515d9-8927-4f8d-b384-f3cbb7e7806d","block_type":"box","text":"individuals, including politicians, may impact Russia’s economy, Russian issuers of securities in which a Fund invests, or the","page_number":50,"box":{"x":89,"y":282,"width":863,"height":12}},{"id":"e1e06376-6591-4c19-9e55-c53bff82e627","block_type":"box","text":"economies of Europe as a whole. Actual and threatened responses to Russian military action may also impact the markets for","page_number":50,"box":{"x":89,"y":297,"width":879,"height":12}},{"id":"632c73c5-b550-4fa7-8237-20b93357e982","block_type":"box","text":"certain Russian commodities, such as oil and natural gas, as well as other sectors of the Russian economy, and are likely to","page_number":50,"box":{"x":89,"y":312,"width":858,"height":13}},{"id":"1fa98895-3da9-456f-b7f5-0cb070bc5af0","block_type":"box","text":"have collateral impacts on such sectors across Europe and globally.","page_number":50,"box":{"x":89,"y":327,"width":468,"height":13}},{"id":"9d56c7d2-1a7b-47ef-aa2b-a2632b332e94","block_type":"box","text":"Russia Sanctions","page_number":50,"box":{"x":88,"y":354,"width":117,"height":10}},{"id":"a0360a9e-0887-4fdd-bc1f-0da5d4575bbb","block_type":"box","text":". Governments in the U.S. and many other countries (collectively, the “Sanctioning Bodies”) have imposed","page_number":50,"box":{"x":207,"y":354,"width":738,"height":12}},{"id":"beb9d1de-ae5b-403d-b3a2-decff3689056","block_type":"box","text":"economic sanctions on certain Russian individuals, including politicians, and Russian corporate and banking entities,","page_number":50,"box":{"x":89,"y":369,"width":816,"height":12}},{"id":"7d43b9f3-58bc-4108-809f-a3f74c26f870","block_type":"box","text":"including banning Russia from global payments systems that facilitate cross-border payments. The Sanctioning Bodies, or","page_number":50,"box":{"x":89,"y":384,"width":853,"height":12}},{"id":"db5ce9c0-9398-42df-a059-16fa1c119a10","block_type":"box","text":"others, could also institute broader sanctions on Russia. These sanctions, or even the threat of further sanctions, may result","page_number":50,"box":{"x":89,"y":399,"width":865,"height":13}},{"id":"1ddac5e4-2203-4286-a80a-563c0b345eb2","block_type":"box","text":"in the decline of the value and liquidity of Russian securities, a weakening of the ruble or other adverse consequences to the","page_number":50,"box":{"x":89,"y":414,"width":867,"height":13}},{"id":"384224cf-3a27-48f0-8a13-0f535858f0eb","block_type":"box","text":"Russian economy. These sanctions could also result in the immediate freeze of Russian securities and/or funds invested in","page_number":50,"box":{"x":89,"y":429,"width":854,"height":13}},{"id":"cf90a1bc-3559-4035-af80-4580170c0e38","block_type":"box","text":"prohibited assets, impairing the ability of a Fund to buy, sell, receive or deliver those securities and/or assets. Recently, Russia","page_number":50,"box":{"x":89,"y":445,"width":875,"height":12}},{"id":"22e0e1c4-9eae-471d-896a-d0388feb1fa6","block_type":"box","text":"has issued a number of countersanctions, some of which restrict the distribution of profits by limited liability companies (","page_number":50,"box":{"x":89,"y":460,"width":850,"height":12}},{"id":"c308dcf4-6f65-4362-9154-21d2dac51e67","block_type":"box","text":"e.g.","page_number":50,"box":{"x":940,"y":463,"width":23,"height":9}},{"id":"ae82a4d2-600c-4fa2-833d-b3362cc9f51c","block_type":"box","text":",","page_number":50,"box":{"x":965,"y":468,"width":2,"height":3}},{"id":"d73c50b0-3b19-471d-8a43-aa62167d157b","block_type":"box","text":"dividends), and prohibits Russian persons from entering into transactions with designated persons from “unfriendly states”","page_number":50,"box":{"x":89,"y":475,"width":864,"height":12}},{"id":"c8d34565-612a-48e4-894e-778fa50be6a3","block_type":"box","text":"as well as the export of raw materials or other products from Russia to certain sanctioned persons.","page_number":50,"box":{"x":89,"y":490,"width":690,"height":12}},{"id":"83033f0c-42f7-4a2b-a8ce-f45e686c776f","block_type":"box","text":"The sanctions against certain Russian issuers include prohibitions on transacting in or dealing in issuances of debt or equity","page_number":50,"box":{"x":88,"y":516,"width":868,"height":13}},{"id":"cd0db916-9909-436c-b546-5ed4f9b598e6","block_type":"box","text":"of such issuers. Compliance with each of these sanctions has and may continue to impair the ability of a Fund to buy, sell,","page_number":50,"box":{"x":89,"y":531,"width":851,"height":13}},{"id":"fbac4bc7-b26f-41b1-8ef3-17ba08934d71","block_type":"box","text":"hold, receive or deliver the affected securities or other securities of such issuers. If it becomes impracticable or unlawful for a","page_number":50,"box":{"x":89,"y":547,"width":870,"height":12}},{"id":"f9735f09-ff8b-4028-825f-65aea4c24535","block_type":"box","text":"Fund to hold securities subject to, or otherwise affected by, sanctions (collectively, “affected securities”), or if deemed","page_number":50,"box":{"x":89,"y":562,"width":820,"height":12}},{"id":"55dc28d7-ac19-4578-b875-20a41c099b6b","block_type":"box","text":"appropriate by BFA, a Fund may prohibit in-kind deposits of the affected securities in connection with creation transactions","page_number":50,"box":{"x":89,"y":577,"width":861,"height":12}},{"id":"b7332398-f755-4829-8554-d7aa60770b46","block_type":"box","text":"and instead require a cash deposit, which may also increase a Fund’s transaction costs. A Fund may also be legally required","page_number":50,"box":{"x":89,"y":592,"width":863,"height":12}},{"id":"2986b759-6094-45bc-9b3e-b305fa9aa519","block_type":"box","text":"to freeze assets in a blocked account.","page_number":50,"box":{"x":88,"y":607,"width":260,"height":10}},{"id":"d47e3022-2faf-4468-92c0-6a1d95787429","block_type":"box","text":"Sanctions have resulted in Russia taking counter measures or retaliatory actions, which has impaired the value and liquidity","page_number":50,"box":{"x":88,"y":633,"width":864,"height":13}},{"id":"1443a992-f5dd-41bd-9bb8-0e6641144a44","block_type":"box","text":"of Russian securities. These retaliatory measures include the immediate freeze of Russian assets held by a Fund. Due to such","page_number":50,"box":{"x":89,"y":649,"width":870,"height":12}},{"id":"00ec8e63-ec79-4bbf-9c92-7bfb7fe35dd3","block_type":"box","text":"a freeze of these assets, including depositary receipts, a Fund may need to liquidate non-restricted assets in order to satisfy","page_number":50,"box":{"x":89,"y":664,"width":861,"height":12}},{"id":"af5fc414-95c3-47ac-a4f6-066cb548c4a3","block_type":"box","text":"any Fund redemption orders. The liquidation of Fund assets during this time may also result in a Fund receiving substantially","page_number":50,"box":{"x":89,"y":679,"width":872,"height":12}},{"id":"5d6a18cd-5caa-40fa-a862-13eb8336f508","block_type":"box","text":"lower prices for its securities. Russia may implement additional retaliatory measures, which may further impair the value and","page_number":50,"box":{"x":89,"y":694,"width":871,"height":12}},{"id":"13a2194e-0526-4a72-b13a-8d2925e5ac27","block_type":"box","text":"liquidity of Russian securities and the ability of the Fund to receive dividend payments. Recently, Russia has issued a number","page_number":50,"box":{"x":89,"y":709,"width":869,"height":12}},{"id":"00dfe17c-a0ba-422c-8ba9-17244a213f1d","block_type":"box","text":"of countersanctions, some of which restrict the distribution of profits by limited liability companies (","page_number":50,"box":{"x":89,"y":724,"width":700,"height":13}},{"id":"a257b63a-d090-4e92-9301-56a449c80094","block_type":"box","text":"e.g.","page_number":50,"box":{"x":790,"y":727,"width":23,"height":10}},{"id":"744bccfe-16b3-4750-821d-5f84ca23bdc1","block_type":"box","text":", dividends), and","page_number":50,"box":{"x":815,"y":724,"width":114,"height":13}},{"id":"2906dcb9-25c0-429e-921a-e0a0c30aaa9b","block_type":"box","text":"prohibits Russian persons from entering into transactions with designated persons from “unfriendly states” as well as the","page_number":50,"box":{"x":89,"y":739,"width":850,"height":13}},{"id":"79c4e705-6c53-4d23-999c-5baf38cb48c7","block_type":"box","text":"export of raw materials or other products from Russia to certain sanctioned persons. Russian companies may be unable to","page_number":50,"box":{"x":89,"y":754,"width":857,"height":13}},{"id":"d1d02f8e-18bf-4adb-83bb-f14c834a7f06","block_type":"box","text":"pay dividends and, if they pay dividends, the Fund may be unable to receive them.","page_number":50,"box":{"x":89,"y":770,"width":571,"height":12}},{"id":"00cebc79-67bc-485c-a5cb-6f33418596d4","block_type":"box","text":"These sanctions, the decision by Russia to suspend trading on the Moscow Exchange (MOEX) and prohibit non-resident","page_number":50,"box":{"x":88,"y":796,"width":844,"height":12}},{"id":"3b46972d-61bf-40aa-9de2-927e734c9b0f","block_type":"box","text":"investors from executing security sales, and other events have led to changes in the Fund’s underlying index. The Fund’s","page_number":50,"box":{"x":89,"y":811,"width":842,"height":12}},{"id":"5f9584d1-9594-4576-9cf2-c41dacf8a9a9","block_type":"box","text":"Index Provider has removed Russian securities from the underlying index. To the extent that the Fund rebalances its portfolio","page_number":50,"box":{"x":89,"y":826,"width":873,"height":13}},{"id":"ed13f4f2-f100-43fd-a25d-18ebd7d45e07","block_type":"box","text":"and trades in non-Russian securities to seek to track the investment results of the underlying index, this may result in","page_number":50,"box":{"x":89,"y":841,"width":819,"height":13}},{"id":"4c916e7f-e77e-4781-9ace-e453276e258d","block_type":"box","text":"transaction costs and increased tracking error. The Fund is currently restricted from trading in Russian securities, including","page_number":50,"box":{"x":88,"y":856,"width":858,"height":13}},{"id":"7fbd0d4d-d863-42d2-a631-f0cf31c95e56","block_type":"box","text":"30","page_number":50,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"91db2b14-950b-41c2-8312-f8d0cf89a1dd","block_type":"box","text":"those in its portfolio, while the underlying index has removed Russian securities. This disparity will also lead to increased","page_number":51,"box":{"x":88,"y":44,"width":842,"height":12}},{"id":"bc3f14f9-dad0-41f0-aa53-e8641b5660dd","block_type":"box","text":"tracking error. The inability of the Fund to trade in Russian securities may adversely affect the Fund’s ability to meet its","page_number":51,"box":{"x":88,"y":59,"width":828,"height":12}},{"id":"e1024a28-4150-4576-a9d9-b65ee370d6f8","block_type":"box","text":"investment objective. It is unknown when, or if, sanctions may be lifted or the Fund’s ability to trade in Russian securities will","page_number":51,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"9e285ca4-7c02-47ae-b835-9a872d21e399","block_type":"box","text":"resume.","page_number":51,"box":{"x":89,"y":92,"width":54,"height":7}},{"id":"3b2cc734-a37c-43aa-b39c-893fda9d7840","block_type":"box","text":"Also, if an affected security is included in a Fund’s underlying index, a Fund may, where practicable, seek to eliminate its","page_number":51,"box":{"x":88,"y":116,"width":838,"height":12}},{"id":"0aefd705-67e8-4eaf-903e-98be3f238b55","block_type":"box","text":"holdings of the affected security by employing or augmenting its representative sampling strategy to seek to track the","page_number":51,"box":{"x":89,"y":131,"width":824,"height":12}},{"id":"aa4b3584-5333-49c2-a05b-4a1dcdf1cad2","block_type":"box","text":"investment results of its underlying index. The use of (or increased use of ) a representative sampling strategy may increase a","page_number":51,"box":{"x":89,"y":146,"width":874,"height":12}},{"id":"915b538a-93c3-4bca-8136-da9b5c9bb6ba","block_type":"box","text":"Fund’s tracking error risk. If the affected securities constitute a significant percentage of the underlying index, a Fund may","page_number":51,"box":{"x":89,"y":161,"width":854,"height":12}},{"id":"699ef482-5368-45d7-b4ee-3d61aea94c97","block_type":"box","text":"not be able to effectively implement a representative sampling strategy, which may result in significant tracking error","page_number":51,"box":{"x":89,"y":176,"width":816,"height":13}},{"id":"ca7c62d5-3998-4ffb-aca7-f1afb2330041","block_type":"box","text":"between a Fund’s performance and the performance of its underlying index.","page_number":51,"box":{"x":89,"y":191,"width":533,"height":13}},{"id":"0f61c5b6-2836-4854-8c10-06d24c750955","block_type":"box","text":"Risk of Investing in Saudi Arabia.","page_number":51,"box":{"x":89,"y":218,"width":236,"height":12}},{"id":"d5e2f22a-0876-49ff-9284-ee222660bdde","block_type":"box","text":"The ability of foreign investors (such as the Funds) to invest in the securities of Saudi","page_number":51,"box":{"x":337,"y":218,"width":594,"height":12}},{"id":"386cad22-46aa-4e47-b1e7-c14d1296a1e7","block_type":"box","text":"Arabian issuers is relatively new. Such ability could be restricted by the Saudi Arabian government at any time, and","page_number":51,"box":{"x":88,"y":233,"width":801,"height":12}},{"id":"c5e8d6d0-eb04-475b-948e-4ed75df157c8","block_type":"box","text":"unforeseen risks could materialize with respect to foreign ownership in such securities. In addition, the Capital Market","page_number":51,"box":{"x":89,"y":248,"width":824,"height":12}},{"id":"9e2f131c-c2f0-4666-87fb-d12a0d8718ba","block_type":"box","text":"Authority (“CMA”) places investment limitations on the ownership of the securities of Saudi Arabian issuers by foreign","page_number":51,"box":{"x":88,"y":263,"width":828,"height":12}},{"id":"76c4bbd8-8307-4797-817e-fed41dba3b27","block_type":"box","text":"investors, including a limitation on a Fund’s ownership of the securities of any single issuer listed on the Saudi Arabian Stock","page_number":51,"box":{"x":89,"y":278,"width":871,"height":13}},{"id":"38e06964-16b9-423b-83b5-3ff4eaf0ec7a","block_type":"box","text":"Exchange, which may prevent a Fund from investing in accordance with its strategy and contribute to tracking error against","page_number":51,"box":{"x":89,"y":293,"width":867,"height":13}},{"id":"afc47ea5-7134-468f-84c8-5caa9e07545e","block_type":"box","text":"the Underlying Index. These restrictions may be changed or new restrictions, such as licensing requirements, special","page_number":51,"box":{"x":88,"y":308,"width":814,"height":13}},{"id":"285f0499-941b-48b0-b058-aec88e38fe2b","block_type":"box","text":"approvals or additional foreign taxes, may be instituted at any time. A Fund may not be able to obtain or maintain any such","page_number":51,"box":{"x":89,"y":324,"width":860,"height":12}},{"id":"365a1b3e-2fb5-47b9-a259-c259f4ccad1d","block_type":"box","text":"licenses or approvals and may not be able to buy and sell securities at full value. Major disruptions or regulatory changes","page_number":51,"box":{"x":89,"y":339,"width":844,"height":12}},{"id":"f8cd5438-db8c-4960-b8d7-b43bc95fbe8e","block_type":"box","text":"could occur in the Saudi Arabian market, any of which could negatively impact a Fund. These risks may be exacerbated,","page_number":51,"box":{"x":89,"y":354,"width":838,"height":12}},{"id":"5d0dbed6-697b-48a1-85f6-1cb7cf83be93","block_type":"box","text":"compared to more developed markets, given the limited history of foreign investment in the Saudi Arabian market.","page_number":51,"box":{"x":89,"y":369,"width":801,"height":12}},{"id":"1cc9dd08-6a7c-44a1-a69f-c076653f6851","block_type":"box","text":"Investments in Saudi Arabia may also be subject to loss due to expropriation or nationalization of assets and property or the","page_number":51,"box":{"x":89,"y":384,"width":867,"height":12}},{"id":"2d3664ba-61c8-4652-9dd7-eee469cb0d76","block_type":"box","text":"imposition of restrictions on additional foreign investments and repatriation of capital. Such heightened risks may include,","page_number":51,"box":{"x":89,"y":399,"width":854,"height":13}},{"id":"e8833b6b-366d-4554-b3fa-da620ae3eeaa","block_type":"box","text":"among others, restrictions on and government intervention in international trade, confiscatory taxation, political instability,","page_number":51,"box":{"x":89,"y":414,"width":859,"height":13}},{"id":"f9cb94d9-e118-47af-bbe1-c76142566a8f","block_type":"box","text":"including authoritarian and/or military involvement in governmental decision making, armed conflict, crime and instability as","page_number":51,"box":{"x":89,"y":429,"width":877,"height":13}},{"id":"1a95297d-f900-4366-9865-3cfb6eb90d1a","block_type":"box","text":"a result of religious, ethnic and/or socioeconomic unrest. Saudi Arabia has privatized, or has begun the process of privatizing,","page_number":51,"box":{"x":89,"y":445,"width":877,"height":12}},{"id":"da55b1e4-edd5-4a07-bde7-b203ace72c6b","block_type":"box","text":"certain entities and industries. Newly privatized companies may face strong competition from government-sponsored","page_number":51,"box":{"x":89,"y":460,"width":824,"height":12}},{"id":"445c1776-ccb8-41d1-9af4-c6f1b1993b73","block_type":"box","text":"competitors that have not been privatized. In some instances, investors in newly privatized entities have suffered losses due","page_number":51,"box":{"x":89,"y":475,"width":861,"height":12}},{"id":"bc96b554-7970-48fb-af93-27d8425136fb","block_type":"box","text":"to the inability of the newly privatized entities to adjust quickly to a competitive environment or changing regulatory and","page_number":51,"box":{"x":88,"y":490,"width":843,"height":12}},{"id":"0192aeaf-06d0-4981-a04f-c24f02b8ee8b","block_type":"box","text":"legal standards or, in some cases, due to re-nationalization of such privatized entities. There is no assurance that similar","page_number":51,"box":{"x":89,"y":505,"width":836,"height":12}},{"id":"52b46482-0939-4e34-91db-74dd0259df0c","block_type":"box","text":"losses will not recur. Saudi Arabia is highly reliant on income from the sale of petroleum and trade with other countries","page_number":51,"box":{"x":89,"y":520,"width":830,"height":12}},{"id":"a111b943-f6f6-4247-b253-b9abc58cf65a","block_type":"box","text":"involved in the sale of petroleum, and its economy is therefore vulnerable to changes in foreign currency values and the","page_number":51,"box":{"x":89,"y":535,"width":834,"height":13}},{"id":"4a1f14ef-1243-4171-8611-f87e75744477","block_type":"box","text":"market for petroleum, as well as acts targeting petroleum production or processing facilities in Saudi Arabia. As global","page_number":51,"box":{"x":89,"y":550,"width":825,"height":13}},{"id":"cd2a274b-cd49-4ae2-a25c-4cbc294aa048","block_type":"box","text":"demand for petroleum fluctuates, Saudi Arabia may be significantly impacted. In the recent past, the Saudi Arabian","page_number":51,"box":{"x":89,"y":565,"width":804,"height":13}},{"id":"b2ac1fcb-c7f9-4552-ae9e-62b522ff184e","block_type":"box","text":"government has explored privatization and diversification of the economy in the wake of a diminished petroleum market.","page_number":51,"box":{"x":89,"y":581,"width":846,"height":12}},{"id":"4df9aa14-fd7c-4d0e-a5fe-da3ea84432d4","block_type":"box","text":"Like most Middle Eastern governments, the government of Saudi Arabia exercises substantial influence over many aspects of","page_number":51,"box":{"x":89,"y":607,"width":876,"height":12}},{"id":"5d011f00-739c-4ecf-b39c-74cd7f5901e8","block_type":"box","text":"the private sector. Although liberalization in the wider economy is underway, in many areas it has lagged significantly:","page_number":51,"box":{"x":88,"y":622,"width":822,"height":12}},{"id":"36604332-6898-4ba9-9060-7da2b484e064","block_type":"box","text":"restrictions on foreign ownership persist, and the government has an ownership stake in many key industries. The situation is","page_number":51,"box":{"x":89,"y":637,"width":878,"height":13}},{"id":"f6bf0e3c-8592-4c34-b395-708b536ec58e","block_type":"box","text":"exacerbated by the fact that Saudi Arabia is governed by an absolute monarchy. Saudi Arabia has historically experienced","page_number":51,"box":{"x":89,"y":652,"width":847,"height":13}},{"id":"f42404c7-012a-4b4d-b392-0194a4ac7430","block_type":"box","text":"strained relations with economic partners worldwide, including other countries in the Middle East, due to geopolitical events.","page_number":51,"box":{"x":89,"y":668,"width":874,"height":12}},{"id":"28fc83df-edf1-4c55-b5e0-66b095fc7fd5","block_type":"box","text":"Incidents involving a Middle Eastern country’s or the region’s security, including terrorism, may cause uncertainty in their","page_number":51,"box":{"x":89,"y":683,"width":847,"height":12}},{"id":"2aab16e4-26bc-44b7-b966-0f449d1a8bbd","block_type":"box","text":"markets and may adversely affect its economy and a Fund’s investments.","page_number":51,"box":{"x":89,"y":698,"width":510,"height":12}},{"id":"b8b39c82-0541-4fca-9d69-6f0c25f7912a","block_type":"box","text":"Governmental actions in the future could have a significant effect on economic conditions in Saudi Arabia, which could affect","page_number":51,"box":{"x":89,"y":724,"width":877,"height":13}},{"id":"1e64dac2-60d8-477c-9f3f-be83ab7d3f00","block_type":"box","text":"private sector companies and a Fund, as well as the value of securities in a Fund’s portfolio. Any economic sanctions on","page_number":51,"box":{"x":89,"y":739,"width":836,"height":13}},{"id":"3af287e2-75ca-4f43-93dc-df7962015dce","block_type":"box","text":"Saudi Arabian individuals or Saudi Arabian corporate entities, or even the threat of sanctions, may result in the decline of the","page_number":51,"box":{"x":88,"y":754,"width":872,"height":13}},{"id":"e72fcbfb-ca95-4dc4-b8d5-e54630d6aafb","block_type":"box","text":"value and liquidity of Saudi Arabian securities, a weakening of the Saudi riyal or other adverse consequences to the Saudi","page_number":51,"box":{"x":88,"y":770,"width":847,"height":12}},{"id":"c2af5285-794b-4c65-a72b-eb2de9be2d99","block_type":"box","text":"Arabian economy. Any sanctions could also result in the immediate freeze of Saudi Arabian securities and/or funds investing","page_number":51,"box":{"x":88,"y":785,"width":872,"height":12}},{"id":"af8ce38f-e231-4366-afc7-8e4a12adef0c","block_type":"box","text":"in prohibited assets, impairing the ability of a Fund to buy, sell, receive or deliver those securities and/or assets. In addition,","page_number":51,"box":{"x":89,"y":800,"width":859,"height":12}},{"id":"a55d0c8f-2582-4497-b7db-691d1700f3e7","block_type":"box","text":"Saudi Arabia’s economy relies heavily on cheap, foreign labor, and changes in the availability of this labor supply could have","page_number":51,"box":{"x":88,"y":815,"width":864,"height":12}},{"id":"50eac965-c0d6-4f89-bb7e-78e343c635c5","block_type":"box","text":"an adverse effect on the economy.","page_number":51,"box":{"x":89,"y":830,"width":238,"height":12}},{"id":"3aefed76-9cb3-4e0c-838d-da019e38584d","block_type":"box","text":"31","page_number":51,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"4ecaeef5-ee87-46da-95a0-dddea7446ead","block_type":"box","text":"The securities markets in Saudi Arabia may not be as developed as those in other countries. As a result, securities markets in","page_number":52,"box":{"x":88,"y":44,"width":871,"height":12}},{"id":"c8518955-0fb3-486a-a9e5-f13506783444","block_type":"box","text":"Saudi Arabia are subject to greater risks associated with market volatility, lower market capitalization, lower trading volume,","page_number":52,"box":{"x":88,"y":59,"width":865,"height":12}},{"id":"eb3486b6-e64b-400a-b49c-fdc6867dfcbb","block_type":"box","text":"illiquidity, inflation, greater price fluctuations, uncertainty regarding the existence of trading markets, governmental control","page_number":52,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"c8c0f7c7-b25f-48e9-9d37-a8c3a236be43","block_type":"box","text":"and heavy regulation of labor and industry. Shares of certain Saudi Arabian companies tend to trade less frequently than","page_number":52,"box":{"x":89,"y":89,"width":840,"height":13}},{"id":"e7abcf07-ff2d-4413-90b2-9028f9a4d84b","block_type":"box","text":"those of companies on exchanges in more developed markets. Such infrequent trading may adversely affect the pricing of","page_number":52,"box":{"x":88,"y":104,"width":855,"height":13}},{"id":"eb5e0195-6c1d-415c-abb4-c69622d07e92","block_type":"box","text":"these securities and a Fund’s ability to sell these securities in the future.","page_number":52,"box":{"x":88,"y":119,"width":500,"height":13}},{"id":"7e23f590-d67c-46ef-bcaf-aa2ed94e3e44","block_type":"box","text":"Although the political situation in Saudi Arabia is largely stable, Saudi Arabia has historically experienced political instability,","page_number":52,"box":{"x":88,"y":146,"width":866,"height":12}},{"id":"58001d47-1bbe-4d70-8470-0f4ba81b5c76","block_type":"box","text":"and there remains the possibility that the stability will not hold in the future or that instability in the larger Middle East region","page_number":52,"box":{"x":89,"y":161,"width":872,"height":12}},{"id":"9e1c8633-8269-4082-94f7-d94289c088dd","block_type":"box","text":"could adversely impact the economy of Saudi Arabia. Instability may be caused by military developments, government","page_number":52,"box":{"x":89,"y":176,"width":827,"height":13}},{"id":"51129609-17f3-4a09-a44e-463643cf718c","block_type":"box","text":"interventions in the marketplace, terrorism, extremist attitudes, attempted social or political reforms, religious differences, or","page_number":52,"box":{"x":89,"y":191,"width":870,"height":13}},{"id":"557f5c48-3231-4b68-bb69-b978b172caa3","block_type":"box","text":"other factors. Additionally, anti-Western views held by certain groups in the Middle East may influence government policies","page_number":52,"box":{"x":89,"y":206,"width":861,"height":13}},{"id":"d90fc4ee-a2eb-4c1a-97ea-264cf4615523","block_type":"box","text":"regarding foreign investment. Further developments in U.S. relations with Saudi Arabia and other Middle-Eastern countries","page_number":52,"box":{"x":89,"y":222,"width":858,"height":12}},{"id":"390921b5-faa7-4a87-a4f6-e4651df6830f","block_type":"box","text":"may affect these attitudes and policies. The U.S. is a significant trading partner of, or foreign investor in, Saudi Arabia. As a","page_number":52,"box":{"x":89,"y":237,"width":853,"height":12}},{"id":"058fc95f-199b-42f9-9412-d6f56df1eb3f","block_type":"box","text":"result, economic conditions of Saudi Arabia may be particularly affected by changes in the U.S. economy. A decrease in U.S.","page_number":52,"box":{"x":89,"y":252,"width":862,"height":12}},{"id":"28ac58ac-0765-4c58-b538-74792dbc608b","block_type":"box","text":"imports or exports, new trade and financial regulations or tariffs, changes in the U.S. dollar exchange rate or an economic","page_number":52,"box":{"x":89,"y":267,"width":849,"height":12}},{"id":"e4dc1e1e-3436-4a01-86bb-cb71a38a2872","block_type":"box","text":"slowdown in the U.S. may have a material adverse effect on the economic conditions of Saudi Arabia and, as a result,","page_number":52,"box":{"x":89,"y":282,"width":817,"height":12}},{"id":"62881e85-454c-4ff3-b374-b4f1d520692a","block_type":"box","text":"securities to which a Fund has exposure. Political instability in North Africa and the larger Middle East region has caused","page_number":52,"box":{"x":89,"y":297,"width":840,"height":12}},{"id":"a42b3b9f-35e2-44f8-bf4a-5cbc28898fda","block_type":"box","text":"significant disruptions to many industries. Continued political and social unrest in these areas may negatively affect the value","page_number":52,"box":{"x":89,"y":312,"width":874,"height":13}},{"id":"37594619-28a0-43b5-981b-1f238de10b89","block_type":"box","text":"of securities in a Fund’s portfolio.","page_number":52,"box":{"x":89,"y":327,"width":231,"height":13}},{"id":"52aeb4ea-4a51-46a1-a42a-0f4e20ab62ce","block_type":"box","text":"Certain issuers located in Saudi Arabia may operate in, or have dealings with, countries subject to sanctions and/or","page_number":52,"box":{"x":89,"y":354,"width":806,"height":12}},{"id":"36e0c2a0-edcd-4124-bdbc-94357c06030a","block_type":"box","text":"embargoes imposed by the U.S. government and the United Nations and/or countries identified by the U.S. government as","page_number":52,"box":{"x":89,"y":369,"width":856,"height":12}},{"id":"3c2df4c2-713e-48d7-b675-5ceb0f480d06","block_type":"box","text":"state sponsors of terrorism. As a result, an issuer may sustain damage to its reputation if it is identified as an issuer which","page_number":52,"box":{"x":89,"y":384,"width":850,"height":12}},{"id":"c65101f3-1de3-4866-9621-2517f87108ab","block_type":"box","text":"operates in, or has dealings with, such countries. A Fund, as an investor in such issuers, will be indirectly subject to those","page_number":52,"box":{"x":89,"y":399,"width":845,"height":13}},{"id":"367bfa84-8570-4d26-959e-2483eda5ad0b","block_type":"box","text":"risks.","page_number":52,"box":{"x":89,"y":414,"width":34,"height":10}},{"id":"ae18fce7-dd27-42b4-a5c9-492a7aaa047a","block_type":"box","text":"Risk of Investing in the Automotive Sub-Industry.","page_number":52,"box":{"x":89,"y":441,"width":353,"height":12}},{"id":"f22742b1-f0f9-49fe-8563-4ae5885af1c3","block_type":"box","text":"The automotive sub-industry can be highly cyclical, and companies in the","page_number":52,"box":{"x":451,"y":441,"width":516,"height":12}},{"id":"744e8f71-73bd-485b-8353-17778bcaa63c","block_type":"box","text":"automotive sub-industry may suffer periodic losses. The automotive sub-industry is also highly competitive and there may","page_number":52,"box":{"x":89,"y":456,"width":858,"height":12}},{"id":"afa28921-6947-4701-9406-a36bef126932","block_type":"box","text":"be, at times, excess capacity in the global and domestic automotive sub-industry. Over the last several decades, the U.S.","page_number":52,"box":{"x":89,"y":471,"width":836,"height":12}},{"id":"76a58062-c3ad-4402-9bba-1d559804fb60","block_type":"box","text":"automotive sub-industry has experienced periodic downturns; certain automotive companies required stimulus from the U.S.","page_number":52,"box":{"x":89,"y":486,"width":876,"height":12}},{"id":"3c046e7e-20ce-476b-a5f3-e6368a4e7235","block_type":"box","text":"government, while others formed strategic industry alliances in order to weather the substantially difficult market conditions.","page_number":52,"box":{"x":89,"y":501,"width":875,"height":13}},{"id":"24ef3889-b351-43a0-b30b-184893f4141f","block_type":"box","text":"In general, the automotive sub-industry is susceptible to labor disputes, product defect litigation, patent expiration, increased","page_number":52,"box":{"x":89,"y":516,"width":876,"height":13}},{"id":"1f701a04-aa2f-4bae-8d08-200eca9295d1","block_type":"box","text":"pension liabilities, rise in material or component prices and changing consumer tastes.","page_number":52,"box":{"x":89,"y":531,"width":606,"height":13}},{"id":"d586726a-ea63-41e1-965d-fae29a0d83ac","block_type":"box","text":"Risk of Investing in the Basic Materials Industry.","page_number":52,"box":{"x":89,"y":558,"width":344,"height":12}},{"id":"dc886de5-5672-4441-8c5c-0377bad00ac2","block_type":"box","text":"Issuers in the basic materials industry could be adversely affected by","page_number":52,"box":{"x":443,"y":558,"width":477,"height":12}},{"id":"3019cfdf-88ff-4a4b-9317-600ed0417e26","block_type":"box","text":"commodity price volatility, inflation, exchange rate fluctuations, social and political unrest, import controls and increased","page_number":52,"box":{"x":89,"y":573,"width":845,"height":12}},{"id":"2a8b69e8-b99a-4794-9a97-d26a701f48ea","block_type":"box","text":"competition. Companies in the basic materials industry may be subject to swift fluctuations in supply and demand.","page_number":52,"box":{"x":89,"y":588,"width":804,"height":12}},{"id":"7e1593ef-08f9-41fc-b4f3-b70810d27dfa","block_type":"box","text":"Fluctuations may be caused by events relating to political and economic developments, the environmental impact of basic","page_number":52,"box":{"x":89,"y":603,"width":854,"height":13}},{"id":"218b0f24-fbe8-4419-b0bb-9f3a40879be6","block_type":"box","text":"materials operations, and the success of exploration projects. Production of industrial materials often exceeds demand as a","page_number":52,"box":{"x":89,"y":618,"width":862,"height":13}},{"id":"44e3f8d6-3ea0-4ced-a7cf-0c1751bf117d","block_type":"box","text":"result of over-building or economic downturns, leading to poor investment returns. Issuers in the basic materials industry are","page_number":52,"box":{"x":89,"y":633,"width":875,"height":13}},{"id":"b8520a9e-114c-4081-8478-45235d0a46d4","block_type":"box","text":"at risk for environmental damage and product liability claims and may be adversely affected by depletion of resources, delays","page_number":52,"box":{"x":89,"y":649,"width":874,"height":12}},{"id":"12b28323-444a-4ef2-96d4-6fe4df639038","block_type":"box","text":"in technical progress, labor relations, tax and government regulations related to changes to, among other things, energy and","page_number":52,"box":{"x":89,"y":664,"width":871,"height":12}},{"id":"4c773767-0f9d-476a-b5f0-afef68886aec","block_type":"box","text":"environmental policies.","page_number":52,"box":{"x":89,"y":679,"width":160,"height":12}},{"id":"3a206112-52cd-4fb4-a275-d4a9e626e4de","block_type":"box","text":"Risk of Investing in the Communication Services Sector.","page_number":52,"box":{"x":89,"y":705,"width":401,"height":13}},{"id":"6c6aa8d7-ead3-40a0-ae55-3dc36c1b5420","block_type":"box","text":"The communication services sector consists of both companies in","page_number":52,"box":{"x":498,"y":705,"width":464,"height":13}},{"id":"6ad49c98-5a7b-43de-8746-97c76da41deb","block_type":"box","text":"the telecommunication services industry as well as those in the media and entertainment industry. Examples of companies in","page_number":52,"box":{"x":88,"y":720,"width":877,"height":13}},{"id":"0e0a4be9-fc27-423b-b71e-ecc9b17bfdfd","block_type":"box","text":"the telecommunication services industry group include providers of fiber-optic, fixed-line, cellular and wireless","page_number":52,"box":{"x":88,"y":736,"width":774,"height":12}},{"id":"050f2910-0536-4aef-89ad-02a86b43ed41","block_type":"box","text":"telecommunications networks. Companies in the media and entertainment industry group encompass a variety of services","page_number":52,"box":{"x":88,"y":751,"width":860,"height":12}},{"id":"449cf399-4a2a-498a-9c21-3a5e1e875f04","block_type":"box","text":"and products including television broadcasting, gaming products, social media, networking platforms, online classifieds,","page_number":52,"box":{"x":89,"y":766,"width":841,"height":12}},{"id":"cf10aea6-cd05-4f73-b1bc-e3ba3c71bb6b","block_type":"box","text":"online review websites, and Internet search engines. Companies in the communication services sector may be affected by","page_number":52,"box":{"x":89,"y":781,"width":851,"height":12}},{"id":"3c037616-ac43-4a2c-9069-084e62e6d5df","block_type":"box","text":"industry competition, substantial capital requirements, government regulation, and obsolescence of communications","page_number":52,"box":{"x":89,"y":796,"width":822,"height":12}},{"id":"91b2008b-3071-4c04-8e2b-6b3c5e30bef3","block_type":"box","text":"products and services due to technological advancement. Fluctuating domestic and international demand, shifting","page_number":52,"box":{"x":89,"y":811,"width":803,"height":12}},{"id":"b172645d-bc77-48d0-88a2-d09aaff365d8","block_type":"box","text":"demographics and often unpredictable changes in consumer tastes can drastically affect a communication services","page_number":52,"box":{"x":89,"y":826,"width":808,"height":13}},{"id":"03ca1851-9fe6-450d-a951-0d05d319419d","block_type":"box","text":"32","page_number":52,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"53fde463-50bd-4c8c-a23e-0e8f58b68cff","block_type":"box","text":"company’s profitability. In addition, while all companies may be susceptible to network security breaches, certain companies","page_number":53,"box":{"x":89,"y":44,"width":870,"height":12}},{"id":"cd4c2e21-7a0d-47f7-a208-2bc8d0c451bd","block_type":"box","text":"in the communication services sector may be particular targets of hacking and potential theft of proprietary or consumer","page_number":53,"box":{"x":89,"y":59,"width":848,"height":12}},{"id":"0aebd8fa-282c-4988-bdff-6ae75e1ec16b","block_type":"box","text":"information or disruptions in service, which could have a material adverse effect on their businesses.","page_number":53,"box":{"x":89,"y":74,"width":702,"height":12}},{"id":"6dd5afb6-9dea-4c1d-a5df-b28939256652","block_type":"box","text":"The communication services sector of a country’s economy is often subject to extensive government regulation. The costs of","page_number":53,"box":{"x":88,"y":101,"width":879,"height":12}},{"id":"a684cdea-e32f-477b-ad59-4666f3132b3d","block_type":"box","text":"complying with governmental regulations, delays or failure to receive required regulatory approvals, or the enactment of new","page_number":53,"box":{"x":89,"y":116,"width":875,"height":12}},{"id":"d7480e60-bbac-4b56-8a68-893fbbd4bda9","block_type":"box","text":"regulatory requirements may negatively affect the business of communications companies. Government actions around the","page_number":53,"box":{"x":89,"y":131,"width":867,"height":12}},{"id":"6ba12f4f-4a60-434a-b81c-a08042b456eb","block_type":"box","text":"world, specifically in the area of pre-marketing clearance of products and prices, can be arbitrary and unpredictable. The","page_number":53,"box":{"x":88,"y":146,"width":843,"height":12}},{"id":"7e123e46-9b4f-4d6d-b0cc-6feaadb7fa5c","block_type":"box","text":"communications services industry can also be significantly affected by intense competition for market share, including","page_number":53,"box":{"x":89,"y":161,"width":828,"height":12}},{"id":"982ae1b8-65fd-41c4-ba7f-ab4f69b232d8","block_type":"box","text":"competition with alternative technologies such as wireless communications, product compatibility and standardization,","page_number":53,"box":{"x":89,"y":176,"width":837,"height":13}},{"id":"f964d528-f843-412a-82dd-7183917f632c","block_type":"box","text":"consumer preferences, rapid product obsolescence, research and development of new products, lack of standardization or","page_number":53,"box":{"x":89,"y":191,"width":857,"height":13}},{"id":"ec6c4778-4a4b-4b96-95ef-ffeeed230079","block_type":"box","text":"compatibility with existing technologies, and a dependency on patent and copyright protections. Companies in the","page_number":53,"box":{"x":89,"y":206,"width":803,"height":13}},{"id":"fd8e13f4-ade5-474b-bfed-91c680ccb87e","block_type":"box","text":"communication services sector may encounter distressed cash flows due to the need to commit substantial capital to meet","page_number":53,"box":{"x":89,"y":222,"width":864,"height":12}},{"id":"2ebd7237-f17a-4734-b233-c63faea6efa0","block_type":"box","text":"increasing competition, particularly in developing new products and services using new technology. Technological","page_number":53,"box":{"x":89,"y":237,"width":799,"height":12}},{"id":"c52b468e-4517-431e-a6a5-46653d2bce02","block_type":"box","text":"innovations may make the products and services of certain communications companies obsolete.","page_number":53,"box":{"x":89,"y":252,"width":683,"height":12}},{"id":"4f13d61a-f82f-47da-89b6-754c7aa357a2","block_type":"box","text":"Telecommunications providers with exposure to the U.S. are generally required to obtain franchises or licenses in order to","page_number":53,"box":{"x":88,"y":278,"width":850,"height":13}},{"id":"9a4fc8a8-8844-4afa-87cc-c3ef5865874b","block_type":"box","text":"provide services in a given location. Licensing and franchise rights in the telecommunications sector are limited, which may","page_number":53,"box":{"x":89,"y":293,"width":864,"height":13}},{"id":"b1fde99f-58f9-4212-a4d1-6030f7f044c0","block_type":"box","text":"provide an advantage to certain participants. Limited availability of such rights, high barriers to market entry and regulatory","page_number":53,"box":{"x":89,"y":308,"width":863,"height":13}},{"id":"46dcde9e-6613-482c-8c11-13d649a30950","block_type":"box","text":"oversight, among other factors, have led to consolidation of companies within the sector, which could lead to further","page_number":53,"box":{"x":89,"y":324,"width":818,"height":12}},{"id":"9cc34baa-1bcb-43f5-bd84-2056fc8d1ed5","block_type":"box","text":"regulation or other negative effects in the future. Telecommunication providers investing in non-U.S. countries may be","page_number":53,"box":{"x":89,"y":339,"width":826,"height":12}},{"id":"ee61dda6-0560-451a-ad63-b8911c394c61","block_type":"box","text":"subject to similar risks. Additional risks include those related to competitive challenges in the U.S. from non-U.S. competitors","page_number":53,"box":{"x":89,"y":354,"width":873,"height":12}},{"id":"71278dff-586d-41d3-909e-1426deb26597","block_type":"box","text":"engaged in strategic joint ventures with U.S. companies and in non-U.S. markets from both U.S. and non-U.S. competitors.","page_number":53,"box":{"x":89,"y":369,"width":856,"height":12}},{"id":"76350022-ab07-4cf9-a38e-56eb9fb84df4","block_type":"box","text":"Companies in the media and entertainment industries can be significantly affected by several factors, including competition,","page_number":53,"box":{"x":89,"y":395,"width":868,"height":13}},{"id":"34370e9c-0e0b-469b-bd7f-fdbd1263132a","block_type":"box","text":"particularly in formulation of products and services using new technologies, cyclicality of revenues and earnings, a potential","page_number":53,"box":{"x":89,"y":410,"width":866,"height":13}},{"id":"8ee0ccf2-a4ef-4c7b-92b2-c859b4c69ec2","block_type":"box","text":"decrease in the discretionary income of targeted individuals, changing consumer tastes and interests, and the potential","page_number":53,"box":{"x":89,"y":426,"width":833,"height":12}},{"id":"b886b83c-a037-4c7a-af72-ff46ea747b12","block_type":"box","text":"increase in government regulation. Companies in the media and entertainment industries may become obsolete quickly.","page_number":53,"box":{"x":89,"y":441,"width":840,"height":12}},{"id":"02bb8fb7-2a4a-45e1-9805-f2ac7984319e","block_type":"box","text":"Advertising spending can be an important revenue source for media and entertainment companies. During economic","page_number":53,"box":{"x":88,"y":456,"width":823,"height":12}},{"id":"7cbc1f10-0a54-4ef1-b5fb-a5cd9a8ca683","block_type":"box","text":"downturns advertising spending typically decreases and, as a result, media and entertainment companies tend to generate","page_number":53,"box":{"x":89,"y":471,"width":859,"height":12}},{"id":"3e2dbfbc-a2d8-441c-bab8-96cacdb5cf73","block_type":"box","text":"less revenue.","page_number":53,"box":{"x":89,"y":486,"width":88,"height":10}},{"id":"414c12b7-d1c2-447b-ba7e-b1f2b8092e25","block_type":"box","text":"Risk of Investing in the Consumer Cyclical Industry.","page_number":53,"box":{"x":89,"y":513,"width":369,"height":12}},{"id":"ee789b96-1f8e-4407-90db-50dcc8420876","block_type":"box","text":"A Fund may invest in consumer cyclical companies, which rely heavily","page_number":53,"box":{"x":467,"y":513,"width":490,"height":12}},{"id":"5d33b9df-f169-4895-a079-5b39703de418","block_type":"box","text":"on business cycles and economic conditions. Consumer cyclical companies include automotive manufacturers, retail","page_number":53,"box":{"x":89,"y":528,"width":817,"height":12}},{"id":"4cba45d7-95d9-4a46-a726-8a3a998a0ead","block_type":"box","text":"companies, and housing-related companies. The consumer cyclical industry can be significantly affected by several factors,","page_number":53,"box":{"x":89,"y":543,"width":862,"height":12}},{"id":"c552d87b-076c-4576-a0c5-6b0e49a306a7","block_type":"box","text":"including, without limitation, the performance of domestic and international economies, exchange rates, changing consumer","page_number":53,"box":{"x":89,"y":558,"width":878,"height":12}},{"id":"961cc901-56de-4ac1-ab9c-94fe03171dad","block_type":"box","text":"tastes and trends, marketing campaigns, cyclical revenue generation, consumer confidence, commodity price volatility, labor","page_number":53,"box":{"x":88,"y":573,"width":874,"height":12}},{"id":"4e1391ef-8f35-4e71-a00f-e562007f969f","block_type":"box","text":"relations, interest rates, import and export controls, intense competition, technological developments and government","page_number":53,"box":{"x":89,"y":588,"width":830,"height":12}},{"id":"ea7283da-8053-4c90-a0de-a5f7dd7bdbcf","block_type":"box","text":"regulation.","page_number":53,"box":{"x":89,"y":603,"width":73,"height":13}},{"id":"2d598edb-3170-4e1a-8ce5-c72af54e410b","block_type":"box","text":"Risk of Investing in the Consumer Discretionary Sector.","page_number":53,"box":{"x":89,"y":630,"width":397,"height":12}},{"id":"8ade997b-f0de-4800-a2dc-978285d100c8","block_type":"box","text":"Companies engaged in the design, production or distribution of","page_number":53,"box":{"x":495,"y":630,"width":446,"height":12}},{"id":"341ce5f4-5e87-4989-ab94-77d2f0f462c1","block_type":"box","text":"products or services for the consumer discretionary sector (including, without limitation, television and radio broadcasting,","page_number":53,"box":{"x":89,"y":645,"width":861,"height":12}},{"id":"fb69eccc-2e72-4b91-8871-2de0ed2e8a73","block_type":"box","text":"manufacturing, publishing, recording and musical instruments, motion pictures, photography, amusement and theme parks,","page_number":53,"box":{"x":89,"y":660,"width":872,"height":12}},{"id":"383cbf63-474e-4aa1-b9c6-6ed8b4b5719d","block_type":"box","text":"gaming casinos, sporting goods and sports arenas, camping and recreational equipment, toys and games, apparel, travel","page_number":53,"box":{"x":89,"y":675,"width":850,"height":12}},{"id":"f554fde3-fe97-400d-919c-4ed5555bc34d","block_type":"box","text":"related services, automobiles, hotels and motels, and fast food and other restaurants) are subject to the risk that their","page_number":53,"box":{"x":89,"y":690,"width":822,"height":13}},{"id":"e0d41d17-627e-4f0a-9610-f3b533803522","block_type":"box","text":"products or services may become obsolete quickly. The success of these companies can depend heavily on disposable","page_number":53,"box":{"x":89,"y":705,"width":827,"height":13}},{"id":"866c2ced-1e17-4231-837b-3370037daaa6","block_type":"box","text":"household income and consumer spending. During periods of an expanding economy, the consumer discretionary sector","page_number":53,"box":{"x":89,"y":720,"width":850,"height":13}},{"id":"4430552c-78d2-404a-8140-92e50ed3411e","block_type":"box","text":"may outperform the consumer staples sector, but may underperform when economic conditions worsen. Moreover, the","page_number":53,"box":{"x":89,"y":736,"width":838,"height":12}},{"id":"6398cb2e-5cd8-43ef-950a-dd338dd32c19","block_type":"box","text":"consumer discretionary sector can be significantly affected by several factors, including, without limitation, the performance","page_number":53,"box":{"x":89,"y":751,"width":870,"height":12}},{"id":"0b4f00ec-9628-482f-aac3-7978145c3c75","block_type":"box","text":"of domestic and international economies, exchange rates, changing consumer preferences, demographics, marketing","page_number":53,"box":{"x":89,"y":766,"width":823,"height":12}},{"id":"48a3dc20-4bdd-4cc0-ae21-339714ad2383","block_type":"box","text":"campaigns, cyclical revenue generation, consumer confidence, commodity price volatility, labor relations, interest rates,","page_number":53,"box":{"x":89,"y":781,"width":834,"height":12}},{"id":"c08e6497-6c7f-4a22-907c-f3802f096d1e","block_type":"box","text":"import and export controls, intense competition, technological developments and government regulation.","page_number":53,"box":{"x":89,"y":796,"width":741,"height":12}},{"id":"20f442f4-afe6-439d-a0b6-d14278297156","block_type":"box","text":"Risk of Investing in the Consumer Staples Sector.","page_number":53,"box":{"x":89,"y":822,"width":352,"height":13}},{"id":"936ccec2-9779-4020-b361-d35248beff7f","block_type":"box","text":"Companies in the consumer staples sector may be adversely affected by","page_number":53,"box":{"x":450,"y":822,"width":504,"height":13}},{"id":"357832b7-c445-4084-8bd7-7981b5195888","block_type":"box","text":"changes in the global economy, consumer spending, competition, demographics and consumer preferences, and production","page_number":53,"box":{"x":89,"y":838,"width":873,"height":12}},{"id":"514ecf4d-66ff-4958-bb71-46d84b6d4733","block_type":"box","text":"spending. Companies in the consumer staples sector may also be affected by changes in global economic, environmental","page_number":53,"box":{"x":89,"y":853,"width":848,"height":12}},{"id":"d484d7a0-cffc-4986-981b-99467e1d35e3","block_type":"box","text":"33","page_number":53,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"fb80454e-36da-45a6-b249-102d5a9aa6e8","block_type":"box","text":"and political events, economic conditions, the depletion of resources, and government regulation. For instance, government","page_number":54,"box":{"x":89,"y":44,"width":867,"height":12}},{"id":"048dffe6-b578-4d7e-8450-c143e651a95a","block_type":"box","text":"regulations may affect the permissibility of using various food additives and production methods of companies that make","page_number":54,"box":{"x":89,"y":59,"width":850,"height":12}},{"id":"d9c31df0-3a17-450e-9046-feb4413b0b8b","block_type":"box","text":"food products, which could affect company profitability. In addition, tobacco companies may be adversely affected by the","page_number":54,"box":{"x":88,"y":74,"width":849,"height":12}},{"id":"94a9e7fc-39cf-4521-8e6b-d7f89ea53826","block_type":"box","text":"adoption of proposed legislation and/or by litigation. Companies in the consumer staples sector also may be subject to risks","page_number":54,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"120fa275-06b6-41d4-92df-cdac9b32f939","block_type":"box","text":"pertaining to the supply of, demand for and prices of raw materials. The prices of raw materials fluctuate in response to a","page_number":54,"box":{"x":89,"y":104,"width":847,"height":13}},{"id":"50b43ee7-e594-4233-93d8-d86f2fd86a0d","block_type":"box","text":"number of factors, including, without limitation, changes in government agricultural support programs, exchange rates,","page_number":54,"box":{"x":89,"y":119,"width":838,"height":13}},{"id":"6e3764b8-43d2-4fcc-bc67-b2bb7912d833","block_type":"box","text":"import and export controls, changes in international agricultural and trading policies, and seasonal and weather conditions.","page_number":54,"box":{"x":89,"y":135,"width":864,"height":12}},{"id":"b6d2eeb6-9bae-4b5e-a48f-198675a54823","block_type":"box","text":"Companies in the consumer staples sector may be subject to severe competition, which may also have an adverse impact on","page_number":54,"box":{"x":89,"y":150,"width":872,"height":12}},{"id":"074a84d5-730a-4184-9d69-5ce6bbab052a","block_type":"box","text":"their profitability.","page_number":54,"box":{"x":88,"y":165,"width":118,"height":12}},{"id":"502abf60-bf07-4dd5-92d9-028ef5cefda1","block_type":"box","text":"Risk of Investing in the Energy Sector.","page_number":54,"box":{"x":89,"y":191,"width":270,"height":13}},{"id":"ca16a930-88a1-436f-ae1a-f436a401c095","block_type":"box","text":"Companies in the energy sector are strongly affected by the changes in and volatility","page_number":54,"box":{"x":369,"y":191,"width":590,"height":13}},{"id":"408cb416-fb34-4983-9490-453bed37b7ed","block_type":"box","text":"of global energy prices, energy supply and demand, government regulations and policies, energy production and","page_number":54,"box":{"x":89,"y":206,"width":788,"height":13}},{"id":"ec956244-d686-4924-a90a-4fa2196a674b","block_type":"box","text":"conservation efforts, technological change, development of alternative energy sources, and other factors that they cannot","page_number":54,"box":{"x":89,"y":222,"width":853,"height":12}},{"id":"2eb61cc1-d283-49cc-98de-6d1f7a3fdbb4","block_type":"box","text":"control. Energy companies may have relatively high levels of debt and may be more likely to restructure their businesses if","page_number":54,"box":{"x":89,"y":237,"width":852,"height":12}},{"id":"95e6d483-d62d-4a1a-9aed-076d8e8ba14b","block_type":"box","text":"there are downturns in energy markets or in the global economy. If an energy company in a Fund’s portfolio becomes","page_number":54,"box":{"x":88,"y":252,"width":822,"height":12}},{"id":"875eca35-b706-4ad1-a41d-ff78a51e3b63","block_type":"box","text":"distressed, a Fund could lose all or a substantial portion of its investment. The energy sector is cyclical and is highly","page_number":54,"box":{"x":89,"y":267,"width":807,"height":12}},{"id":"c1823634-49e7-4012-9c20-0395f98fc996","block_type":"box","text":"dependent on commodity prices. Prices and supplies of energy may fluctuate significantly over short and long periods of","page_number":54,"box":{"x":89,"y":282,"width":846,"height":12}},{"id":"5e383be1-702b-4a0f-8cb9-706fb4ff7e86","block_type":"box","text":"time due to, among other things, national and international political changes, Organization of Petroleum Exporting Countries","page_number":54,"box":{"x":88,"y":297,"width":874,"height":12}},{"id":"2cb3f077-454c-4a04-b8e5-ee06cc0d9ac7","block_type":"box","text":"(“OPEC”) policies, changes in relationships among OPEC members and between OPEC and oil-importing nations, the","page_number":54,"box":{"x":89,"y":312,"width":820,"height":13}},{"id":"3b694c09-5ceb-4b34-88d2-f7b7a018e76c","block_type":"box","text":"regulatory environment, taxation policies, the enactment or cessation of trade sanctions, war or other geopolitical conflicts,","page_number":54,"box":{"x":89,"y":327,"width":864,"height":13}},{"id":"318281e3-3848-4bc9-9241-4a41e13988d6","block_type":"box","text":"and the economies of key energy-consuming countries. Companies in the energy sector may be adversely affected by","page_number":54,"box":{"x":89,"y":342,"width":823,"height":13}},{"id":"d5f7198f-b73f-4573-b62d-e4838e341374","block_type":"box","text":"terrorism, cyber incidents, natural disasters or other catastrophes. Companies in the energy sector are at risk of liability from","page_number":54,"box":{"x":88,"y":358,"width":870,"height":12}},{"id":"549ff66d-c0f5-465a-b9e7-c9050fec100e","block_type":"box","text":"accidents resulting in injury, loss of life or property, pollution or other environmental damage claims. Significant oil and gas","page_number":54,"box":{"x":89,"y":373,"width":859,"height":12}},{"id":"946dcd84-64dc-4930-ab25-30f87b9d9208","block_type":"box","text":"deposits are located in emerging markets countries where corruption and security may raise significant risks, in addition to","page_number":54,"box":{"x":89,"y":388,"width":860,"height":12}},{"id":"d6e5f6f8-1a3f-40af-8ff4-68d43abadf36","block_type":"box","text":"the other risks of investing in emerging markets. Additionally, the Middle East, where many companies in the energy sector","page_number":54,"box":{"x":88,"y":403,"width":861,"height":12}},{"id":"0c980e18-c1ae-4d8a-80f4-f4081ab5f5ef","block_type":"box","text":"may operate, has experienced conflict and unrest. Companies in the energy sector may also be adversely affected by changes","page_number":54,"box":{"x":89,"y":418,"width":876,"height":12}},{"id":"fc3cb306-46a5-4ab1-b38b-835eb24f3734","block_type":"box","text":"in exchange rates, interest rates, economic conditions, tax treatment, government regulation and intervention, negative","page_number":54,"box":{"x":89,"y":433,"width":836,"height":13}},{"id":"7028b181-a77f-48f3-8c62-9a465ee226bc","block_type":"box","text":"perception, efforts at energy conservation and world events in the regions in which the companies operate (","page_number":54,"box":{"x":89,"y":448,"width":755,"height":13}},{"id":"f9baf48f-3939-4117-94d4-e2a4fa918296","block_type":"box","text":"e.g","page_number":54,"box":{"x":845,"y":451,"width":20,"height":10}},{"id":"2495030a-6ad9-498e-a514-23d3f100abfc","block_type":"box","text":".,","page_number":54,"box":{"x":866,"y":456,"width":6,"height":4}},{"id":"b83dbed6-686a-482d-b5c0-56773be89ff5","block_type":"box","text":"expropriation, nationalization, confiscation of assets and property or the imposition of restrictions on foreign investments","page_number":54,"box":{"x":89,"y":463,"width":849,"height":13}},{"id":"ed8c8fe7-6f87-4d94-84d2-8a72e35b87e7","block_type":"box","text":"and repatriation of capital, military coups, social unrest, violence or labor unrest). Because a significant portion of revenues of","page_number":54,"box":{"x":89,"y":479,"width":879,"height":12}},{"id":"e9904ed4-19e1-468e-b866-b13131cd7a7e","block_type":"box","text":"companies in this sector is derived from a relatively small number of customers that are largely composed of governmental","page_number":54,"box":{"x":89,"y":494,"width":860,"height":12}},{"id":"cf1024e1-125c-4061-8dcd-044c94ee6a63","block_type":"box","text":"entities and utilities, governmental budget constraints may have a significant impact on companies in this sector. The energy","page_number":54,"box":{"x":89,"y":509,"width":873,"height":12}},{"id":"ae58fec6-bb7c-4cec-b9be-d2563117234b","block_type":"box","text":"sector is highly regulated. Entities operating in the energy sector are subject to significant regulation of nearly every aspect of","page_number":54,"box":{"x":89,"y":524,"width":878,"height":12}},{"id":"f4f3a0c1-23b1-4a6d-9bcb-cf0e5d299651","block_type":"box","text":"their operations by governmental agencies. Such regulation can change rapidly or over time in both scope and intensity.","page_number":54,"box":{"x":88,"y":539,"width":839,"height":12}},{"id":"7d562dab-e397-497d-9393-11eb09b526ac","block_type":"box","text":"Stricter laws, regulations or enforcement policies could be enacted, which would likely increase compliance costs and may","page_number":54,"box":{"x":88,"y":554,"width":858,"height":12}},{"id":"55f6da77-a1cf-446f-9d87-d28bb4636a42","block_type":"box","text":"materially adversely affect the financial performance of companies in the energy sector.","page_number":54,"box":{"x":89,"y":569,"width":611,"height":13}},{"id":"bd039a4c-50e2-4e6b-a21e-19c8355bdca7","block_type":"box","text":"The energy sector may experience significant market volatility. For example, Russia’s large-scale invasion of Ukraine on","page_number":54,"box":{"x":88,"y":596,"width":831,"height":12}},{"id":"784c0542-da9f-4dc0-8663-40fea410ff28","block_type":"box","text":"February 24, 2022 led to further disruptions and increased volatility in the energy and commodity futures markets due to","page_number":54,"box":{"x":89,"y":611,"width":843,"height":12}},{"id":"0450b45c-d9aa-429e-afd6-7fee24f64bef","block_type":"box","text":"actual and potential disruptions in the supply and demand for certain commodities, including oil and natural gas. The U.S.","page_number":54,"box":{"x":89,"y":626,"width":853,"height":12}},{"id":"e15532c9-2f25-45b9-93a6-eaea898f0ff4","block_type":"box","text":"and other actors have enacted various sanctions and restrictions on business dealings with Russia, which include restrictions","page_number":54,"box":{"x":89,"y":641,"width":875,"height":12}},{"id":"68943ab9-cb41-47d7-a04a-d0073f02e962","block_type":"box","text":"on imports of oil, natural gas and coal. The effect of the current sanctions and restrictions, as well as the extent and duration","page_number":54,"box":{"x":89,"y":656,"width":871,"height":13}},{"id":"c56e750b-8336-4a86-8bc7-da9c8b45eac5","block_type":"box","text":"of the Russian military action, additional sanctions and associated market disruptions on the energy sector, are impossible to","page_number":54,"box":{"x":89,"y":671,"width":873,"height":13}},{"id":"9bd2ca6c-d8ca-492e-8ebf-71b99aeab63e","block_type":"box","text":"predict and depend on a number of factors. The effect of these events or any related developments could be significant and","page_number":54,"box":{"x":89,"y":686,"width":864,"height":13}},{"id":"6b3b9f68-76a7-47ac-92ae-0177fb942cc4","block_type":"box","text":"may have a severe adverse effect on the performance of a Fund.","page_number":54,"box":{"x":89,"y":702,"width":445,"height":12}},{"id":"fe5da523-f42d-465a-820a-b64f686a0fa2","block_type":"box","text":"Risk of Investing in the Financials Sector.","page_number":54,"box":{"x":89,"y":728,"width":292,"height":12}},{"id":"091d3006-f625-4ab6-b7e6-55239a9d346f","block_type":"box","text":"Companies in the financials sector include small, regional and money center","page_number":54,"box":{"x":391,"y":728,"width":533,"height":12}},{"id":"27cf3efd-599a-4d97-aebd-9ec7c8d4d094","block_type":"box","text":"banks, securities brokerage firms, asset management companies, savings banks and thrift institutions, specialty finance","page_number":54,"box":{"x":89,"y":743,"width":836,"height":12}},{"id":"3558310a-369e-418d-b3f3-7e004d4b7ca0","block_type":"box","text":"companies (","page_number":54,"box":{"x":89,"y":758,"width":85,"height":13}},{"id":"643a5df3-c078-4919-8ccf-49e38487e3a4","block_type":"box","text":"e.g.","page_number":54,"box":{"x":175,"y":761,"width":23,"height":10}},{"id":"bf7fe050-32ed-4b13-a26b-4182ab632dbc","block_type":"box","text":", credit card, mortgage providers), insurance and insurance brokerage firms, consumer finance firms,","page_number":54,"box":{"x":200,"y":758,"width":706,"height":13}},{"id":"1730e1d0-26bd-413c-95df-4f9d50da6b36","block_type":"box","text":"financial conglomerates and foreign banking and financial companies.","page_number":54,"box":{"x":88,"y":773,"width":491,"height":13}},{"id":"7189f68a-86c4-48c1-a767-9b6f3a5d56a0","block_type":"box","text":"Most financial companies are subject to extensive governmental regulation, which limits their activities and may affect their","page_number":54,"box":{"x":89,"y":800,"width":865,"height":12}},{"id":"2f456d49-8432-4020-8f12-57a0724364fb","block_type":"box","text":"ability to earn a profit from a given line of business. Government regulation may change frequently and may have significant","page_number":54,"box":{"x":89,"y":815,"width":869,"height":12}},{"id":"ee226681-ee52-4f25-9463-0bfeb5fa807d","block_type":"box","text":"adverse consequences for companies in the financials sector, including effects not intended by the regulation. Direct","page_number":54,"box":{"x":89,"y":830,"width":813,"height":12}},{"id":"5e338279-b63f-43e1-81a4-2c8af9a3757d","block_type":"box","text":"governmental intervention in the operations of financial companies and financial markets may materially and adversely affect","page_number":54,"box":{"x":89,"y":845,"width":877,"height":12}},{"id":"d7250376-10ac-4c9f-bd73-65c6b07b746d","block_type":"box","text":"the companies in which a Fund invests, including legislation in many countries that may increase government regulation,","page_number":54,"box":{"x":88,"y":860,"width":848,"height":13}},{"id":"7a140ab3-10f4-4394-9a6c-e02fe3265f84","block_type":"box","text":"34","page_number":54,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"2325090b-f372-4b5e-8a94-b18ffa7c74fa","block_type":"box","text":"repatriation and other intervention. The impact of governmental intervention and legislative changes on any individual","page_number":55,"box":{"x":89,"y":44,"width":827,"height":12}},{"id":"e55a040a-9e15-44fa-a579-19f46be20e00","block_type":"box","text":"financial company or on the financials sector as a whole cannot be predicted. The valuation of financial companies has been","page_number":55,"box":{"x":88,"y":59,"width":871,"height":12}},{"id":"c7af87ea-15c3-499a-93fd-2c664b4a23bb","block_type":"box","text":"and continues to be subject to unprecedented volatility and may be influenced by unpredictable factors, including interest","page_number":55,"box":{"x":89,"y":74,"width":853,"height":12}},{"id":"d52b0b64-ac18-492c-a569-c5639672ed96","block_type":"box","text":"rate risk and sovereign debt default. Certain financial businesses are subject to intense competitive pressures, including","page_number":55,"box":{"x":89,"y":89,"width":833,"height":13}},{"id":"0df455cf-9bba-461a-bea7-fe5c2b1119f5","block_type":"box","text":"market share and price competition. Financial companies in foreign countries are subject to market-specific and general","page_number":55,"box":{"x":89,"y":104,"width":839,"height":13}},{"id":"04f1037f-4c95-4f92-afcd-e59cedefc9ec","block_type":"box","text":"regulatory and interest rate concerns. In particular, government regulation in certain foreign countries may include taxes and","page_number":55,"box":{"x":89,"y":119,"width":872,"height":13}},{"id":"11374072-0320-4bc4-816c-84a92d0ee8e1","block_type":"box","text":"controls on interest rates, credit availability, minimum capital requirements, bans on short sales, limits on prices and","page_number":55,"box":{"x":89,"y":135,"width":810,"height":12}},{"id":"69931c59-d36a-496c-9ab0-e06726832bd5","block_type":"box","text":"restrictions on currency transfers. In addition, companies in the financials sector may be the targets of hacking and potential","page_number":55,"box":{"x":89,"y":150,"width":870,"height":12}},{"id":"01cf3970-4872-48f1-9b3a-6653151b0f99","block_type":"box","text":"theft of proprietary or customer information or disruptions in service, which could have a material adverse effect on their","page_number":55,"box":{"x":88,"y":165,"width":847,"height":12}},{"id":"24918557-d1da-4e6a-b8a5-5d6427684e90","block_type":"box","text":"businesses.","page_number":55,"box":{"x":89,"y":180,"width":78,"height":10}},{"id":"1ae572d8-3bb5-4f62-a49b-651f0bd5aa8f","block_type":"box","text":"The profitability of banks, savings and loan associations and other financial companies is largely dependent on the availability","page_number":55,"box":{"x":88,"y":206,"width":879,"height":13}},{"id":"d8892c20-09fd-4470-b3a1-9757fa8afb29","block_type":"box","text":"and cost of capital funds and can fluctuate significantly when interest rates change; for instance, when interest rates go up,","page_number":55,"box":{"x":89,"y":222,"width":863,"height":12}},{"id":"0185bcbe-7a7a-4f81-aa4d-06e0e0f485d5","block_type":"box","text":"the value of securities issued by many types of companies in the financials sector generally goes down. In other words,","page_number":55,"box":{"x":88,"y":237,"width":831,"height":12}},{"id":"fe958e54-feae-4512-9d93-1d17de4e8503","block_type":"box","text":"financial companies may be adversely affected in certain market cycles, including, without limitation, during periods of rising","page_number":55,"box":{"x":88,"y":252,"width":873,"height":12}},{"id":"9045401c-ae07-481f-a019-a2948032ca82","block_type":"box","text":"interest rates, which may restrict the availability and increase the cost of capital, and during periods of declining economic","page_number":55,"box":{"x":89,"y":267,"width":855,"height":12}},{"id":"b7909df4-92a3-4415-90ab-d807992d23f0","block_type":"box","text":"conditions, which may cause, among other things, credit losses due to financial difficulties of borrowers.","page_number":55,"box":{"x":89,"y":282,"width":730,"height":12}},{"id":"011b8d13-27d7-48b7-b6a0-410ec0477c3f","block_type":"box","text":"In addition, general economic conditions are important to the operations of these companies, and financial difficulties of","page_number":55,"box":{"x":89,"y":308,"width":845,"height":13}},{"id":"57ac1f74-2ccd-4281-9d01-6f853e45989c","block_type":"box","text":"borrowers may have an adverse effect on the profitability of financial companies. Companies in the financials sector are","page_number":55,"box":{"x":89,"y":324,"width":835,"height":12}},{"id":"f97ea50e-8b41-489c-852a-334848fda253","block_type":"box","text":"exposed directly to the credit risk of their borrowers and counterparties, who may be leveraged to an unknown degree,","page_number":55,"box":{"x":89,"y":339,"width":831,"height":12}},{"id":"016013d7-b844-4f8f-b20c-00b06b309a8c","block_type":"box","text":"including through swaps and other derivatives products, and who at times may be unable to meet their obligations to the","page_number":55,"box":{"x":89,"y":354,"width":850,"height":12}},{"id":"be5112d0-617a-49b0-ae73-b5b59e029ed6","block_type":"box","text":"financial services companies. Financial services companies may have significant exposure to the same borrowers and","page_number":55,"box":{"x":88,"y":369,"width":821,"height":12}},{"id":"3b9c8b95-41df-4360-8b4e-5062098d658c","block_type":"box","text":"counterparties, with the result that a borrower’s or counterparty’s inability to meet its obligations to one company may affect","page_number":55,"box":{"x":89,"y":384,"width":875,"height":12}},{"id":"81d5a827-8f08-478f-b190-38a62dd80459","block_type":"box","text":"other companies with exposure to the same borrower or counterparty. This interconnectedness of risk, including cross","page_number":55,"box":{"x":89,"y":399,"width":836,"height":13}},{"id":"5616982b-3ca8-4c51-a510-5b605b0c6595","block_type":"box","text":"default risk, may result in significant negative impacts to the financial condition and reputation of companies with direct","page_number":55,"box":{"x":89,"y":414,"width":841,"height":13}},{"id":"c835133b-23c6-4316-8a8a-3affe6557091","block_type":"box","text":"exposure to the defaulting counterparty as well as adverse cascading effects in the markets and the financials sector","page_number":55,"box":{"x":89,"y":429,"width":814,"height":13}},{"id":"f33c31a4-b7b7-4685-a432-7d29471d4f45","block_type":"box","text":"generally. Financial companies can be highly dependent upon access to capital markets, and any impediments to such","page_number":55,"box":{"x":89,"y":445,"width":827,"height":12}},{"id":"278e0816-2806-4565-bbd9-9812529fd70c","block_type":"box","text":"access, such as adverse overall economic conditions or a negative perception in the capital markets of a financial company’s","page_number":55,"box":{"x":89,"y":460,"width":870,"height":12}},{"id":"8082ad19-c63a-4a17-a447-07e1d03f137b","block_type":"box","text":"financial condition or prospects, could adversely affect its business. Deterioration of credit markets can have an adverse","page_number":55,"box":{"x":88,"y":475,"width":837,"height":12}},{"id":"52ea6589-7090-4ae0-ba52-2a82ed8fc039","block_type":"box","text":"impact on a broad range of financial markets, causing certain financial companies to incur large losses. In these conditions,","page_number":55,"box":{"x":89,"y":490,"width":862,"height":12}},{"id":"92d66e3b-e1e3-45b3-98e2-6e048c9c6bba","block_type":"box","text":"companies in the financials sector may experience significant declines in the valuation of their assets, take actions to raise","page_number":55,"box":{"x":89,"y":505,"width":853,"height":12}},{"id":"564413bf-6d67-4e5d-a87b-304c818cb305","block_type":"box","text":"capital and even cease operations. Some financial companies may also be required to accept or borrow significant amounts","page_number":55,"box":{"x":89,"y":520,"width":865,"height":12}},{"id":"bbd205a8-68c1-404f-ab31-55f47fd2278f","block_type":"box","text":"of capital from government sources and may face future government-imposed restrictions on their businesses or increased","page_number":55,"box":{"x":89,"y":535,"width":863,"height":13}},{"id":"f9db3f1a-20e5-4b8f-b56e-326866b7fad1","block_type":"box","text":"government intervention. In addition, there is no guarantee that governments will provide any such relief in the future. These","page_number":55,"box":{"x":89,"y":550,"width":872,"height":13}},{"id":"95521da6-f015-4463-b3a0-5a8fc958c044","block_type":"box","text":"actions may cause the securities of many companies in the financials sector to decline in value.","page_number":55,"box":{"x":89,"y":565,"width":665,"height":13}},{"id":"5fc017b3-b969-4695-b48a-a369b48e9130","block_type":"box","text":"Risk of Investing in the Healthcare Sector.","page_number":55,"box":{"x":89,"y":592,"width":299,"height":12}},{"id":"8e788081-b7c5-4ac6-8c7a-d373de8c53a7","block_type":"box","text":"Companies in the healthcare sector are often issuers whose profitability may be","page_number":55,"box":{"x":397,"y":592,"width":557,"height":12}},{"id":"a056d244-4ed5-4862-973d-47fb2585f36b","block_type":"box","text":"affected by extensive government regulation, restrictions on government reimbursement for medical expenses, rising or","page_number":55,"box":{"x":89,"y":607,"width":839,"height":12}},{"id":"3dce32f8-2661-4c68-bfde-7ca0540e6311","block_type":"box","text":"falling costs of medical products and services, pricing pressure, an increased emphasis on outpatient services, a limited","page_number":55,"box":{"x":88,"y":622,"width":834,"height":12}},{"id":"885dda40-e396-4a2b-b521-d9a4eccddde7","block_type":"box","text":"number of products, industry innovation, changes in technologies and other market developments. Many healthcare","page_number":55,"box":{"x":89,"y":637,"width":816,"height":13}},{"id":"86e68e38-0735-4ef0-8164-ea0ad14c9b59","block_type":"box","text":"companies are heavily dependent on patent protection and the actual or perceived safety and efficiency of their products.","page_number":55,"box":{"x":89,"y":652,"width":849,"height":13}},{"id":"7b8be32d-d0fd-47eb-9750-132dabf85362","block_type":"box","text":"Patents have a limited duration, and, upon expiration, other companies may market substantially similar “generic” products","page_number":55,"box":{"x":89,"y":679,"width":863,"height":12}},{"id":"d48292b6-1e7d-4142-9438-4c5df5d84e64","block_type":"box","text":"that are typically sold at a lower price than the patented product, which can cause the original developer of the product to","page_number":55,"box":{"x":88,"y":694,"width":854,"height":12}},{"id":"91985f54-b0aa-4dc8-aa8c-42aab35f320a","block_type":"box","text":"lose market share and/or reduce the price charged for the product, resulting in lower profits for the original developer. As a","page_number":55,"box":{"x":89,"y":709,"width":860,"height":12}},{"id":"65a3aed4-ff4e-49ee-9526-7191eb92a399","block_type":"box","text":"result, the expiration of patents may adversely affect the profitability of these companies.","page_number":55,"box":{"x":89,"y":724,"width":621,"height":13}},{"id":"13eb7ff8-fb2c-48e2-8a7e-e84ad9624d1a","block_type":"box","text":"In addition, because the products and services of many companies in the healthcare sector affect the health and well-being","page_number":55,"box":{"x":89,"y":751,"width":862,"height":12}},{"id":"524cdc97-0dc7-4373-a1db-bdc14c548305","block_type":"box","text":"of many individuals, these companies are especially susceptible to extensive litigation based on product liability and similar","page_number":55,"box":{"x":89,"y":766,"width":860,"height":12}},{"id":"11c7d81b-247a-4ce5-b803-7ba6cada69de","block_type":"box","text":"claims. Healthcare companies are subject to competitive forces that may make it difficult to raise prices and, in fact, may","page_number":55,"box":{"x":89,"y":781,"width":842,"height":12}},{"id":"0b32e5c9-c09b-4509-9eab-9c66be22a5a2","block_type":"box","text":"result in price discounting. Many new products in the healthcare sector may be subject to regulatory approvals. The process","page_number":55,"box":{"x":89,"y":796,"width":868,"height":12}},{"id":"7c623567-0855-4cc6-b15f-7c76ef6910dc","block_type":"box","text":"of obtaining such approvals may be long and costly, which can result in increased development costs, delayed cost recovery","page_number":55,"box":{"x":89,"y":811,"width":867,"height":12}},{"id":"a9566bf2-f23d-4ec4-9e16-5d5df7d667f4","block_type":"box","text":"and loss of competitive advantage to the extent that rival companies have developed competing products or procedures,","page_number":55,"box":{"x":89,"y":826,"width":845,"height":13}},{"id":"4598816b-075e-4cf0-9fd5-efcac7c49238","block_type":"box","text":"adversely affecting the company’s revenues and profitability. In other words, delays in the regulatory approval process may","page_number":55,"box":{"x":89,"y":841,"width":857,"height":13}},{"id":"f549ffe7-71c5-4cab-b9ed-e7da70a6a287","block_type":"box","text":"diminish the opportunity for a company to profit from a new product or to bring a new product to market, which could have","page_number":55,"box":{"x":89,"y":856,"width":870,"height":13}},{"id":"3de14d84-313d-4968-af4a-e6fcab1f07d9","block_type":"box","text":"35","page_number":55,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"64cd2630-4b2c-4549-9221-64caacacad88","block_type":"box","text":"a material adverse effect on a company’s business. Healthcare companies may also be strongly affected by scientific","page_number":56,"box":{"x":89,"y":44,"width":811,"height":12}},{"id":"d60d11ae-d04d-46e2-85f0-bee69e9f9f0f","block_type":"box","text":"biotechnology or technological developments, and their products may quickly become obsolete. Also, many healthcare","page_number":56,"box":{"x":89,"y":59,"width":834,"height":12}},{"id":"5d1672a6-dec7-4723-942b-6a4588564636","block_type":"box","text":"companies offer products and services that are subject to governmental regulation and may be adversely affected by changes","page_number":56,"box":{"x":89,"y":74,"width":878,"height":12}},{"id":"3c60d85b-ce7e-42bc-8e69-9118bf96fe77","block_type":"box","text":"in governmental policies or laws. Changes in governmental policies or laws may span a wide range of topics, including cost","page_number":56,"box":{"x":89,"y":89,"width":861,"height":13}},{"id":"658eaaa7-df53-48ef-8a26-321e2dac802b","block_type":"box","text":"control, national health insurance, incentives for compensation in the provision of healthcare services, tax incentives and","page_number":56,"box":{"x":89,"y":104,"width":844,"height":13}},{"id":"8f34b7cb-28d2-4ed8-afcc-b3a71344bc19","block_type":"box","text":"penalties related to healthcare insurance premiums, and promotion of prepaid healthcare plans. In addition, a number of","page_number":56,"box":{"x":89,"y":119,"width":845,"height":13}},{"id":"92a54db5-02c4-4a25-b24e-98cbe2bb3efc","block_type":"box","text":"legislative proposals concerning healthcare have been considered by the U.S. Congress in recent years. It is unclear what","page_number":56,"box":{"x":89,"y":135,"width":841,"height":12}},{"id":"60a93179-42df-4a65-b7b2-4b469d7caf10","block_type":"box","text":"proposals will ultimately be enacted, if any, and what effect they may have on companies in the healthcare sector.","page_number":56,"box":{"x":89,"y":150,"width":793,"height":12}},{"id":"5640affd-7c02-4b55-8b14-761b8360937e","block_type":"box","text":"Additionally, the expansion of facilities by healthcare-related providers may be subject to “determinations of need” by certain","page_number":56,"box":{"x":88,"y":176,"width":872,"height":13}},{"id":"2751fbcb-e627-4834-b838-4ed55801a3cd","block_type":"box","text":"government authorities. This process not only generally increases the time and costs involved in these expansions, but also","page_number":56,"box":{"x":89,"y":191,"width":861,"height":13}},{"id":"9fc63e44-8443-460e-a158-316c5f79d42b","block_type":"box","text":"makes expansion plans uncertain, limiting the revenue and profitability growth potential of healthcare-related facilities","page_number":56,"box":{"x":89,"y":206,"width":828,"height":13}},{"id":"acc81b47-f50d-4e1b-8d3d-34fd4d8e4685","block_type":"box","text":"operators and negatively affecting the prices of their securities. Moreover, in recent years, both local and national","page_number":56,"box":{"x":89,"y":222,"width":788,"height":12}},{"id":"b7a5d492-78e0-4e22-84f2-887600875cd9","block_type":"box","text":"governmental budgets have come under pressure to reduce spending and control healthcare costs, which could both","page_number":56,"box":{"x":89,"y":237,"width":821,"height":12}},{"id":"86925d88-9b68-4cc9-8297-c55b1e6506ff","block_type":"box","text":"adversely affect regulatory processes and public funding available for healthcare products, services and facilities.","page_number":56,"box":{"x":89,"y":252,"width":786,"height":12}},{"id":"ef1f4f37-01c9-42f3-9972-db323dc86f48","block_type":"box","text":"Risk of Investing in the Industrials Sector.","page_number":56,"box":{"x":89,"y":278,"width":297,"height":13}},{"id":"b92458d6-075e-40b2-8e6b-92d4a889c224","block_type":"box","text":"The value of securities issued by companies in the industrials sector may be","page_number":56,"box":{"x":395,"y":278,"width":530,"height":13}},{"id":"ffdbd8c0-73a9-47c7-a292-c569e872a134","block_type":"box","text":"adversely affected by supply of and demand for both their specific products or services and for industrials sector products in","page_number":56,"box":{"x":89,"y":293,"width":869,"height":13}},{"id":"38a3ad20-3cdb-499a-a481-182f1c968643","block_type":"box","text":"general. The products of manufacturing companies may face obsolescence due to rapid technological developments and","page_number":56,"box":{"x":89,"y":308,"width":848,"height":13}},{"id":"d042dfa0-e6a2-4cae-accf-9690c0d9f7f3","block_type":"box","text":"frequent new product introduction. Government regulations, trade disputes, world events and economic conditions may","page_number":56,"box":{"x":88,"y":324,"width":844,"height":12}},{"id":"05c04ad9-69aa-4dcb-90bc-148a8eb0621a","block_type":"box","text":"affect the performance of companies in the industrials sector. The industrials sector may also be adversely affected by","page_number":56,"box":{"x":89,"y":339,"width":824,"height":12}},{"id":"9fbdf982-69c4-498e-a1fd-3887198d158d","block_type":"box","text":"changes or trends in commodity prices, which may be influenced by unpredictable factors. For example, commodity price","page_number":56,"box":{"x":89,"y":354,"width":852,"height":12}},{"id":"edff2541-9b1f-4695-b2e9-772e958e09e7","block_type":"box","text":"declines and unit volume reductions resulting from an over-supply of materials used in the industrials sector can adversely","page_number":56,"box":{"x":89,"y":369,"width":858,"height":12}},{"id":"02a6e0d0-2406-47b8-9c9f-672d31285b24","block_type":"box","text":"affect the sector. Furthermore, companies in the industrials sector may be subject to liability for environmental damage,","page_number":56,"box":{"x":89,"y":384,"width":837,"height":12}},{"id":"34e00abb-12d6-4be2-a689-e2d5522ce423","block_type":"box","text":"product liability claims, depletion of resources, and mandated expenditures for safety and pollution control.","page_number":56,"box":{"x":89,"y":399,"width":751,"height":13}},{"id":"d9f900fe-cdcc-45f8-9f37-8d12fd38cc2d","block_type":"box","text":"Risk of Investing in the Materials Sector.","page_number":56,"box":{"x":89,"y":426,"width":288,"height":12}},{"id":"4eabd76e-bafc-4391-97f4-ed42c4e2804a","block_type":"box","text":"Companies in the materials sector may be adversely affected by commodity price","page_number":56,"box":{"x":386,"y":426,"width":568,"height":12}},{"id":"a6ddc050-eef2-4e20-8774-ed85713b608c","block_type":"box","text":"volatility, exchange rate fluctuations, social and political unrest, war, import or export controls, increased competition,","page_number":56,"box":{"x":88,"y":441,"width":824,"height":12}},{"id":"211cf9ef-346d-4394-9fad-d28969a06821","block_type":"box","text":"depletion of resources, technical progress, labor relations and government regulations, and mandated expenditures for safety","page_number":56,"box":{"x":89,"y":456,"width":878,"height":12}},{"id":"d9303430-d380-44a7-9e8d-ce9f1b0eb5e6","block_type":"box","text":"and pollution control, among other factors. Such risks may adversely affect the issuers to which a Fund has exposure.","page_number":56,"box":{"x":89,"y":471,"width":822,"height":12}},{"id":"f7330b45-2f6b-4cb6-98aa-c93cec26c591","block_type":"box","text":"Companies in the materials sector are also at risk of liability for environmental damage and product liability claims.","page_number":56,"box":{"x":89,"y":486,"width":801,"height":12}},{"id":"e939e6ea-5e66-4840-bf72-5e9ac4466778","block_type":"box","text":"Production of materials may exceed demand as a result of market imbalances or economic downturns, leading to poor","page_number":56,"box":{"x":89,"y":501,"width":832,"height":13}},{"id":"9478b3d4-abfc-4094-9897-f26cb0e8306d","block_type":"box","text":"investment returns. These risks are heightened for companies in the materials sector located in foreign markets.","page_number":56,"box":{"x":89,"y":516,"width":783,"height":13}},{"id":"2df33259-aced-4fcb-9401-60b1669d0c68","block_type":"box","text":"Risk of Investing in the Producer Durables Industry.","page_number":56,"box":{"x":89,"y":543,"width":370,"height":12}},{"id":"4b8d0ddf-81eb-4a79-88b6-7a9521c18be0","block_type":"box","text":"The producer durables industry includes companies involved in the","page_number":56,"box":{"x":468,"y":543,"width":469,"height":12}},{"id":"2842797a-7f64-4a05-a598-ea9efb020bad","block_type":"box","text":"design, manufacture or distribution of industrial durables such as electrical equipment and components, industrial products,","page_number":56,"box":{"x":89,"y":558,"width":871,"height":12}},{"id":"069ca4de-d658-4390-822b-f4da6e7c2cbc","block_type":"box","text":"and housing and telecommunications equipment. These companies may be affected by changes in domestic and","page_number":56,"box":{"x":89,"y":573,"width":793,"height":12}},{"id":"b3a3bc6a-0aff-4608-ba54-74aeb466ed03","block_type":"box","text":"international economies and politics, consolidation, and excess capacity. Companies in the producer durables industry face","page_number":56,"box":{"x":89,"y":588,"width":861,"height":12}},{"id":"a8e7a770-639b-47dc-bf69-af01e1e2506c","block_type":"box","text":"intense competition, which may have an adverse effect on their profitability. The success of companies in the producer","page_number":56,"box":{"x":89,"y":603,"width":830,"height":13}},{"id":"5ee25596-0f97-43bc-bc47-0be72d87977a","block_type":"box","text":"durables industry may be strongly affected by changes in consumer demands, spending, tastes and preferences. Companies","page_number":56,"box":{"x":89,"y":618,"width":868,"height":13}},{"id":"49fb2906-3824-48a3-9f41-6106bfd552ad","block_type":"box","text":"in the producer durables industry may be dependent on outside financing, which may be difficult to obtain. Producer","page_number":56,"box":{"x":89,"y":633,"width":818,"height":13}},{"id":"f2d0bda5-41f8-43f3-adbb-774b45e2991e","block_type":"box","text":"durables companies may be unable to protect their intellectual property rights or may be liable for infringing the intellectual","page_number":56,"box":{"x":89,"y":649,"width":864,"height":12}},{"id":"fcec5abc-1cd9-4e4c-8fb1-a93ca4f3c0bd","block_type":"box","text":"property rights of others. In addition, these companies may be significantly affected by other factors such as economic","page_number":56,"box":{"x":89,"y":664,"width":830,"height":12}},{"id":"761698f9-bb58-428f-ad84-88c7563e5a78","block_type":"box","text":"cycles, rapid technical obsolescence, government regulations, labor relations, delays in modernization, overall capital","page_number":56,"box":{"x":89,"y":679,"width":814,"height":12}},{"id":"8a705f85-67d4-42af-9f73-b8b00041c9ff","block_type":"box","text":"spending levels and product liability lawsuits.","page_number":56,"box":{"x":89,"y":694,"width":314,"height":12}},{"id":"5c610ad1-4044-488c-adf6-93baeb20ec65","block_type":"box","text":"Risk of Investing in the Real Estate Industry.","page_number":56,"box":{"x":89,"y":720,"width":313,"height":13}},{"id":"19be0e60-88c7-4b94-80b1-0a2c308746d2","block_type":"box","text":"Companies in the real estate industry include companies that invest in real","page_number":56,"box":{"x":411,"y":720,"width":520,"height":13}},{"id":"4f943acd-c8d1-46bd-9a9c-9dc6354aa46c","block_type":"box","text":"estate, such as REITs, real estate holding and operating companies or real estate development companies (collectively, “Real","page_number":56,"box":{"x":89,"y":736,"width":867,"height":12}},{"id":"b394386c-6a6a-4e87-9353-f669158cc455","block_type":"box","text":"Estate Companies”). Investing in Real Estate Companies exposes investors to the risks of owning real estate directly, as well","page_number":56,"box":{"x":89,"y":751,"width":859,"height":12}},{"id":"bcd59224-bca0-4d4c-98d7-e4d10f5cae53","block_type":"box","text":"as to risks that relate specifically to the way in which Real Estate Companies are organized and operated. The real estate","page_number":56,"box":{"x":89,"y":766,"width":837,"height":12}},{"id":"e623374f-719e-427f-a2cf-eae7d50a9585","block_type":"box","text":"industry is highly sensitive to general and local economic conditions and developments, and characterized by intense","page_number":56,"box":{"x":89,"y":781,"width":819,"height":12}},{"id":"9026324a-aed8-4b78-a6f4-64438c03062c","block_type":"box","text":"competition and periodic overbuilding. Investing in Real Estate Companies involves various risks. Some risks that are specific","page_number":56,"box":{"x":89,"y":796,"width":869,"height":12}},{"id":"6b54c5a9-85ac-4fed-940e-fa7fbcd6ae17","block_type":"box","text":"to Real Estate Companies are discussed in greater detail below.","page_number":56,"box":{"x":88,"y":811,"width":439,"height":12}},{"id":"a0ffec7a-7ca2-47da-9e5a-e57cc53470f9","block_type":"box","text":"36","page_number":56,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"84399e80-7fe0-4ecf-ba4d-e9d0d5a1204b","block_type":"box","text":"Concentration Risk.","page_number":57,"box":{"x":89,"y":44,"width":134,"height":10}},{"id":"6b5d0150-80c4-4e43-b6e8-fe576adcc7d1","block_type":"box","text":"Real Estate Companies may own a limited number of properties and concentrate their investments in a","page_number":57,"box":{"x":230,"y":44,"width":718,"height":12}},{"id":"370248e5-5fd8-453d-9e88-7fd5405d7902","block_type":"box","text":"particular geographic region or property type. Economic downturns affecting a particular region, industry or property type","page_number":57,"box":{"x":89,"y":59,"width":854,"height":12}},{"id":"8a1b5de9-7e3d-4ca4-87ac-ebf375f70bbc","block_type":"box","text":"may lead to a high volume of defaults within a short period.","page_number":57,"box":{"x":89,"y":74,"width":416,"height":12}},{"id":"62b224f4-c184-4a6b-bae3-6133483ec435","block_type":"box","text":"Distressed Investment Risk.","page_number":57,"box":{"x":88,"y":101,"width":189,"height":9}},{"id":"5347f659-172f-480f-8c24-1e75146b3675","block_type":"box","text":"Real Estate Companies may invest in distressed, defaulted or out-of-favor bank loans.","page_number":57,"box":{"x":284,"y":101,"width":595,"height":12}},{"id":"90fd84cd-a2b3-46f3-abda-ebff5929add2","block_type":"box","text":"Identification and implementation by a Real Estate Company of loan modification and restructure programs involves a high","page_number":57,"box":{"x":89,"y":116,"width":859,"height":12}},{"id":"eb077142-73ab-422d-ab7a-968f722c9265","block_type":"box","text":"degree of uncertainty. Even successful implementation may still require adverse compromises and may not prevent","page_number":57,"box":{"x":89,"y":131,"width":806,"height":12}},{"id":"82f58ab1-26f2-48a8-b190-2d7cf893db5f","block_type":"box","text":"bankruptcy. Real Estate Companies may also invest in other debt instruments that may become non-performing, including","page_number":57,"box":{"x":89,"y":146,"width":856,"height":12}},{"id":"497ed2e9-fe33-4770-af66-ce8c3427950e","block_type":"box","text":"the securities of companies with higher credit and market risk due to financial or operational difficulties. Higher risk securities","page_number":57,"box":{"x":88,"y":161,"width":879,"height":12}},{"id":"0c02a197-8667-4a1f-9809-e28ccd27aa6a","block_type":"box","text":"may be less liquid and more volatile than the securities of companies not in distress.","page_number":57,"box":{"x":89,"y":176,"width":587,"height":13}},{"id":"f9121555-5eb4-452c-8535-806e42a14575","block_type":"box","text":"Illiquidity Risk.","page_number":57,"box":{"x":88,"y":203,"width":98,"height":12}},{"id":"2a927fac-8f51-4f0a-9496-1514dc908044","block_type":"box","text":"Investing in Real Estate Companies may involve risks similar to those associated with investing in small","page_number":57,"box":{"x":193,"y":203,"width":722,"height":12}},{"id":"6c1d3e51-70e2-426a-8abc-f12544c82a26","block_type":"box","text":"capitalization companies. Real Estate Company securities, like the securities of small-capitalization companies, may be more","page_number":57,"box":{"x":89,"y":218,"width":867,"height":12}},{"id":"fe540fc3-b978-4103-9736-09c1931dc876","block_type":"box","text":"volatile than, and perform differently from, shares of large-capitalization companies. There may be less trading in Real Estate","page_number":57,"box":{"x":88,"y":233,"width":870,"height":12}},{"id":"7dd9dfad-bc9a-440e-aaee-36424b98bf16","block_type":"box","text":"Company shares, which means that buy and sell transactions in those shares could have a magnified impact on share price,","page_number":57,"box":{"x":89,"y":248,"width":865,"height":12}},{"id":"b537f6f1-6b75-4fc8-8ed2-771d20a28a85","block_type":"box","text":"resulting in abrupt or erratic price fluctuations. In addition, real estate is relatively illiquid, and, therefore, a Real Estate","page_number":57,"box":{"x":89,"y":263,"width":819,"height":12}},{"id":"d51c5d05-6458-4f64-ab1d-6987757b7ab8","block_type":"box","text":"Company may have a limited ability to vary or liquidate properties in response to changes in economic or other conditions.","page_number":57,"box":{"x":89,"y":278,"width":857,"height":13}},{"id":"0a289ddd-066d-43b7-93eb-94c79e0da90d","block_type":"box","text":"Interest Rate Risk.","page_number":57,"box":{"x":88,"y":305,"width":124,"height":9}},{"id":"7498ad8e-7bad-4ad3-905a-bbfa02887e41","block_type":"box","text":"Rising interest rates could result in higher costs of capital for Real Estate Companies, which could","page_number":57,"box":{"x":218,"y":305,"width":680,"height":12}},{"id":"eda901f7-0cf5-40f1-8c6f-350967a8a792","block_type":"box","text":"negatively impact a Real Estate Company’s ability to meet its payment obligations. Declining interest rates could result in","page_number":57,"box":{"x":89,"y":320,"width":843,"height":12}},{"id":"66f8a536-297b-4570-b47c-811e9c6ef8f9","block_type":"box","text":"increased prepayment on loans and require redeployment of capital in less desirable investments.","page_number":57,"box":{"x":89,"y":335,"width":679,"height":12}},{"id":"43da8cb9-2494-4ca2-8095-03e3512ffc44","block_type":"box","text":"Leverage Risk.","page_number":57,"box":{"x":88,"y":361,"width":98,"height":13}},{"id":"bfb2456e-3490-4e85-beb7-0d8edb042292","block_type":"box","text":"Real Estate Companies may use leverage (and some may be highly leveraged), which increases investment risk","page_number":57,"box":{"x":192,"y":361,"width":774,"height":13}},{"id":"f9448ebe-9a53-4b8d-a315-ed89890e7361","block_type":"box","text":"and could adversely affect a Real Estate Company’s operations and market value in periods of rising interest rates. Real Estate","page_number":57,"box":{"x":89,"y":376,"width":875,"height":13}},{"id":"203e9e1c-6b75-4e1d-8f7e-f3a34adb64a6","block_type":"box","text":"Companies are also exposed to the risks normally associated with debt financing. Financial covenants related to a Real Estate","page_number":57,"box":{"x":89,"y":392,"width":875,"height":12}},{"id":"8a4a9972-42e4-410f-9296-67b130ed176d","block_type":"box","text":"Company’s leverage may affect the ability of the Real Estate Company to operate effectively. In addition, real property may be","page_number":57,"box":{"x":89,"y":407,"width":872,"height":12}},{"id":"06a73664-0d8e-4527-91be-64525d480e6c","block_type":"box","text":"subject to the quality of credit extended and defaults by borrowers and tenants. If the properties do not generate sufficient","page_number":57,"box":{"x":89,"y":422,"width":857,"height":12}},{"id":"89dab6cb-4f7a-4745-a628-83195f19584b","block_type":"box","text":"income to meet operating expenses, including, where applicable, debt service, ground lease payments, tenant improvements,","page_number":57,"box":{"x":89,"y":437,"width":877,"height":12}},{"id":"3d5127f9-b6fe-4ac7-811d-9b218f580af4","block_type":"box","text":"third-party leasing commissions and other capital expenditures, the income and ability of a Real Estate Company to make","page_number":57,"box":{"x":88,"y":452,"width":851,"height":12}},{"id":"360bbe37-0cb9-4768-b58f-cb888f53ff87","block_type":"box","text":"payments of any interest and principal on its debt securities will be adversely affected.","page_number":57,"box":{"x":89,"y":467,"width":599,"height":13}},{"id":"59070542-bb67-42c5-967b-241056996188","block_type":"box","text":"Loan Foreclosure Risk.","page_number":57,"box":{"x":88,"y":494,"width":154,"height":9}},{"id":"a1f75e1d-a69a-4606-abda-497e4cbb623d","block_type":"box","text":"Real Estate Companies may foreclose on loans that the Real Estate Company originated and/or","page_number":57,"box":{"x":249,"y":494,"width":664,"height":12}},{"id":"68daf9a0-53c1-4c32-89a9-cef07ec289db","block_type":"box","text":"acquired. Foreclosure may generate negative publicity for the underlying property that affects its market value. In addition to","page_number":57,"box":{"x":89,"y":509,"width":870,"height":12}},{"id":"9e7fef69-0a49-488e-afe0-c70118ad875c","block_type":"box","text":"the length and expense of such proceedings, the validity of the terms of the applicable loan may not be recognized in","page_number":57,"box":{"x":88,"y":524,"width":819,"height":12}},{"id":"970de97d-978a-407d-8d44-7ccb4bd0f7d1","block_type":"box","text":"foreclosure proceedings. Claims and defenses asserted by borrowers or other lenders may interfere with the enforcement of","page_number":57,"box":{"x":88,"y":539,"width":868,"height":12}},{"id":"118fbed6-7882-4657-aa24-5e1cb5ca3ec6","block_type":"box","text":"rights by a Real Estate Company. Parallel proceedings, such as bankruptcy, may also delay resolution and limit the amount of","page_number":57,"box":{"x":89,"y":554,"width":872,"height":12}},{"id":"9e4e839a-c7be-4e40-81ef-f9d1d52d17e1","block_type":"box","text":"recovery on a foreclosed loan by a Real Estate Company even where the property underlying the loan is liquidated.","page_number":57,"box":{"x":89,"y":569,"width":796,"height":13}},{"id":"9c604f29-cf5e-4944-a23d-6e552019a9e3","block_type":"box","text":"Management Risk.","page_number":57,"box":{"x":88,"y":596,"width":130,"height":12}},{"id":"790b38c4-8944-401a-9690-8b26c2a2423d","block_type":"box","text":"Real Estate Companies are dependent upon management skills and may have limited financial resources.","page_number":57,"box":{"x":225,"y":596,"width":733,"height":12}},{"id":"19f31b70-5ea7-4224-aac2-e86086005f65","block_type":"box","text":"Real Estate Companies are generally not diversified and may be subject to heavy cash flow dependency, default by borrowers","page_number":57,"box":{"x":89,"y":611,"width":872,"height":12}},{"id":"83014384-d531-435a-a63d-020369aeb6ab","block_type":"box","text":"and voluntary liquidation. In addition, transactions between Real Estate Companies and their affiliates may be subject to","page_number":57,"box":{"x":89,"y":626,"width":838,"height":12}},{"id":"2dece7c2-ffe6-40aa-9ab6-69455c33c8c7","block_type":"box","text":"conflicts of interest, which may adversely affect a Real Estate Company’s shareholders. A Real Estate Company may also have","page_number":57,"box":{"x":89,"y":641,"width":875,"height":12}},{"id":"43649730-a4ce-4a6b-b45a-981e6acce6d6","block_type":"box","text":"joint venture investments in certain of its properties, and, consequently, its ability to control decisions relating to such","page_number":57,"box":{"x":88,"y":656,"width":822,"height":13}},{"id":"15b05660-99d3-48fc-b8a2-aac592155586","block_type":"box","text":"properties may be limited.","page_number":57,"box":{"x":89,"y":671,"width":181,"height":13}},{"id":"e4f114bc-6d10-4b9d-beb8-4fd3dd92d51d","block_type":"box","text":"Property Risk.","page_number":57,"box":{"x":88,"y":698,"width":94,"height":12}},{"id":"6af00200-6d4f-498c-b150-47410ccdb698","block_type":"box","text":"Real Estate Companies may be subject to risks relating to functional obsolescence or reduced desirability of","page_number":57,"box":{"x":189,"y":698,"width":752,"height":12}},{"id":"9719d92a-a447-47f5-8a11-d9def8cabb53","block_type":"box","text":"properties; extended vacancies due to economic conditions and tenant bankruptcies; catastrophic events such as","page_number":57,"box":{"x":89,"y":713,"width":794,"height":12}},{"id":"acbbbe31-9829-43ee-b2df-3faee4660e54","block_type":"box","text":"earthquakes, hurricanes and terrorist acts; and casualty or condemnation losses. Real estate income and values also may be","page_number":57,"box":{"x":89,"y":728,"width":867,"height":12}},{"id":"ea318052-86a9-47b8-958c-c98a3501224d","block_type":"box","text":"greatly affected by demographic trends, such as population shifts or changes in consumer preferences and values, or","page_number":57,"box":{"x":89,"y":743,"width":819,"height":12}},{"id":"af1c007a-06a0-4cab-b8f8-3e70d747a023","block_type":"box","text":"increasing vacancies or declining rents resulting from legal, cultural, technological, global or local economic developments.","page_number":57,"box":{"x":89,"y":758,"width":860,"height":13}},{"id":"53b5d348-f3c9-4725-a208-0393af4fdf25","block_type":"box","text":"Regulatory Risk.","page_number":57,"box":{"x":88,"y":785,"width":110,"height":12}},{"id":"79116545-a546-46e4-8239-be8d16adc7b1","block_type":"box","text":"Real estate income and values may be adversely affected by such factors as applicable domestic and foreign","page_number":57,"box":{"x":205,"y":785,"width":754,"height":12}},{"id":"c0c76eb1-cc86-43f5-9f4f-2a07b69df9ae","block_type":"box","text":"laws (including tax laws). Government actions, such as tax increases, zoning law changes, mandated closures or other","page_number":57,"box":{"x":89,"y":800,"width":828,"height":12}},{"id":"2686dab3-d910-487c-bd3c-60ef703dc343","block_type":"box","text":"commercial restrictions or environmental regulations, also may have a major impact on real estate income and values. In","page_number":57,"box":{"x":89,"y":815,"width":843,"height":12}},{"id":"075e0678-ff8b-4f4e-b714-8353cf2a2214","block_type":"box","text":"addition, quarterly compliance with regulations limiting the proportion of asset types held by a U.S. REIT may force certain","page_number":57,"box":{"x":89,"y":830,"width":854,"height":12}},{"id":"d99680a3-b437-4d9c-a638-066d30519597","block_type":"box","text":"Real Estate Companies to liquidate or restructure otherwise attractive investments. Some countries may not recognize REITs","page_number":57,"box":{"x":89,"y":845,"width":867,"height":12}},{"id":"875cc04c-f45e-4bf9-9e7e-6c56f105f4b3","block_type":"box","text":"or comparable structures as a viable form of real estate funds.","page_number":57,"box":{"x":89,"y":860,"width":432,"height":13}},{"id":"8c07435a-7615-424e-9ad9-9ecfae2181e6","block_type":"box","text":"37","page_number":57,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"d97a84a1-f632-4202-867b-5da492539724","block_type":"box","text":"Underlying Investment Risk.","page_number":58,"box":{"x":89,"y":44,"width":192,"height":12}},{"id":"fb119201-17e8-46c1-9a48-0c0bc6da6fca","block_type":"box","text":"Real Estate Companies make investments in a variety of debt and equity instruments with","page_number":58,"box":{"x":287,"y":44,"width":626,"height":12}},{"id":"3fadf8a9-f0c7-45b5-9442-c44a25b038ff","block_type":"box","text":"varying risk profiles. For instance, Real Estate Companies may invest in debt instruments secured by commercial property","page_number":58,"box":{"x":88,"y":59,"width":849,"height":12}},{"id":"2b02d4c4-2b04-4315-a05c-ec7c95b1f425","block_type":"box","text":"that have higher risks of delinquency and foreclosure than loans on single family homes due to a variety of factors associated","page_number":58,"box":{"x":88,"y":74,"width":877,"height":12}},{"id":"b15ed7e4-4619-4ae0-a4cb-ce6af9f70182","block_type":"box","text":"with commercial property, including the tie between income available to service debt and productive use of the property. Real","page_number":58,"box":{"x":88,"y":89,"width":877,"height":13}},{"id":"2731afb3-b6f2-4f2f-8163-bbbf1e2c1ebc","block_type":"box","text":"Estate Companies may also invest in debt instruments and preferred equity that are junior in an issuer’s capital structure and","page_number":58,"box":{"x":89,"y":104,"width":871,"height":13}},{"id":"e0feb2a1-4d8e-4e6d-9f57-02e410c4a396","block_type":"box","text":"that involve privately negotiated structures. Subordinated debt investments, such as B-Notes and mezzanine loans, involve a","page_number":58,"box":{"x":88,"y":119,"width":868,"height":13}},{"id":"c28b6b33-ffdd-4f37-b5c4-50856e163ef1","block_type":"box","text":"greater credit risk of default due to the need to service more senior debt of the issuer. Similarly, preferred equity investments","page_number":58,"box":{"x":89,"y":135,"width":867,"height":12}},{"id":"4aa33de1-2409-49a7-adca-cb6a983ca7d7","block_type":"box","text":"involve a greater risk of loss than conventional debt financing due to their non-collateralized nature and subordinated","page_number":58,"box":{"x":89,"y":150,"width":821,"height":12}},{"id":"3c2c7205-b3bd-4eab-816f-ebe51b42fd8d","block_type":"box","text":"ranking. Investments in commercial mortgage-backed securities may also be junior in priority in the event of bankruptcy or","page_number":58,"box":{"x":89,"y":165,"width":862,"height":12}},{"id":"4ef6037f-bde5-4fe1-9bd0-e715471df776","block_type":"box","text":"similar proceedings. Investments in senior loans may be effectively subordinated if the senior loan is pledged as collateral.","page_number":58,"box":{"x":89,"y":180,"width":849,"height":12}},{"id":"ca824318-65c3-4ed6-8cd5-321881122e32","block_type":"box","text":"The ability of a holder of junior claims to proceed against a defaulting issuer is circumscribed by the terms of the particular","page_number":58,"box":{"x":88,"y":195,"width":859,"height":12}},{"id":"b5f649c8-c183-40f2-af2c-2e3de46019db","block_type":"box","text":"contractual arrangement, which vary considerably from transaction to transaction.","page_number":58,"box":{"x":89,"y":210,"width":578,"height":13}},{"id":"f518ac4f-f108-4016-997e-964b5cb3609b","block_type":"box","text":"Risk of Investing in Technology Companies.","page_number":58,"box":{"x":89,"y":237,"width":313,"height":12}},{"id":"eec6a34c-6cc2-4516-927c-3497c5ca291a","block_type":"box","text":"Technology companies and companies that rely heavily on technological","page_number":58,"box":{"x":411,"y":237,"width":509,"height":12}},{"id":"8a0dc0a8-c079-4e64-b1c8-695010c3f82e","block_type":"box","text":"advances may have limited product lines, markets, financial resources and personnel. These companies may face rapid","page_number":58,"box":{"x":89,"y":252,"width":830,"height":12}},{"id":"bd096a1b-952f-456f-bb70-aa77dbeaf9ff","block_type":"box","text":"product obsolescence as well as unexpected risks and costs related to new product introduction and technological","page_number":58,"box":{"x":89,"y":267,"width":803,"height":12}},{"id":"6fd22b88-59fd-4d34-b5b0-621347df4c4b","block_type":"box","text":"developments, such as artificial intelligence and machine learning. Technology companies may be adversely affected by","page_number":58,"box":{"x":89,"y":282,"width":837,"height":12}},{"id":"3c6c9119-a43b-4cb3-a0b0-abef51404222","block_type":"box","text":"disruptions to supply chains and distribution networks as well as issues at third-party partners. They are heavily dependent","page_number":58,"box":{"x":89,"y":297,"width":861,"height":12}},{"id":"de828d4a-38ff-4bef-a176-6dbf4dcc1280","block_type":"box","text":"on patent and other intellectual property rights, and the loss or impairment of these rights may adversely affect their","page_number":58,"box":{"x":89,"y":312,"width":815,"height":13}},{"id":"ededac64-6cc4-4ac1-b040-1abcb640f35c","block_type":"box","text":"profitability. Technology companies may face increased government scrutiny and may be subject to adverse government or","page_number":58,"box":{"x":89,"y":327,"width":863,"height":13}},{"id":"0a061546-34f1-4992-b640-7ffd1daab55c","block_type":"box","text":"legal action. These companies also may be adversely affected by, among other things, actual or perceived security","page_number":58,"box":{"x":89,"y":342,"width":796,"height":13}},{"id":"3749cc0c-91ee-4a28-9e26-93a6aeb8af01","block_type":"box","text":"vulnerabilities or other defects in their products and services, which may result in lawsuits, government enforcement actions","page_number":58,"box":{"x":88,"y":358,"width":871,"height":12}},{"id":"570cccaa-bc9d-4a87-95f5-249df3340169","block_type":"box","text":"and other remediation costs.","page_number":58,"box":{"x":89,"y":373,"width":200,"height":9}},{"id":"78b7cff6-d3cd-49f6-9749-37dc60a60bff","block_type":"box","text":"Risk of Investing in the Telecommunications Sector.","page_number":58,"box":{"x":89,"y":399,"width":371,"height":13}},{"id":"1a1361b1-2280-4d84-b62c-1af92dd157d3","block_type":"box","text":"The telecommunications sector of a country’s economy is often","page_number":58,"box":{"x":469,"y":399,"width":448,"height":13}},{"id":"2c24ff5b-69e3-4496-903a-eb87fccb464c","block_type":"box","text":"subject to extensive government regulation. The costs of complying with governmental regulations, delays or failure to","page_number":58,"box":{"x":89,"y":414,"width":831,"height":13}},{"id":"799c4852-c748-402f-b4ef-403d7d6c2719","block_type":"box","text":"receive required regulatory approvals, or the enactment of new regulatory requirements may negatively affect the business of","page_number":58,"box":{"x":89,"y":429,"width":878,"height":13}},{"id":"62cc46d0-60f8-4873-bbc9-2c021bbe2ccb","block_type":"box","text":"telecommunications companies. Government actions around the world, specifically in the area of pre-marketing clearance of","page_number":58,"box":{"x":88,"y":445,"width":877,"height":12}},{"id":"933c37b5-5a05-4020-bb1d-6e66f15aaa71","block_type":"box","text":"products and prices, can be arbitrary and unpredictable. Companies in the telecommunications sector may experience","page_number":58,"box":{"x":89,"y":460,"width":829,"height":12}},{"id":"d4f77522-abbb-48d9-a718-40fedc3fb394","block_type":"box","text":"distressed cash flows due to the need to commit substantial capital to meet increasing competition, particularly in","page_number":58,"box":{"x":89,"y":475,"width":798,"height":12}},{"id":"6bd28dfa-e177-4c54-b2af-d5181c709b41","block_type":"box","text":"developing new products and services using new technology. Technological innovations may make the products and services","page_number":58,"box":{"x":89,"y":490,"width":877,"height":12}},{"id":"8dd31010-b610-4aaf-9458-2319e56e31bd","block_type":"box","text":"of certain telecommunications companies obsolete. Finally, while all companies may be susceptible to network security","page_number":58,"box":{"x":89,"y":505,"width":835,"height":12}},{"id":"4df30635-4a0c-4daf-bd55-87380da8a226","block_type":"box","text":"breaches, certain companies in the telecommunications sector may be particular targets of hacking and potential theft of","page_number":58,"box":{"x":89,"y":520,"width":851,"height":12}},{"id":"d83998d7-199d-47f3-a6cf-53e998562406","block_type":"box","text":"proprietary or consumer information or disruptions in service, which could have a material adverse effect on their businesses.","page_number":58,"box":{"x":89,"y":535,"width":877,"height":13}},{"id":"2ae0954b-87c5-4aed-bfac-55ced6e29957","block_type":"box","text":"Risk of Investing in the Utilities Sector.","page_number":58,"box":{"x":89,"y":562,"width":274,"height":12}},{"id":"76c451c2-5280-4f4a-bd34-1fc62fbd02a4","block_type":"box","text":"The utilities sector may be adversely affected by changing commodity prices,","page_number":58,"box":{"x":372,"y":562,"width":539,"height":12}},{"id":"0b461998-5eef-49ee-b0eb-f0029526e2df","block_type":"box","text":"government regulation stipulating rates charged by utilities, increased tariffs, changes in tax laws, interest rate fluctuations","page_number":58,"box":{"x":89,"y":577,"width":857,"height":12}},{"id":"367dccbb-57f7-4e24-818d-a063d9683c8c","block_type":"box","text":"and changes in the cost of providing specific utility services. The utilities industry is also subject to potential terrorist attacks,","page_number":58,"box":{"x":89,"y":592,"width":871,"height":12}},{"id":"6ea7a580-9148-4f28-9f7b-a7481b76f988","block_type":"box","text":"natural disasters and severe weather conditions, as well as regulatory and operational burdens associated with the operation","page_number":58,"box":{"x":89,"y":607,"width":872,"height":12}},{"id":"0ac7a468-576f-4be1-8059-c9e88bf4fe2b","block_type":"box","text":"and maintenance of nuclear facilities. Government regulators monitor and control utility revenues and costs, and therefore","page_number":58,"box":{"x":89,"y":622,"width":858,"height":12}},{"id":"2d45cab9-7aba-46ad-b03c-c5c35e16e75a","block_type":"box","text":"may limit utility profits. In certain countries, regulatory authorities may also restrict a company’s access to new markets,","page_number":58,"box":{"x":89,"y":637,"width":839,"height":13}},{"id":"292830b1-4801-430f-94e4-e827301ad493","block_type":"box","text":"thereby diminishing the company’s long-term prospects.","page_number":58,"box":{"x":88,"y":652,"width":397,"height":13}},{"id":"c49b3efd-c3d5-48a9-beb0-61327d4fcd7b","block_type":"box","text":"There are substantial differences among the regulatory practices and policies of various jurisdictions, and any regulatory","page_number":58,"box":{"x":88,"y":679,"width":842,"height":12}},{"id":"9f6cdf4a-57ad-4e8a-93d2-f31a66f03d1c","block_type":"box","text":"agency may make major shifts in policy from time to time. There is no assurance that regulatory authorities will, in the future,","page_number":58,"box":{"x":89,"y":694,"width":878,"height":12}},{"id":"81b683dd-a959-4f60-911a-28e47b6e4e21","block_type":"box","text":"grant rate increases. Additionally, existing and possible future regulatory legislation may make it even more difficult for","page_number":58,"box":{"x":89,"y":709,"width":829,"height":12}},{"id":"34c6cbc4-baa5-4ded-8389-d6dc1d4786ae","block_type":"box","text":"utilities to obtain adequate relief. Certain of the issuers of securities held in a Fund’s portfolio may own or operate nuclear","page_number":58,"box":{"x":89,"y":724,"width":850,"height":13}},{"id":"fd540e09-b560-401f-8bc7-418654ec0d65","block_type":"box","text":"generating facilities. Governmental authorities may from time to time review existing policies and impose additional","page_number":58,"box":{"x":89,"y":739,"width":809,"height":13}},{"id":"2d86e568-7f39-4b3a-b91c-9e7a5579d484","block_type":"box","text":"requirements governing the licensing, construction and operation of nuclear power plants. Prolonged changes in climate","page_number":58,"box":{"x":89,"y":754,"width":845,"height":13}},{"id":"6e7f25fe-4811-4687-9b97-dfb55ce8ea2f","block_type":"box","text":"conditions can also have a significant impact on both the revenues of an electric and gas utility as well as the expenses of a","page_number":58,"box":{"x":89,"y":770,"width":861,"height":12}},{"id":"1de193c2-9b35-4033-b75c-78a8b7604f0a","block_type":"box","text":"utility, particularly a hydro-based electric utility.","page_number":58,"box":{"x":89,"y":785,"width":328,"height":12}},{"id":"38cfc2cf-2c9f-47fd-a0d5-f86815e797c2","block_type":"box","text":"The rates that traditional regulated utility companies may charge their customers generally are subject to review and","page_number":58,"box":{"x":88,"y":811,"width":817,"height":12}},{"id":"fab9fcf5-f9dc-420a-b2b3-950a8ca7f5ea","block_type":"box","text":"limitation by governmental regulatory commissions. Rate changes may occur only after a prolonged approval period or may","page_number":58,"box":{"x":89,"y":826,"width":868,"height":13}},{"id":"1d34df3d-ed38-4e62-a011-c3398fc7e8fc","block_type":"box","text":"not occur at all, which could adversely affect utility companies when costs are rising. The value of regulated utility debt","page_number":58,"box":{"x":89,"y":841,"width":832,"height":13}},{"id":"1fe6d4ba-ee75-45ba-bc20-11da9a30842e","block_type":"box","text":"securities (and, to a lesser extent, equity securities) tends to have an inverse relationship to the movement of interest rates.","page_number":58,"box":{"x":89,"y":856,"width":860,"height":13}},{"id":"37d12b60-7789-42a1-ba24-ce7df7aace7e","block_type":"box","text":"38","page_number":58,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b6ccd489-2cb3-43b1-8f1c-1e34c0016a83","block_type":"box","text":"Certain utility companies have experienced full or partial deregulation in recent years. These utility companies are frequently","page_number":59,"box":{"x":89,"y":44,"width":868,"height":12}},{"id":"c449ef69-5227-4ffd-8626-f97902df2699","block_type":"box","text":"more similar to industrial companies in that they are subject to greater competition and have been permitted by regulators to","page_number":59,"box":{"x":89,"y":59,"width":876,"height":12}},{"id":"31fafaaf-3ca0-40cc-a565-026b7f0e88e6","block_type":"box","text":"diversify outside of their original geographic regions and their traditional lines of business. As a result, some companies may","page_number":59,"box":{"x":89,"y":74,"width":869,"height":12}},{"id":"ef255215-adca-4879-9c4e-a74320302a06","block_type":"box","text":"be forced to defend their core business and may be less profitable. 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Related subthemes include","page_number":62,"box":{"x":154,"y":109,"width":807,"height":13}},{"id":"116fa27e-44e2-47ba-8b00-1262d6e422f1","block_type":"box","text":"Cybersecurity and Next Gen Defense Technologies.","page_number":62,"box":{"x":154,"y":125,"width":357,"height":12}},{"id":"c407e84d-a3f6-48da-89aa-8c56095e8be9","block_type":"box","text":"• Next Gen Transportation: Technologies replacing traditional human-operated, internal combustion engine-based","page_number":62,"box":{"x":121,"y":145,"width":823,"height":12}},{"id":"6a4e17b6-df99-4cb5-83dc-e730a3b64e33","block_type":"box","text":"vehicles. This includes a wide variety of applications like traditional light vehicles, public transportation vehicles,","page_number":62,"box":{"x":153,"y":160,"width":781,"height":12}},{"id":"6a2a19b8-29eb-40ca-8822-0eb510b2ce1a","block_type":"box","text":"scooters/bikes, and drones, to name just a few. Related subthemes include Autonomous Driving Technologies and","page_number":62,"box":{"x":154,"y":175,"width":803,"height":12}},{"id":"b978c7d9-a13c-4e25-9ccc-8c8eacd4b169","block_type":"box","text":"Electric Vehicles.","page_number":62,"box":{"x":154,"y":190,"width":115,"height":10}},{"id":"4de6c13f-2634-4b51-87b1-234d15f2e207","block_type":"box","text":"• Robotics: The branch of technology that deals with the design, construction, operation, and application of robots.","page_number":62,"box":{"x":121,"y":210,"width":828,"height":13}},{"id":"dab8eb1d-99c3-4e93-91c0-49b4262107f8","block_type":"box","text":"Advances in robotics have seemingly infinite potential applications, spanning technology, industrial, medical, and","page_number":62,"box":{"x":153,"y":225,"width":792,"height":13}},{"id":"02b599e8-3960-4a81-b109-42a415ebf8e6","block_type":"box","text":"consumer-facing channels.","page_number":62,"box":{"x":154,"y":240,"width":190,"height":13}},{"id":"dc7159ea-7e65-4c58-a4d7-eec9819d5936","block_type":"box","text":"Analysts assess whether exposure to a theme will drive a material net profit increase and then project the percentage of","page_number":62,"box":{"x":88,"y":267,"width":841,"height":12}},{"id":"9a6a330f-0e0e-442a-93a4-e32b4fd9b713","block_type":"box","text":"revenue in five years the company will derive from exposure to each subtheme. 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Companies with an average three month trailing daily trading volume less","page_number":62,"box":{"x":89,"y":471,"width":870,"height":12}},{"id":"840608fd-22ed-4e51-b18d-cd8676c1d356","block_type":"box","text":"than $2 million USD or aggregate float market capitalizations of $300 million USD or less are not eligible for inclusion in the","page_number":62,"box":{"x":88,"y":486,"width":863,"height":12}},{"id":"1fe16601-a744-419e-9c3f-e0ab3a9a2fb5","block_type":"box","text":"index. Companies that are current constituents are eliminated if they have an average three-month trading volume less than","page_number":62,"box":{"x":89,"y":501,"width":868,"height":13}},{"id":"e4a2bc94-cf7e-4171-9a1d-ae802a7d8ad2","block_type":"box","text":"$1.5 million USD or aggregate float market capitalization of $200 million USD or less.","page_number":62,"box":{"x":89,"y":516,"width":592,"height":13}},{"id":"a7d2e3e2-3e6b-4040-93d7-604cf97980f4","block_type":"box","text":"Up to the top 10 scoring companies within each theme are identified as “Theme Leaders” and prioritized for inclusion using","page_number":62,"box":{"x":89,"y":543,"width":864,"height":12}},{"id":"3246f233-08aa-4276-94a4-8c181e159fcb","block_type":"box","text":"the ranking criteria below in descending order of preference:","page_number":62,"box":{"x":88,"y":558,"width":423,"height":12}},{"id":"83898c6d-b66d-4c9e-9a54-5e42621fa8bf","block_type":"box","text":"1) Highest thematic score","page_number":62,"box":{"x":129,"y":578,"width":179,"height":12}},{"id":"cc8b36b9-9fa1-4659-90c7-776c40503cb2","block_type":"box","text":"2) Existing constituents are given preference; and","page_number":62,"box":{"x":128,"y":598,"width":345,"height":13}},{"id":"b4674a5a-73bf-4aa6-9e9d-81666176fe63","block_type":"box","text":"3) Market capitalization, preferring smaller over larger","page_number":62,"box":{"x":128,"y":618,"width":376,"height":13}},{"id":"863b31cf-567f-41dd-8d35-0977b09a1d6e","block_type":"box","text":"The same company may meet the leaders selection criteria across multiple themes. This can result in fewer than 70 (10*7","page_number":62,"box":{"x":88,"y":645,"width":853,"height":12}},{"id":"f853257b-d1cd-409c-a5c3-325af43db970","block_type":"box","text":"themes) securities being selected in this step.","page_number":62,"box":{"x":88,"y":660,"width":317,"height":12}},{"id":"d39b1fff-122b-43a8-9509-a0e024eba95d","block_type":"box","text":"All eligible constituents, excluding the constituents already selected as Theme Leaders, are ranked by the criteria below in","page_number":62,"box":{"x":88,"y":686,"width":850,"height":13}},{"id":"418fd199-526c-434f-8179-8d442ffb4d05","block_type":"box","text":"descending order of (score 4) absolute preference:","page_number":62,"box":{"x":89,"y":702,"width":353,"height":12}},{"id":"ff5c6999-1218-4fba-ab4f-cb532f8a3481","block_type":"box","text":"1) Number of themes in which a constituent scores “4”;","page_number":62,"box":{"x":129,"y":722,"width":395,"height":12}},{"id":"ff926d47-4128-496b-91f0-fde776f4435c","block_type":"box","text":"2) Number of themes in which a constituent scores “3”;","page_number":62,"box":{"x":128,"y":742,"width":396,"height":12}},{"id":"7e30a67f-1963-4b5d-bef7-d28fe8e15a71","block_type":"box","text":"3) Number of themes in which a constituent scores “2”;","page_number":62,"box":{"x":128,"y":762,"width":396,"height":12}},{"id":"fc52c423-d996-49ec-a761-05ef5f296208","block_type":"box","text":"4) Number of themes in which a constituent scores “1”;","page_number":62,"box":{"x":127,"y":782,"width":397,"height":12}},{"id":"64068966-fe25-4197-85e3-74e47d8d9f43","block_type":"box","text":"5) Existing constituents are given preference; and","page_number":62,"box":{"x":128,"y":802,"width":350,"height":13}},{"id":"179db84a-fcb4-4429-84b5-074764f17b3c","block_type":"box","text":"6) Market capitalization, preferring smaller over larger.","page_number":62,"box":{"x":128,"y":822,"width":383,"height":13}},{"id":"0d0a9bc5-e5be-496c-b6e6-962aa1c48c67","block_type":"box","text":"From the above ranked list, constituents are then added to the list of constituents included as Theme Leaders until 200","page_number":62,"box":{"x":89,"y":849,"width":831,"height":11}},{"id":"52463401-ef66-4459-a9dc-2528be12c112","block_type":"box","text":"constituents are included, but the Underlying Index can have more or fewer than the targeted 200 constituents.","page_number":62,"box":{"x":89,"y":864,"width":780,"height":12}},{"id":"c76ed9ac-3cc2-43ae-9ae8-a0e6050e705f","block_type":"box","text":"42","page_number":62,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"f23bb80f-bc93-40f0-ba42-9f064f94d0e1","block_type":"box","text":"Issue Changes.","page_number":63,"box":{"x":89,"y":44,"width":107,"height":12}},{"id":"12a1b939-aaee-4b10-92d3-15094f5923e7","block_type":"box","text":"Securities are added or deleted from the Underlying Index based on rules outlined for security selection,","page_number":63,"box":{"x":201,"y":44,"width":726,"height":12}},{"id":"8d5a63f5-bfcb-420f-abf7-7b43246021c1","block_type":"box","text":"exclusion, rebalancing, and adjustments for corporate actions as set forth in the Morningstar Index Rulebook. Morningstar","page_number":63,"box":{"x":89,"y":59,"width":858,"height":12}},{"id":"1b031975-19ed-4837-8467-d07b42333b7d","block_type":"box","text":"makes no subjective determinations related to index composition.","page_number":63,"box":{"x":89,"y":74,"width":461,"height":12}},{"id":"fea840c6-9701-49f5-8ab6-460b02dc116a","block_type":"box","text":"Index Maintenance.","page_number":63,"box":{"x":89,"y":101,"width":142,"height":9}},{"id":"578690da-9445-40c7-b0de-2563d0e02e01","block_type":"box","text":"After selection and weighting of the portfolio, 90% of index weight at the time of reconstitution must","page_number":63,"box":{"x":236,"y":101,"width":710,"height":12}},{"id":"38e55bf8-33a4-439b-9357-778eddbfc7bd","block_type":"box","text":"have a 5-year forward non-overlapping revenue exposure forecast of at least 25% (i.e., a score of 2 in at least one theme).","page_number":63,"box":{"x":89,"y":116,"width":850,"height":12}},{"id":"0e60231d-dadf-4045-bfae-50cad2081e43","block_type":"box","text":"The Underlying Index is reconstituted annually, implemented after the close of business on the third Friday of December and","page_number":63,"box":{"x":88,"y":131,"width":872,"height":12}},{"id":"f0f8b595-0cbb-4bdc-84c4-2abd21abadb3","block_type":"box","text":"effective the following Monday. If Monday is a holiday, reconstitution is effective on the following business day. The market","page_number":63,"box":{"x":89,"y":146,"width":857,"height":12}},{"id":"d87bcd1f-9d52-4ff2-a950-acfafc2deac9","block_type":"box","text":"data used for reconstitution is as of the last trading day of November. The Underlying Index is rebalanced quarterly on the","page_number":63,"box":{"x":89,"y":161,"width":850,"height":12}},{"id":"6d9c616e-be65-44dc-a6ef-7a9d45f4871e","block_type":"box","text":"third Friday of March, June, September, and December. Adjustments are implemented after Friday’s market close and","page_number":63,"box":{"x":88,"y":176,"width":819,"height":13}},{"id":"91a6688e-b6b1-4803-82f1-3118c6f304e3","block_type":"box","text":"reflected the following Monday. If Monday is an index holiday, the rebalance is reflected the next business day. The market","page_number":63,"box":{"x":89,"y":191,"width":854,"height":13}},{"id":"18148ab7-4b09-449c-adb3-a2a79122745c","block_type":"box","text":"data used for rebalancing is as of the last trading day of February, May, August, and November. A daily check is implemented","page_number":63,"box":{"x":89,"y":206,"width":870,"height":13}},{"id":"c8c9124c-4580-4eaf-b6b9-476c6f7cb1d7","block_type":"box","text":"to ensure stocks above 5% do not sum to more than 25%. If this condition is breached, the index will be adjusted to cap","page_number":63,"box":{"x":88,"y":222,"width":842,"height":12}},{"id":"db2222e1-8ac3-4171-bc8e-d3322409c17a","block_type":"box","text":"individual security weightings at 4% at the open of T+2. Because the reconstitution of the Underlying Index is less frequent","page_number":63,"box":{"x":89,"y":237,"width":859,"height":12}},{"id":"520872b8-e372-4517-b017-9ef337b53b6d","block_type":"box","text":"than the parent index, the securities excluded from the parent index at the reconstitution effective date are also deleted from","page_number":63,"box":{"x":88,"y":252,"width":872,"height":12}},{"id":"368b1ce0-d2df-489a-a7b2-b41e2295e8f5","block_type":"box","text":"Underlying Index.","page_number":63,"box":{"x":89,"y":267,"width":121,"height":12}},{"id":"3ac240df-785a-4b14-b56c-c1ffb518b429","block_type":"box","text":"Index Availability.","page_number":63,"box":{"x":89,"y":293,"width":125,"height":13}},{"id":"5ca1d220-9464-4f5b-ada9-97230f264b86","block_type":"box","text":"Morningstar Indexes are calculated continuously and are available from major data vendors.","page_number":63,"box":{"x":220,"y":293,"width":644,"height":13}},{"id":"8705265f-1a1d-49ec-8fc9-a1c14c5a6883","block_type":"box","text":"Morningstar","page_number":63,"box":{"x":89,"y":320,"width":89,"height":12}},{"id":"ca0bda0b-a652-4b76-8ed8-0a455939f062","block_type":"box","text":"®","page_number":63,"box":{"x":179,"y":318,"width":9,"height":6}},{"id":"4929b30e-f806-4197-9c5b-7e39525f51c9","block_type":"box","text":"Global Emerging Green Technologies Select Index","page_number":63,"box":{"x":193,"y":320,"width":360,"height":12}},{"id":"8fa3e925-a1b9-47ac-98b2-f598f18bf5cd","block_type":"box","text":"SM","page_number":63,"box":{"x":553,"y":320,"width":11,"height":4}},{"id":"f1794a44-b94e-4e8d-acc7-8c8a3fe0a0d1","block_type":"box","text":"Number of Components: approximately 46","page_number":63,"box":{"x":89,"y":339,"width":308,"height":12}},{"id":"a7bba5ee-44d0-4248-8d8f-918f199d8140","block_type":"box","text":"Index Description.","page_number":63,"box":{"x":89,"y":361,"width":131,"height":13}},{"id":"9965bcd8-71a7-48ab-9501-6bce44b206b2","block_type":"box","text":"The Morningstar Global Emerging Green Technologies Select Index is an equity index designed to reflect","page_number":63,"box":{"x":225,"y":361,"width":731,"height":13}},{"id":"00b883a3-4f4a-4de9-a1e3-dc5238c88c00","block_type":"box","text":"the performance of equity securities issued by U.S. and non-U.S. companies, selected from the Morningstar Global Markets","page_number":63,"box":{"x":88,"y":376,"width":862,"height":13}},{"id":"a63f1f71-098d-4131-9c0e-e977c0aedbc4","block_type":"box","text":"ex-India Index. The Morningstar Global Markets ex-India Index is composed of large-, mid- and small-capitalization securities","page_number":63,"box":{"x":89,"y":392,"width":878,"height":12}},{"id":"11e9320f-1171-4463-875f-f1383fbca54e","block_type":"box","text":"from developed and emerging markets. The Underlying Index is designed to reflect the equity performance of U.S. and non","page_number":63,"box":{"x":88,"y":407,"width":867,"height":12}},{"id":"456600d4-079c-4439-87f8-e5cb7a6d8ca5","block_type":"box","text":"U.S. companies involved in breakthrough innovations and new technologies that seek to promote sustainability, as","page_number":63,"box":{"x":89,"y":422,"width":800,"height":12}},{"id":"fb897641-8c97-4971-bddb-b81f1039690a","block_type":"box","text":"determined by Morningstar or its affiliates (“Morningstar” or the “Index Provider”).","page_number":63,"box":{"x":89,"y":437,"width":579,"height":12}},{"id":"0339fd8f-1122-41d0-9261-c19961a6bcd2","block_type":"box","text":"To construct the Underlying Index, the Index Provider begins with securities from the Morningstar Global Markets ex-India","page_number":63,"box":{"x":88,"y":463,"width":857,"height":13}},{"id":"d9c68dac-a64f-4a35-befd-cd59bb8edcc6","block_type":"box","text":"Index and applies a number of exclusions. The Index Provider excludes constituents with an average three-month trailing","page_number":63,"box":{"x":89,"y":479,"width":847,"height":12}},{"id":"874db6f8-dea0-4776-803f-4b1e9aef11c4","block_type":"box","text":"daily trading volume of less than $2 million or a free float market capitalization of less than $300 million. Current index","page_number":63,"box":{"x":89,"y":494,"width":829,"height":12}},{"id":"c2665333-c9a6-4209-b635-116646fc7933","block_type":"box","text":"constituents are eliminated if they have an average three-month trailing daily trading volume of less than $1.5 million or a","page_number":63,"box":{"x":89,"y":509,"width":850,"height":12}},{"id":"df94407e-d3c9-4cfc-8eee-7d0529379d39","block_type":"box","text":"free float market capitalization of less than $200 million. If a company has more than one eligible share class, the Index","page_number":63,"box":{"x":88,"y":524,"width":832,"height":12}},{"id":"5f85cd15-e0a4-40b9-87de-b181c6628ce0","block_type":"box","text":"Provider will select the one that is a current index constituent. Otherwise, the Index Provider will select the most liquid share","page_number":63,"box":{"x":89,"y":539,"width":868,"height":12}},{"id":"be5f7302-17be-466d-85fd-1e7870e4a854","block_type":"box","text":"class, as determined by the Index Provider.","page_number":63,"box":{"x":89,"y":554,"width":296,"height":12}},{"id":"c245f06a-6cf3-46ba-a05a-09576709b1e7","block_type":"box","text":"The Index Provider also excludes the securities of companies that it identifies as being involved in the business of tobacco,","page_number":63,"box":{"x":88,"y":581,"width":855,"height":12}},{"id":"9b6b8668-21de-4b7e-bee8-6f5fe10ecb24","block_type":"box","text":"companies involved with controversial weapons, producers and retailers of civilian firearms, and companies involved in","page_number":63,"box":{"x":89,"y":596,"width":830,"height":12}},{"id":"4cd70b7e-ca83-499e-89a8-63b323b957b1","block_type":"box","text":"thermal coal mining, thermal coal-based power generation or the extraction of oil sands. Certain exclusions (","page_number":63,"box":{"x":88,"y":611,"width":762,"height":12}},{"id":"1f76d35c-e265-4567-84bb-3167030f31b0","block_type":"box","text":"e.g.,","page_number":63,"box":{"x":851,"y":614,"width":27,"height":9}},{"id":"c7703bc6-97a4-4b3b-9f2f-32dfc7f3924b","block_type":"box","text":"controversial and nuclear weapons or the production of tobacco products) are categorical, and other exclusions are based on","page_number":63,"box":{"x":89,"y":626,"width":877,"height":12}},{"id":"9edf399d-8258-4bba-b512-b90e8c46faf8","block_type":"box","text":"percentage of revenue or ownership thresholds (as discussed below).","page_number":63,"box":{"x":89,"y":641,"width":485,"height":12}},{"id":"d74241c0-90df-4939-b625-c9cba10f3cc8","block_type":"box","text":"Categorical exclusions include any issuer that has any involvement in:","page_number":63,"box":{"x":89,"y":668,"width":486,"height":12}},{"id":"cba63f17-fc90-4f08-9c37-33a00dccda34","block_type":"box","text":"• the sale of assault or non-assault weapons;","page_number":63,"box":{"x":121,"y":688,"width":335,"height":12}},{"id":"4e391730-2e80-4c40-8589-18f51a616a11","block_type":"box","text":"• the manufacture of small arms components;","page_number":63,"box":{"x":121,"y":708,"width":345,"height":12}},{"id":"3f7268ee-4764-49a0-bc87-fce3c0eeca7b","block_type":"box","text":"• the production of tobacco products; and","page_number":63,"box":{"x":121,"y":728,"width":316,"height":12}},{"id":"62622a20-94f0-4f63-adcc-8d3238a264ae","block_type":"box","text":"• controversial and nuclear weapons (","page_number":63,"box":{"x":121,"y":748,"width":286,"height":12}},{"id":"6fce9d2d-64e8-4744-9341-e78c34af2c0e","block_type":"box","text":"e.g.,","page_number":63,"box":{"x":409,"y":751,"width":26,"height":9}},{"id":"538ca34b-f9be-4741-aebb-7d97afe93bea","block_type":"box","text":"antipersonnel mines, biological and chemical weapons, depleted uranium,","page_number":63,"box":{"x":441,"y":748,"width":519,"height":12}},{"id":"f8287b01-3910-4195-a06e-48cc61f06450","block_type":"box","text":"nuclear weapons, or white phosphorus).","page_number":63,"box":{"x":154,"y":763,"width":282,"height":13}},{"id":"604cf165-daa6-4600-b216-a36de61fcfd8","block_type":"box","text":"Additionally, the Index Provider categorically excludes companies that it determines are involved in controversies related to","page_number":63,"box":{"x":88,"y":790,"width":859,"height":12}},{"id":"d60fcb6b-85b8-4089-ae34-94220b3c625e","block_type":"box","text":"the ten United Nations Global Compact (“UNGC”) principles, which are classified into four categories: human rights, labor,","page_number":63,"box":{"x":88,"y":805,"width":855,"height":12}},{"id":"59c913a9-fb46-4bc4-930b-511de0e6add6","block_type":"box","text":"environment and anti-corruption. 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Sustainalytics assesses companies’ involvement in “incidents” with negative","page_number":64,"box":{"x":89,"y":131,"width":845,"height":12}},{"id":"d95031c4-f018-4dcb-95a1-1a8b392a35ec","block_type":"box","text":"environmental, social, and governance implications and assigns a “controversy score”, which reflects a company’s level of","page_number":64,"box":{"x":89,"y":146,"width":851,"height":12}},{"id":"13fc31ff-9335-4a5a-90f4-0b6cbe899fc3","block_type":"box","text":"involvement in issues and how it manages these issues. An incident is a company activity with unintended and/or undesired","page_number":64,"box":{"x":89,"y":161,"width":871,"height":12}},{"id":"6d7ed76f-bcab-4582-8ff9-f46bec912511","block_type":"box","text":"negative environmental and/or social impacts on stakeholders. Incidents are primarily assessed based on the negative","page_number":64,"box":{"x":89,"y":176,"width":827,"height":13}},{"id":"9e264b24-e176-4ea0-aa07-be82c5568260","block_type":"box","text":"environmental and/or social impact of the company activity as well as the reputational risk that this activity poses to the","page_number":64,"box":{"x":89,"y":191,"width":842,"height":13}},{"id":"1dc85731-bc01-42bc-a491-0a66eb1cbb5b","block_type":"box","text":"company and scored on a scale of 1 to 10. Incident scores serve as a guide to help Sustainalytics analysts determine the","page_number":64,"box":{"x":89,"y":206,"width":838,"height":13}},{"id":"aea1e3b2-175c-4010-ae72-46b8967adda0","block_type":"box","text":"event rating. “Events” are series of isolated or related incidents that pertain to the same ESG issues. 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Any company which receives either","page_number":64,"box":{"x":89,"y":267,"width":872,"height":12}},{"id":"75973618-53f2-4b45-8c4c-224ee0cdf2ea","block_type":"box","text":"a controversy score of 5, or is not assessed at all, is excluded from the Underlying Index.","page_number":64,"box":{"x":89,"y":282,"width":613,"height":12}},{"id":"4b1f7d0b-4254-4f0f-ad7c-61da7f42781f","block_type":"box","text":"The Index Provider also excludes issuers from the Underlying Index if they exceed any of the following revenue and","page_number":64,"box":{"x":88,"y":308,"width":804,"height":13}},{"id":"5f6000de-20f6-41fe-8262-6bd644b45e52","block_type":"box","text":"ownership thresholds:","page_number":64,"box":{"x":89,"y":324,"width":154,"height":12}},{"id":"fda3159b-4583-4613-bf47-9c452637db3f","block_type":"box","text":"• over 5% of an issuer’s revenue is derived from thermal coal extraction or generation;","page_number":64,"box":{"x":121,"y":344,"width":623,"height":12}},{"id":"e6731a3d-1299-49eb-a6e4-ed80461bbe6f","block_type":"box","text":"• over 5% of an issuer’s revenue is derived from oil sands extraction;","page_number":64,"box":{"x":121,"y":364,"width":499,"height":11}},{"id":"a6824e3e-6dec-4906-9589-7d6149804946","block_type":"box","text":"• over 5% of an issuer’s business is involved in the retail or distribution of assault or non-assault weapons;","page_number":64,"box":{"x":121,"y":384,"width":764,"height":12}},{"id":"cd3fcb83-635d-4828-b58a-6ef7f9eefc4d","block_type":"box","text":"• over 5% of an issuer’s business is involved in the retail of tobacco products or tobacco related products and","page_number":64,"box":{"x":121,"y":404,"width":785,"height":13}},{"id":"6c4b8c22-1c2c-4ca2-8764-de93f1d1d2ff","block_type":"box","text":"services; or","page_number":64,"box":{"x":154,"y":420,"width":78,"height":11}},{"id":"5533e5d5-6f3a-417c-b465-f69104064779","block_type":"box","text":"• an issuer owns over 20% of a business involved in antipersonnel mines, biological and chemical weapons, cluster","page_number":64,"box":{"x":121,"y":439,"width":826,"height":13}},{"id":"91ae37a7-27ac-407e-9367-0ca5d3e7b8e7","block_type":"box","text":"weapons, depleted uranium, nuclear weapons, or white phosphorous.","page_number":64,"box":{"x":153,"y":455,"width":490,"height":12}},{"id":"030417f6-4dec-4278-b3df-9e2db2429e00","block_type":"box","text":"The Index Provider will apply a series of revenue screens on the resulting eligible constituents.","page_number":64,"box":{"x":88,"y":481,"width":656,"height":12}},{"id":"8becabb7-d534-4957-bbb7-5bdce3ef1ca8","block_type":"box","text":"Sustainalytic’s Sustainable Activities Involvement data is used to reflect the current percentage of company wide revenue","page_number":64,"box":{"x":88,"y":508,"width":848,"height":12}},{"id":"a238671a-3ec3-4d55-b7cb-dd3c936c85ec","block_type":"box","text":"from a specific sustainable theme. 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The Index Provider then applies the","page_number":64,"box":{"x":89,"y":583,"width":862,"height":12}},{"id":"ce94e557-cebf-43fb-b142-427d4969bd26","block_type":"box","text":"first revenue screen, excluding companies with a total sustainable activities involvement revenue of less than 25% from the","page_number":64,"box":{"x":88,"y":598,"width":863,"height":13}},{"id":"a5764f85-9a8f-494d-b97c-6437eb62c371","block_type":"box","text":"Underlying Index.","page_number":64,"box":{"x":89,"y":613,"width":121,"height":13}},{"id":"1b2fb184-efa4-47b1-bc9a-6ff5af4e8821","block_type":"box","text":"Following the first revenue screen, Morningstar equity analysts then research the products or services identified within the","page_number":64,"box":{"x":89,"y":640,"width":856,"height":12}},{"id":"ae72f22e-d2f6-47a6-87b6-cc994696cea1","block_type":"box","text":"eight sustainable themes to determine whether the products or services fall within the following categories, as defined by","page_number":64,"box":{"x":89,"y":655,"width":851,"height":12}},{"id":"0b22e746-0701-4243-be6f-600cf7a93303","block_type":"box","text":"Morningstar: “green technologies”, “green services” or “green certifications.” Green technologies are products and services","page_number":64,"box":{"x":89,"y":670,"width":858,"height":12}},{"id":"8679f2ac-f675-48f1-bf30-6d9237846587","block_type":"box","text":"that are highly innovative toward sustainability. Green services are services which rely on innovative technologies developed","page_number":64,"box":{"x":88,"y":685,"width":866,"height":12}},{"id":"845194aa-87bb-471a-a2f5-8c82a58709d5","block_type":"box","text":"by other companies. Green certified means that an industry regulator or other third party has certified the product or service","page_number":64,"box":{"x":89,"y":700,"width":870,"height":13}},{"id":"4d765f09-5a54-4e1f-b084-0e89d5f9d21a","block_type":"box","text":"as sustainable or has certified the elements within the supply chain of the product or service as sustainable. Morningstar","page_number":64,"box":{"x":89,"y":715,"width":845,"height":13}},{"id":"681940b9-4b6c-42d6-8255-18ceb0807c05","block_type":"box","text":"equity analysts consider various metrics to make this determination (","page_number":64,"box":{"x":89,"y":730,"width":484,"height":13}},{"id":"570d50d0-095d-4c27-873c-f7ee611b5410","block_type":"box","text":"e.g.,","page_number":64,"box":{"x":574,"y":734,"width":26,"height":9}},{"id":"eeadb80b-155f-459d-a67e-82f2a1955672","block_type":"box","text":"research and development as a percentage of","page_number":64,"box":{"x":607,"y":730,"width":319,"height":13}},{"id":"33c9033c-14dc-4dc9-a040-13fef810f9bb","block_type":"box","text":"revenue and company-level patent application data). Morningstar excludes all revenue tied to products and services","page_number":64,"box":{"x":89,"y":746,"width":811,"height":12}},{"id":"f83d0ad7-77a8-45e7-afca-ddf176b88ae0","block_type":"box","text":"classified as “green services” or “green certified.” Morningstar reviews the green technologies and assesses whether each","page_number":64,"box":{"x":89,"y":761,"width":848,"height":12}},{"id":"dab3c8cc-4ef1-4030-a947-f50a9e1178a9","block_type":"box","text":"qualifies as an emerging green technology.","page_number":64,"box":{"x":89,"y":776,"width":298,"height":12}},{"id":"c4a7b35f-d78a-4b86-909a-088d99779207","block_type":"box","text":"The products and services classified as “green technologies” are assessed by Morningstar equity analysts and distributed","page_number":64,"box":{"x":88,"y":802,"width":847,"height":13}},{"id":"4a0d4147-1278-4efd-9610-6044a792f5bb","block_type":"box","text":"within the Rogers Innovation Adoption Curve (“Adoption Curve”) The Adoption Curve is a theory created by Professor Everett","page_number":64,"box":{"x":88,"y":817,"width":878,"height":13}},{"id":"45a7ae1c-ed50-4e36-a140-9425fd3475df","block_type":"box","text":"Rogers that explains the rate at which the population adopts a new product, service, or technology over time, and which","page_number":64,"box":{"x":89,"y":833,"width":842,"height":12}},{"id":"9a60f92e-3812-4db1-95d1-c52ec97978a9","block_type":"box","text":"labels each product or service as one of five adoption stages: Innovators, Early Adopters, Early Majority, Late Majority, and","page_number":64,"box":{"x":89,"y":848,"width":851,"height":12}},{"id":"a926500a-fcf6-47e5-ac1b-de061c0bb277","block_type":"box","text":"Laggards. Morningstar assesses a product or service’s total addressable market and current market share to determine the","page_number":64,"box":{"x":89,"y":863,"width":859,"height":12}},{"id":"3c4f4286-d64f-4dda-97ae-5e6a1e128bea","block_type":"box","text":"44","page_number":64,"box":{"x":519,"y":894,"width":17,"height":9}},{"id":"d6408cca-0328-4ad9-a7da-bb1641385600","block_type":"box","text":"adoption stage. Morningstar Equity Research then classifies the products and services that are labeled Innovators, Early","page_number":65,"box":{"x":89,"y":44,"width":835,"height":12}},{"id":"87e05c7d-66a6-430e-959d-9f1da4da971f","block_type":"box","text":"Adopters, and Early Majority as “emerging green technologies”. Once Morningstar identifies the emerging green","page_number":65,"box":{"x":88,"y":59,"width":785,"height":12}},{"id":"51a3fb39-307d-48a0-856b-3ecffa746e13","block_type":"box","text":"technologies, Morningstar then applies a second revenue screen: companies with 25% or more of their revenue represented","page_number":65,"box":{"x":88,"y":74,"width":870,"height":12}},{"id":"c3ffeb55-8970-454e-9df8-f1a6cd723911","block_type":"box","text":"by emerging green technologies are eligible for inclusion in the Underlying Index.","page_number":65,"box":{"x":89,"y":89,"width":565,"height":13}},{"id":"a4e751ec-f917-44dc-96c9-dc696eef5a26","block_type":"box","text":"Following the second revenue screen, the resulting constituents receive an innovation score based on their products’ and/or","page_number":65,"box":{"x":89,"y":116,"width":869,"height":12}},{"id":"45da0928-389b-4312-b455-d55560148e05","block_type":"box","text":"services’ adoption stage, as follows:","page_number":65,"box":{"x":89,"y":131,"width":249,"height":12}},{"id":"82459725-4da0-4389-a844-cbe32aa66e38","block_type":"box","text":"• Innovation Score of 1: Early Majority","page_number":65,"box":{"x":121,"y":151,"width":286,"height":12}},{"id":"c1c91497-0776-4eb9-8b92-019f590af000","block_type":"box","text":"• Innovation Score of 2: Early Adopters","page_number":65,"box":{"x":121,"y":171,"width":292,"height":12}},{"id":"9e49a5de-047d-4a41-92c6-dba537388a7b","block_type":"box","text":"• Innovation Score of 3: Innovators","page_number":65,"box":{"x":121,"y":191,"width":264,"height":10}},{"id":"c065fa9a-6e72-4f61-ba3a-5e511ee17732","block_type":"box","text":"The Index Provider calculates a company-level aggregate score by multiplying the company’s revenue percentage of each","page_number":65,"box":{"x":88,"y":218,"width":850,"height":12}},{"id":"59d0822e-7a14-49cc-92ce-e4ce83079813","block_type":"box","text":"product and/or service identified as an emerging green technology within each of the eight sustainable themes, and the","page_number":65,"box":{"x":89,"y":233,"width":841,"height":12}},{"id":"1ff27895-32f0-4e7e-b8be-93e8978e16e1","block_type":"box","text":"product and/or service’s innovation score, creating a “product score”. Each product score is summed across the company’s","page_number":65,"box":{"x":89,"y":248,"width":864,"height":12}},{"id":"b0d33589-f782-4744-a50e-e424dd308817","block_type":"box","text":"products and/or services, resulting in the company’s aggregate score. For example, suppose Morningstar analyzed Company","page_number":65,"box":{"x":89,"y":263,"width":874,"height":12}},{"id":"2065b6d2-96dd-4afe-af98-f316d897ff5c","block_type":"box","text":"A’s products and services across the eight sustainable themes, and found that 71.7% of Company A’s revenue is allocated to","page_number":65,"box":{"x":88,"y":278,"width":868,"height":13}},{"id":"a7bf4d4d-ada6-4727-894e-b1ed637a0ba0","block_type":"box","text":"the Energy Efficiency sustainable theme from Product X, and 28.3% of its revenue is allocated to the Green Transportation","page_number":65,"box":{"x":88,"y":293,"width":855,"height":13}},{"id":"ce14cb02-ddfa-419f-bd82-68feac31bbed","block_type":"box","text":"sustainable theme from Product Y. Further, Morningstar determined both products to be emerging green technologies and","page_number":65,"box":{"x":89,"y":308,"width":859,"height":13}},{"id":"ebd69a47-73b1-42d6-bafe-d667a2025b1e","block_type":"box","text":"that Product X is an “innovator” on the Adoption Curve, earning an innovation score of 3, and Product Y is an “early adopter,”","page_number":65,"box":{"x":88,"y":324,"width":877,"height":12}},{"id":"31c25967-4708-4fc8-963b-3eccc2d71c40","block_type":"box","text":"earning an innovation score of 2. Each products’ revenues are multiplied by their respective innovation scores to determine","page_number":65,"box":{"x":89,"y":339,"width":859,"height":12}},{"id":"2f31a93f-068a-4c05-a55b-281779ce8082","block_type":"box","text":"their product scores. Product X’s resulting product score is 2.15 (71.7% times 3), and Product Y’s resulting product score is","page_number":65,"box":{"x":88,"y":354,"width":860,"height":12}},{"id":"634d0659-9c54-49a4-9a07-dfd4dec33d7e","block_type":"box","text":"0.57 (28.3% times 2). Company A’s resulting aggregate score is 2.72, resulting in a Tier 1 designation.","page_number":65,"box":{"x":89,"y":369,"width":709,"height":12}},{"id":"5b7fde05-c4bb-4f06-ac29-770a36ce1cdf","block_type":"box","text":"Once Morningstar calculates each constituent’s aggregate score, Morningstar designates each constituent as either Tier 1 or","page_number":65,"box":{"x":89,"y":395,"width":875,"height":13}},{"id":"106d418e-5884-4018-8b90-61093fa27710","block_type":"box","text":"Tier 2 based on their aggregate score. Tier 1 issuers are those with an aggregate score of 1.5 or higher. Tier 2 issuers are","page_number":65,"box":{"x":88,"y":410,"width":840,"height":13}},{"id":"e824784c-62e8-4cde-a833-55fd565555cb","block_type":"box","text":"those with an aggregate score of less than 1.5. All Tier 1 constituents are selected for the Underlying Index. The Index","page_number":65,"box":{"x":88,"y":426,"width":823,"height":12}},{"id":"c1b26635-1508-4a47-8aea-375b13351958","block_type":"box","text":"Provider ranks Tier 2 issuers with preference given to:","page_number":65,"box":{"x":89,"y":441,"width":373,"height":12}},{"id":"dec56cdf-7a00-4902-96e4-fd245ad53f64","block_type":"box","text":"• Higher aggregate score over lower aggregate score","page_number":65,"box":{"x":121,"y":461,"width":390,"height":12}},{"id":"382476b6-3db0-4db4-af1e-7fbea79dc977","block_type":"box","text":"• Smaller market capitalization over larger market capitalization","page_number":65,"box":{"x":121,"y":481,"width":464,"height":12}},{"id":"1dbe1e86-f1a0-451d-a95c-3502b75373de","block_type":"box","text":"If there are fewer than 50 Tier 1 constituents, the shortfall is filled with Tier 2 constituents, and the Underlying Index is","page_number":65,"box":{"x":89,"y":508,"width":826,"height":12}},{"id":"eabf6f88-5c37-4c01-8a93-b38f83228433","block_type":"box","text":"capped at 50 constituents.","page_number":65,"box":{"x":89,"y":523,"width":185,"height":12}},{"id":"291f707c-9b57-4cef-bd80-5655700c0851","block_type":"box","text":"Constituents are float market capitalization-weighted with a 6% cap for individual stocks and each industry is capped at","page_number":65,"box":{"x":89,"y":549,"width":840,"height":12}},{"id":"5f027e40-c87d-4ac0-91ff-c77ee9220727","block_type":"box","text":"15%. Additionally, individual constituents with weights of 4.5% or greater cannot compose more than 45% of the Underlying","page_number":65,"box":{"x":90,"y":564,"width":875,"height":13}},{"id":"1b29f345-1ba2-43d5-8168-5482c0de4bf2","block_type":"box","text":"Index. The Underlying Index is reconstituted annually each December and rebalanced quarterly. The Index Provider does not","page_number":65,"box":{"x":89,"y":579,"width":870,"height":13}},{"id":"afa86005-8d80-4fa7-9f96-e2a7a33c4a3d","block_type":"box","text":"require that each of the eight sustainable themes be included in the Underlying Index, nor does it require the inclusion of a","page_number":65,"box":{"x":89,"y":594,"width":856,"height":13}},{"id":"5a83282b-8924-4aed-ad9b-17e82ef97144","block_type":"box","text":"minimum number of Tier 1 constituents. In addition, constituents may operate business lines that generate revenues in","page_number":65,"box":{"x":89,"y":610,"width":834,"height":12}},{"id":"6748a79a-a7cd-4f4d-8641-b36c4707ba89","block_type":"box","text":"industries in addition to those related to breakthrough innovations and new technologies and may be associated with","page_number":65,"box":{"x":89,"y":625,"width":823,"height":12}},{"id":"6d5c688e-9cc7-46e0-a6af-21572331becb","block_type":"box","text":"multiple industries or sectors.","page_number":65,"box":{"x":89,"y":640,"width":206,"height":12}},{"id":"ea411d2b-aa6c-4926-8ea2-42cfb1f157b2","block_type":"box","text":"Calculation Methodology","page_number":65,"box":{"x":89,"y":666,"width":182,"height":13}},{"id":"04fdf732-f698-4edd-b8cf-1eefa2c28835","block_type":"box","text":". The Fund utilizes the Underlying Index calculated with net dividends reinvested. Morningstar uses","page_number":65,"box":{"x":272,"y":666,"width":691,"height":13}},{"id":"65b02152-5dd8-46ae-906d-97e34b985fe6","block_type":"box","text":"the country of incorporation of the constituents to determine the relevant dividend withholding tax rates in calculating the","page_number":65,"box":{"x":88,"y":681,"width":858,"height":13}},{"id":"c60bc140-538c-40d3-8771-30f36b909e3e","block_type":"box","text":"net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate of","page_number":65,"box":{"x":89,"y":696,"width":856,"height":13}},{"id":"fe65b316-b230-4039-878e-4f778c01f3f1","block_type":"box","text":"the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":65,"box":{"x":88,"y":712,"width":832,"height":12}},{"id":"0efd76f5-3732-49bb-b5c2-afe642a2a246","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":65,"box":{"x":88,"y":727,"width":868,"height":12}},{"id":"2887ac79-4be3-4014-9ef4-da7c1d08717d","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":65,"box":{"x":88,"y":742,"width":474,"height":12}},{"id":"1a96215a-18aa-431e-9539-afa96b9e4d3a","block_type":"box","text":"The MSCI Indexes","page_number":65,"box":{"x":88,"y":769,"width":227,"height":18}},{"id":"94d4d652-f9ba-4184-b57c-bb84fa664239","block_type":"box","text":"The MSCI indexes were founded in 1969 by Capital International S.A. as international performance benchmarks constructed","page_number":65,"box":{"x":88,"y":804,"width":869,"height":12}},{"id":"4b7ec46a-6da1-456a-b838-002427898df4","block_type":"box","text":"to facilitate comparison of world markets. The MSCI single country standard equity indexes have covered the world’s","page_number":65,"box":{"x":88,"y":819,"width":819,"height":12}},{"id":"a6c71bf8-bc88-4a57-8a32-57c8cf0878fc","block_type":"box","text":"developed markets since 1969 and in 1987 MSCI commenced coverage of emerging markets.","page_number":65,"box":{"x":89,"y":834,"width":654,"height":12}},{"id":"0c858677-a4af-47c8-98b2-134aadd6528d","block_type":"box","text":"45","page_number":65,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8ed55bbb-71a7-4d7d-a1e5-d6de126ce8d1","block_type":"box","text":"Local stock exchanges traditionally calculated their own indexes, which were generally not comparable with one another due","page_number":66,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"48dcd054-9135-414a-a8a0-5c6dc342b200","block_type":"box","text":"to differences in the representation of the local market, mathematical formulas, base dates and methods of adjusting for","page_number":66,"box":{"x":88,"y":59,"width":843,"height":12}},{"id":"b16b5d30-c539-4ec6-b0de-8f0bfd6f87af","block_type":"box","text":"capital changes. MSCI, however, applies the same calculation methodology to all markets for all single country standard","page_number":66,"box":{"x":89,"y":74,"width":838,"height":12}},{"id":"cf72562d-53d2-47c3-81c8-d428185e8ec0","block_type":"box","text":"equity indexes, both developed and emerging.","page_number":66,"box":{"x":89,"y":89,"width":322,"height":13}},{"id":"cb4e6477-1413-4a7e-a851-251a21e7f395","block_type":"box","text":"MSCI Global Investable Market Indexes","page_number":66,"box":{"x":89,"y":116,"width":281,"height":9}},{"id":"93acbac7-f5d7-4b36-938f-1dccc8f56e61","block_type":"box","text":"MSCI’s Global Investable Market Indexes (the “MSCI GIMI”) provide coverage and non-overlapping market segmentation by","page_number":66,"box":{"x":89,"y":142,"width":867,"height":12}},{"id":"ccbffd77-4d5f-42cf-9b54-b515c123e8b2","block_type":"box","text":"market capitalization size and by style. The MSCI GIMI intend to target approximately 99% coverage of the free float-adjusted","page_number":66,"box":{"x":89,"y":157,"width":877,"height":13}},{"id":"046e413a-b167-4e0c-a873-d0e50327b280","block_type":"box","text":"market capitalization in each market of large-, mid- and small-cap securities. In each market, MSCI creates an Investable","page_number":66,"box":{"x":89,"y":172,"width":842,"height":13}},{"id":"d46152a4-d26a-4981-ae58-0f3f9348b6e0","block_type":"box","text":"Market Index, Standard Index, Large Cap Index, Mid Cap Index and Small Cap Index. The Standard Index, Large Cap Index,","page_number":66,"box":{"x":89,"y":188,"width":854,"height":12}},{"id":"9f4ac3a4-f315-44d1-8e5f-d8fc6cae5311","block_type":"box","text":"Mid Cap Index and Small Cap Index are each subsets of the Investable Market Index for a market. The MSCI Global Standard","page_number":66,"box":{"x":89,"y":203,"width":868,"height":12}},{"id":"15fa5e27-34c8-4bda-82be-1f12ebcbd124","block_type":"box","text":"Index is the aggregation of the Large Cap Index and Mid Cap Index and the MSCI GIMI is the aggregation of the MSCI Global","page_number":66,"box":{"x":89,"y":218,"width":871,"height":12}},{"id":"6d1d760d-8534-49a2-9bc6-a32140cbc4bc","block_type":"box","text":"Standard Index and MSCI Global Small Cap Index.","page_number":66,"box":{"x":88,"y":233,"width":348,"height":12}},{"id":"d38d04c4-1769-42b5-b4e9-c5d79ac6cc38","block_type":"box","text":"Selection Criteria.","page_number":66,"box":{"x":88,"y":259,"width":127,"height":10}},{"id":"b6166c3c-2a89-4100-a313-cc6b673eb80b","block_type":"box","text":"MSCI’s index construction process involves: (i) defining the equity universe; (ii) determining the market","page_number":66,"box":{"x":221,"y":259,"width":723,"height":13}},{"id":"0c0467d7-3575-4094-8633-f8f40b4d9e19","block_type":"box","text":"investable equity universe for each market; (iii) determining market capitalization size segments for each market; (iv)","page_number":66,"box":{"x":89,"y":274,"width":814,"height":13}},{"id":"8574dde6-18f4-4225-b2ca-d4e3aac318a3","block_type":"box","text":"applying final size segment investability requirements; and (v) applying index continuity rules for the MSCI Global Standard","page_number":66,"box":{"x":89,"y":290,"width":860,"height":12}},{"id":"a21c1609-c41e-40bb-884c-8f4b02b7136b","block_type":"box","text":"Index.","page_number":66,"box":{"x":89,"y":305,"width":41,"height":9}},{"id":"db4748de-efe9-4b2d-adc1-b7e8c902d5e6","block_type":"box","text":"Defining the Equity Universe","page_number":66,"box":{"x":89,"y":331,"width":204,"height":12}},{"id":"ece925e6-4718-4420-aa93-054a3030c566","block_type":"box","text":". MSCI begins with securities listed in countries in the MSCI GIMI. As of August 2025, 23 are","page_number":66,"box":{"x":294,"y":331,"width":643,"height":12}},{"id":"5889c287-156e-4c54-9fb0-13a4e4c23a64","block_type":"box","text":"classified as developed markets, 24 as emerging markets, and 28 as frontier markets. All listed equity securities and listed","page_number":66,"box":{"x":89,"y":346,"width":847,"height":13}},{"id":"40eda1c8-6727-494c-a205-dc9bd4393496","block_type":"box","text":"securities that exhibit characteristics of equity securities, except mutual funds, exchange traded funds, equity derivatives,","page_number":66,"box":{"x":89,"y":361,"width":847,"height":13}},{"id":"4f850ab2-20a0-4a8c-b38b-da72854d3d4f","block_type":"box","text":"limited partnerships and most investment trusts, are eligible for inclusion in the equity universe. REITs in some countries and","page_number":66,"box":{"x":89,"y":376,"width":870,"height":13}},{"id":"26b154d4-0129-427b-a781-f1944e5def48","block_type":"box","text":"certain income trusts in Canada are also eligible for inclusion. Each company and its securities (","page_number":66,"box":{"x":89,"y":392,"width":667,"height":12}},{"id":"52834288-2213-4bb2-947c-0afe903c9e95","block_type":"box","text":"i.e","page_number":66,"box":{"x":757,"y":393,"width":15,"height":8}},{"id":"567bc656-748a-49e0-8640-13a8bf49a5b7","block_type":"box","text":"., share classes) are","page_number":66,"box":{"x":774,"y":392,"width":134,"height":12}},{"id":"cf370da9-a34c-426d-8d0c-7098de3b5740","block_type":"box","text":"classified in only one country.","page_number":66,"box":{"x":89,"y":407,"width":205,"height":12}},{"id":"a5aadcb0-64ad-406f-aa1e-b058f054790f","block_type":"box","text":"Determining the Market Investable Equity Universe for Each Market.","page_number":66,"box":{"x":89,"y":433,"width":489,"height":13}},{"id":"0f8ed1d6-f1b0-4d4f-af86-16e42a6d1cfb","block_type":"box","text":"The equity universe in any market is derived by","page_number":66,"box":{"x":583,"y":433,"width":328,"height":13}},{"id":"4b583910-fa2d-4229-b8b4-3a8914950046","block_type":"box","text":"applying investability screens to individual companies and securities in that market. Some investability requirements are","page_number":66,"box":{"x":89,"y":448,"width":838,"height":13}},{"id":"91bb0906-0afd-4887-af3b-e5a48ba50005","block_type":"box","text":"applied at the individual security level and some at the overall company level, represented by the aggregation of individual","page_number":66,"box":{"x":89,"y":463,"width":851,"height":13}},{"id":"50796dd3-accc-428c-afc1-9d9d26503801","block_type":"box","text":"securities of the company. As a result, the inclusion or exclusion of one security does not imply the automatic inclusion or","page_number":66,"box":{"x":89,"y":479,"width":852,"height":12}},{"id":"b816e1ac-6ef3-4cfd-9a12-0f5445b979ae","block_type":"box","text":"exclusion of other securities of the same company.","page_number":66,"box":{"x":89,"y":494,"width":353,"height":12}},{"id":"f1e78197-e6c3-46d3-80c5-84bc0ba8ed3f","block_type":"box","text":"Determining Market Capitalization Size Segments for Each Market.","page_number":66,"box":{"x":89,"y":520,"width":479,"height":12}},{"id":"17ac4810-d4fa-4c3b-a543-0c94d32c77b8","block_type":"box","text":"In order to create size components that can be","page_number":66,"box":{"x":574,"y":520,"width":325,"height":12}},{"id":"acd80304-566d-4b98-affa-790d93757e92","block_type":"box","text":"meaningfully aggregated into composites, individual market size segments balance the following two objectives:","page_number":66,"box":{"x":89,"y":535,"width":786,"height":13}},{"id":"257dab96-1ab1-40d2-8831-11b683c7c3d2","block_type":"box","text":"• Achieving global size integrity by ensuring that companies of comparable and relevant sizes are included in a given size","page_number":66,"box":{"x":89,"y":555,"width":863,"height":13}},{"id":"056315bd-1b29-43e8-8013-b26cd103d4f4","block_type":"box","text":"segment across all markets in a composite index; and","page_number":66,"box":{"x":121,"y":570,"width":375,"height":13}},{"id":"501cabd9-3822-4400-88b9-bf6676d092a4","block_type":"box","text":"• Achieving consistent market coverage by ensuring that each market’s size segment is represented in its proportional","page_number":66,"box":{"x":89,"y":591,"width":846,"height":12}},{"id":"f192f485-3e61-469b-9cd0-0b1ed4de087b","block_type":"box","text":"weight in the composite universe.","page_number":66,"box":{"x":121,"y":606,"width":236,"height":12}},{"id":"e513f62c-b933-4733-9445-eed3a5f2038f","block_type":"box","text":"The Standard Indexes, Large Cap Indexes, Mid Cap Indexes, and Small Cap Indexes capture the following market","page_number":66,"box":{"x":88,"y":632,"width":787,"height":13}},{"id":"b2109cbb-b9da-4038-973a-802d682b4b66","block_type":"box","text":"capitalization size segments:","page_number":66,"box":{"x":89,"y":647,"width":197,"height":13}},{"id":"ee0e1185-76cc-45d7-b624-6127805f56b6","block_type":"box","text":"• MSCI Global Standard Indexes cover all investable large- and mid-cap securities by including the largest issuers","page_number":66,"box":{"x":89,"y":668,"width":809,"height":12}},{"id":"8ca6844e-9f68-4edc-84e5-8a43a08f1f8f","block_type":"box","text":"comprising approximately 85% of each market’s free float-adjusted market capitalization.","page_number":66,"box":{"x":121,"y":683,"width":627,"height":12}},{"id":"66ab5152-1804-4bc0-bc5b-1661eab3a867","block_type":"box","text":"• MSCI Global Large Cap Indexes provide coverage of all investable large-cap securities by including the largest issuers","page_number":66,"box":{"x":89,"y":703,"width":848,"height":12}},{"id":"8fe15315-ca7d-43de-a232-74cd17877daf","block_type":"box","text":"comprising approximately 70% of each market’s free float-adjusted market capitalization.","page_number":66,"box":{"x":121,"y":718,"width":627,"height":12}},{"id":"94489d49-e98d-4858-b53f-8b9bf1cb43b8","block_type":"box","text":"• MSCI Global Mid Cap Indexes provide coverage in each market by deriving the difference between the market coverage","page_number":66,"box":{"x":89,"y":738,"width":865,"height":12}},{"id":"482f8fbf-14bd-4613-a69b-81d46366f235","block_type":"box","text":"of the MSCI Global Standard Index and the MSCI Global Large Cap Index in that market.","page_number":66,"box":{"x":121,"y":753,"width":614,"height":13}},{"id":"792bfbc1-0792-4a6b-be2c-d1685fcac9e7","block_type":"box","text":"• MSCI Global Small Cap Indexes provide coverage in each market by deriving the difference between the market coverage","page_number":66,"box":{"x":89,"y":773,"width":876,"height":13}},{"id":"e0a1c331-23ca-4ce1-90ce-9b4fcae778da","block_type":"box","text":"of the Investable Market Index and the MSCI Global Standard Index in that market.","page_number":66,"box":{"x":121,"y":788,"width":577,"height":10}},{"id":"a71f22c1-497e-47dc-a331-ea59143be4ce","block_type":"box","text":"Applying Final Size Segment Investability Requirements.","page_number":66,"box":{"x":88,"y":815,"width":404,"height":12}},{"id":"3a22f000-cc9f-412c-9ac3-3fd2765eb625","block_type":"box","text":"In order to enhance replicability of the indexes, additional size","page_number":66,"box":{"x":498,"y":815,"width":430,"height":12}},{"id":"219a959f-9744-4bf4-81b5-03df7923a68f","block_type":"box","text":"segment investability requirements are set for the MSCI GIMI and MSCI Global Standard Index. These investability","page_number":66,"box":{"x":89,"y":830,"width":796,"height":12}},{"id":"584170b9-83f8-4b84-b0fe-7cd838f7de00","block_type":"box","text":"requirements include minimum free float-adjusted market capitalization, minimum liquidity, minimum foreign limits and","page_number":66,"box":{"x":89,"y":845,"width":842,"height":12}},{"id":"c1b93c79-8b40-4eb9-a3fe-caa278ff01f8","block_type":"box","text":"minimum length of trading.","page_number":66,"box":{"x":89,"y":860,"width":192,"height":13}},{"id":"18d026d1-8e90-4a01-9daf-4e6ca7d39cec","block_type":"box","text":"46","page_number":66,"box":{"x":519,"y":894,"width":17,"height":9}},{"id":"7e3da4df-1ec1-40cd-910f-74b83c6cd589","block_type":"box","text":"Applying Index Continuity Rules for the Standard Index.","page_number":67,"box":{"x":88,"y":44,"width":404,"height":12}},{"id":"dafa751a-be2b-440e-b941-18c245cce168","block_type":"box","text":"In order to achieve index continuity as well as provide some basic","page_number":67,"box":{"x":498,"y":44,"width":456,"height":12}},{"id":"a4bbb38a-d762-4771-b77d-b705bf878b43","block_type":"box","text":"level of diversification within a market index, notwithstanding the effect of other index construction rules contained herein, a","page_number":67,"box":{"x":89,"y":59,"width":873,"height":12}},{"id":"d31453ab-9839-40f6-9f6f-e4eaf8597c5f","block_type":"box","text":"minimum number of five constituents will be maintained for a developed market Standard Index and a minimum number of","page_number":67,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"60d173ac-c735-4f8a-8b46-e00bd3c7f645","block_type":"box","text":"three constituents will be maintained for an emerging market Standard Index.","page_number":67,"box":{"x":88,"y":89,"width":544,"height":13}},{"id":"e586bd36-dda8-45cb-84ea-3e5f68f3aa84","block_type":"box","text":"Weighting.","page_number":67,"box":{"x":88,"y":116,"width":77,"height":12}},{"id":"9ae20b6b-548a-4df6-b37b-002d9b7a1952","block_type":"box","text":"All indexes of the MSCI GIMI are free float weighted,","page_number":67,"box":{"x":171,"y":116,"width":365,"height":12}},{"id":"4e62547d-4b2f-4544-8177-1851c162ec84","block_type":"box","text":"i.e.,","page_number":67,"box":{"x":541,"y":117,"width":21,"height":10}},{"id":"64925b16-bf86-44d5-b185-7e9b7827b76f","block_type":"box","text":"companies are included in the indexes at the value of","page_number":67,"box":{"x":568,"y":116,"width":373,"height":12}},{"id":"68c0b1cc-5dd1-4d12-8c21-8e8ec86f090e","block_type":"box","text":"their free public float (free float multiplied by security price).","page_number":67,"box":{"x":88,"y":131,"width":420,"height":12}},{"id":"43dd9c8e-9be3-422c-beb1-769bd3412046","block_type":"box","text":"Regional Weights.","page_number":67,"box":{"x":89,"y":157,"width":128,"height":13}},{"id":"31cc9fc4-fe54-4752-9848-911d90449d0a","block_type":"box","text":"Market capitalization-weighting, combined with a consistent target of approximately 99% of free float","page_number":67,"box":{"x":223,"y":157,"width":720,"height":13}},{"id":"5d197e93-391b-49f3-8371-01c708520a3d","block_type":"box","text":"adjusted market capitalization, helps ensure that each country’s weight in regional and international indexes approximates its","page_number":67,"box":{"x":89,"y":172,"width":878,"height":13}},{"id":"f3df9bf4-7601-4a60-a8d7-e58a0085ecc0","block_type":"box","text":"weight in the total universe of developing and emerging markets. A market is equivalent to a single country except for","page_number":67,"box":{"x":88,"y":188,"width":826,"height":12}},{"id":"eed272da-a8b5-49dd-8b15-c7b638bf2c26","block_type":"box","text":"developed Europe, where all markets are aggregated into a single market for index construction purposes. Individual country","page_number":67,"box":{"x":89,"y":203,"width":873,"height":12}},{"id":"ed4fcb89-a223-4cae-a505-42f33f15e95a","block_type":"box","text":"indexes of the European developed markets are derived from the constituents of the MSCI GIMI Europe Index.","page_number":67,"box":{"x":89,"y":218,"width":768,"height":12}},{"id":"eb93b12f-1648-439f-9cf2-2969e2f2156e","block_type":"box","text":"Free Float.","page_number":67,"box":{"x":89,"y":244,"width":73,"height":10}},{"id":"ae35076a-95ff-43ba-adae-4b4388204422","block_type":"box","text":"MSCI defines the free float of a security as the proportion of shares outstanding that are deemed to be available","page_number":67,"box":{"x":167,"y":244,"width":781,"height":13}},{"id":"e8f47d48-d894-43d7-ae32-fcbf138c5669","block_type":"box","text":"for purchase in the public equity markets by international investors. In practice, limitations on free float available to","page_number":67,"box":{"x":88,"y":259,"width":803,"height":13}},{"id":"561fdd5d-339f-4718-8e40-e81a1a4bb8f8","block_type":"box","text":"international investors include: (i) strategic and other shareholdings not considered part of available free float; and (ii) limits","page_number":67,"box":{"x":89,"y":274,"width":865,"height":13}},{"id":"429aed03-7910-4404-aec9-3749f5f93b5d","block_type":"box","text":"on share ownership for foreigners.","page_number":67,"box":{"x":89,"y":290,"width":239,"height":12}},{"id":"5af896fa-adff-4e08-bc0c-cb4438e38913","block_type":"box","text":"MSCI calculates the free float-adjusted market capitalization of each security in the equity index universe by (i) defining and","page_number":67,"box":{"x":89,"y":316,"width":865,"height":12}},{"id":"f2ea04f8-0978-4bd0-924c-caadd2a51021","block_type":"box","text":"estimating the free float available to foreign investors; (ii) assigning a free float-adjustment factor to each security; and (iii)","page_number":67,"box":{"x":89,"y":331,"width":856,"height":12}},{"id":"9b263907-b588-4016-bcca-efd3f4506776","block_type":"box","text":"calculating the free float-adjusted market capitalization of each security.","page_number":67,"box":{"x":89,"y":346,"width":503,"height":13}},{"id":"6ee6cef0-e909-4fea-a5d5-b12fc402ff40","block_type":"box","text":"Under MSCI’s free float-adjustment methodology, a constituent’s inclusion factor is equal to its estimated free float, rounded","page_number":67,"box":{"x":89,"y":373,"width":872,"height":12}},{"id":"d524bff5-fd76-4f5e-bb81-200f3d5f5384","block_type":"box","text":"up to the closest 5% for constituents with free float equal to or exceeding 15%. For example, a constituent security with a","page_number":67,"box":{"x":89,"y":388,"width":852,"height":12}},{"id":"87219e81-9ea3-4c0f-973d-7f67ce88c52c","block_type":"box","text":"free float of 23.2% will be included in the index at 25% of its market capitalization. For securities with a free float of less than","page_number":67,"box":{"x":88,"y":403,"width":872,"height":12}},{"id":"6112809e-c676-4015-bdc7-931eb635f288","block_type":"box","text":"15%, the estimated free float is adjusted to the nearest 1%.","page_number":67,"box":{"x":90,"y":418,"width":412,"height":12}},{"id":"369d2e84-d968-4e27-ba1a-4ca881fec5d8","block_type":"box","text":"Price and Exchange Rates","page_number":67,"box":{"x":89,"y":445,"width":184,"height":12}},{"id":"56c141b0-0e95-4805-83d7-6f7db574369a","block_type":"box","text":"Prices.","page_number":67,"box":{"x":89,"y":472,"width":46,"height":9}},{"id":"1326ff57-a5a6-4b88-bc79-59cef4d04bd7","block_type":"box","text":"The prices used to calculate all MSCI indexes are the official exchange closing prices or those figures accepted as","page_number":67,"box":{"x":140,"y":471,"width":791,"height":12}},{"id":"647d9b1c-a024-484a-a9cf-14cac081c333","block_type":"box","text":"such. MSCI reserves the right to use an alternative pricing source on any given day.","page_number":67,"box":{"x":89,"y":486,"width":578,"height":12}},{"id":"34153e1c-2fa5-4c96-b6bb-a6c21bdda062","block_type":"box","text":"Exchange Rates.","page_number":67,"box":{"x":89,"y":513,"width":116,"height":12}},{"id":"f9311ad6-d9bc-463d-9ac9-0e2c7e85a87f","block_type":"box","text":"MSCI uses the World Markets/Reuters Closing Spot Rates taken at 4:00 p.m. London time. In case World","page_number":67,"box":{"x":211,"y":513,"width":730,"height":12}},{"id":"8b277e7c-fbc3-437e-b9ea-5eb3f0f8737e","block_type":"box","text":"Markets/Reuters does not provide rates for specific markets on given days (for example, Christmas Day and New Year’s Day),","page_number":67,"box":{"x":89,"y":528,"width":876,"height":12}},{"id":"9a87f041-40aa-4e1a-8f46-586613b3dbd4","block_type":"box","text":"the previous business day’s rates are normally used. MSCI independently monitors the exchange rates on all its indexes.","page_number":67,"box":{"x":88,"y":543,"width":839,"height":12}},{"id":"faf85379-65eb-4fcf-bd92-3c61f2ca1996","block_type":"box","text":"MSCI may under exceptional circumstances elect to use alternative sources of exchange rates if the World Markets/Reuters","page_number":67,"box":{"x":89,"y":558,"width":864,"height":12}},{"id":"6411b36b-c331-4a82-a69e-2f00e198adc5","block_type":"box","text":"rates are not available, or if MSCI determines that the World Markets/Reuters rates are not reflective of market circumstances","page_number":67,"box":{"x":89,"y":573,"width":877,"height":11}},{"id":"2f04efc8-bd23-46e1-962c-82deadb02917","block_type":"box","text":"for a given currency on a particular day. In such circumstances, an announcement would be sent to clients with the related","page_number":67,"box":{"x":88,"y":588,"width":859,"height":12}},{"id":"68010c7a-25af-403f-b707-d061c29175d5","block_type":"box","text":"information. If appropriate, MSCI may conduct a consultation with the investment community to gather feedback on the","page_number":67,"box":{"x":89,"y":603,"width":845,"height":13}},{"id":"4b68e74b-66f0-4590-989e-bd853d5b0f24","block_type":"box","text":"most relevant exchange rate.","page_number":67,"box":{"x":89,"y":618,"width":201,"height":13}},{"id":"d6cb038c-bbc0-4b90-8daf-b03ba3c373de","block_type":"box","text":"Changes to the Indexes.","page_number":67,"box":{"x":89,"y":645,"width":172,"height":12}},{"id":"b5f94f10-5529-44b7-a416-eca6165c9185","block_type":"box","text":"The MSCI GIMI are maintained with the objective of reflecting, on a timely basis, the evolution of","page_number":67,"box":{"x":266,"y":645,"width":678,"height":12}},{"id":"5c2c7439-a147-4643-8564-e3f278d3125a","block_type":"box","text":"the underlying equity markets. In maintaining the MSCI indexes, emphasis is also placed on continuity, replicability and","page_number":67,"box":{"x":88,"y":660,"width":833,"height":12}},{"id":"81581c11-91aa-4886-9f30-89511e57626c","block_type":"box","text":"minimizing turnover in the indexes. Maintaining the MSCI indexes involves many aspects, including: (i) additions to, and","page_number":67,"box":{"x":89,"y":675,"width":839,"height":12}},{"id":"a2f8e757-0185-4c86-b4af-af90aedf7d21","block_type":"box","text":"deletions from, the indexes; (ii) changes in number of shares; and (iii) changes in inclusion factors as a result of updated free","page_number":67,"box":{"x":89,"y":690,"width":872,"height":13}},{"id":"e84df9a5-2d73-485d-a68a-820a5b1af1df","block_type":"box","text":"float estimates.","page_number":67,"box":{"x":88,"y":705,"width":106,"height":10}},{"id":"f6cb55b5-50e1-4b4c-be95-6a1e81180a95","block_type":"box","text":"Index maintenance can be described by three broad categories of changes:","page_number":67,"box":{"x":89,"y":732,"width":524,"height":12}},{"id":"07899500-6093-4224-a9a1-36eb3f18350f","block_type":"box","text":"• Semi-Annual Index Reviews (“SAIRs”), conducted on a fixed semi-annual timetable that systematically reassess the","page_number":67,"box":{"x":89,"y":752,"width":841,"height":12}},{"id":"a2770175-971a-4020-9e83-904c18074774","block_type":"box","text":"various dimensions of the equity universe for all markets;","page_number":67,"box":{"x":121,"y":767,"width":399,"height":12}},{"id":"aff3bbbf-abd7-4f47-9c5c-8e32edfd4617","block_type":"box","text":"• Quarterly Index Reviews (“QIRs”), aimed at promptly reflecting other significant market events; and","page_number":67,"box":{"x":89,"y":787,"width":728,"height":13}},{"id":"6c0150af-b0b6-4a0c-a2dc-f6fef2c08f5b","block_type":"box","text":"• Ongoing event-related changes, such as mergers, acquisitions, spin-offs, bankruptcies, reorganizations and other similar","page_number":67,"box":{"x":89,"y":807,"width":876,"height":13}},{"id":"3c02afe6-ec89-4294-bab7-7bbfa0825d45","block_type":"box","text":"corporate events, which generally are implemented in the indexes as they occur.","page_number":67,"box":{"x":121,"y":822,"width":560,"height":13}},{"id":"61ec6589-753a-4f52-beea-48d64db756a7","block_type":"box","text":"47","page_number":67,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"525c99fe-352c-42dd-aa51-a41656ec4db4","block_type":"box","text":"Potential changes in the status of countries (stand-alone, frontier, emerging and developed) follow their own implementation","page_number":68,"box":{"x":89,"y":44,"width":876,"height":12}},{"id":"7008c713-bde5-4ad1-8310-e7fd271e810e","block_type":"box","text":"time tables. In addition, reviews of company involvement in ESG controversies, when applicable, may differ by index and","page_number":68,"box":{"x":88,"y":59,"width":839,"height":12}},{"id":"d1a13344-171a-413a-8e2a-213effaaee44","block_type":"box","text":"severity of the ESG controversy as determined by MSCI.","page_number":68,"box":{"x":89,"y":74,"width":387,"height":12}},{"id":"951c61b3-a66e-469c-9793-c536254b2b57","block_type":"box","text":"MSCI conducts SAIRs generally as of the close of the last business day of May and November. During the SAIRs, MSCI","page_number":68,"box":{"x":89,"y":101,"width":823,"height":12}},{"id":"c0a341bd-1963-4dcf-a9e8-1cff2ea442a1","block_type":"box","text":"updates the investable equity universe and reassesses size segmentation investability requirements. MSCI also conducts QIRs","page_number":68,"box":{"x":89,"y":116,"width":876,"height":12}},{"id":"22bc9a0b-97db-4993-b2cd-ccf7378aa331","block_type":"box","text":"generally as of the close of the last business day of February and August. During the QIRs, MSCI reflects changes in the index","page_number":68,"box":{"x":89,"y":131,"width":876,"height":12}},{"id":"afa7b2a0-8cb1-409a-a21e-4d2c1657d731","block_type":"box","text":"that were not captured at the time of their actual occurrence, but are significant enough to be included before the next SAIR.","page_number":68,"box":{"x":88,"y":146,"width":873,"height":12}},{"id":"1fa430cc-ab09-4bf3-b550-71a0efd80669","block_type":"box","text":"The results of the SAIR and QIR are generally announced at least ten business days in advance of implementation.","page_number":68,"box":{"x":88,"y":161,"width":798,"height":12}},{"id":"5f70116a-9d78-413a-bf79-32466b3dd528","block_type":"box","text":"Creation of Sector and Industry Indexes using the Global Industry Classification Standard (GICS","page_number":68,"box":{"x":89,"y":188,"width":689,"height":12}},{"id":"c44354ba-0c3d-4bad-a8d7-f35ad8365f65","block_type":"box","text":"®","page_number":68,"box":{"x":779,"y":186,"width":9,"height":6}},{"id":"fe4a6251-2080-4d16-baf4-a3dbec905fe4","block_type":"box","text":")","page_number":68,"box":{"x":789,"y":188,"width":5,"height":12}},{"id":"a4cef3fa-c679-4543-a68b-394c11fdf094","block_type":"box","text":"All securities in the Global Investable Equity Universe are assigned to the industry that best describes their business activities","page_number":68,"box":{"x":88,"y":214,"width":871,"height":12}},{"id":"7c2cf77b-1679-496a-b344-d294d89edeb8","block_type":"box","text":"using the GICS. The GICS consists of sectors, industry groups, industries and sub-industries. Under the GICS, each company","page_number":68,"box":{"x":89,"y":229,"width":867,"height":12}},{"id":"29d3d47f-c303-4fa8-97f0-8f401af647dc","block_type":"box","text":"is assigned to one unique sub-industry according to its principal business activity (generally defined as the business activity","page_number":68,"box":{"x":89,"y":244,"width":865,"height":13}},{"id":"d8d28bf6-00c1-4432-98c0-7e26d59311d8","block_type":"box","text":"that generates 60% or more of the company’s revenues). Narrower indexes may be derived based on industry classification,","page_number":68,"box":{"x":88,"y":259,"width":866,"height":13}},{"id":"f4dae6f1-2fda-4706-af5b-60f2fe3059cf","block_type":"box","text":"and may contain securities belonging to specific sectors, industry groups, industries, sub-industries or a combination thereof.","page_number":68,"box":{"x":89,"y":274,"width":878,"height":13}},{"id":"e6b62995-f65b-407f-a68b-ddbeab14e93c","block_type":"box","text":"MSCI 25/50 Indexes","page_number":68,"box":{"x":89,"y":301,"width":147,"height":10}},{"id":"2a56f4e0-2af2-406f-8452-cf329b21d9dc","block_type":"box","text":"Each of the MSCI 25/50 Indexes (the “25/50 Indexes”) is a sub-index of either an MSCI Global Standard Index or an MSCI","page_number":68,"box":{"x":89,"y":327,"width":854,"height":13}},{"id":"dea9cb55-af9f-4b23-9476-9c58c030b59d","block_type":"box","text":"GIMI. Their construction reflects the diversification requirements applicable to RICs pursuant to Subchapter M of the Internal","page_number":68,"box":{"x":89,"y":342,"width":873,"height":13}},{"id":"eba1ad32-ebf6-4e5d-ae28-d31db3232fce","block_type":"box","text":"Revenue Code. MSCI uses the concept of “group entities” for the concentration limits of the capping methodologies in the","page_number":68,"box":{"x":89,"y":358,"width":854,"height":12}},{"id":"c1b20960-3121-4c74-86d3-0194a7a1942a","block_type":"box","text":"25/50 Indexes. A group entity is a group of companies that operate as an affiliated corporate group but may separately issue","page_number":68,"box":{"x":89,"y":373,"width":873,"height":12}},{"id":"0d294a95-20c0-4c29-bd44-3544a5b44a1f","block_type":"box","text":"listed securities. To determine “group entities,” MSCI analyzes financial accounts of listed companies holding stakes of 20%","page_number":68,"box":{"x":89,"y":388,"width":863,"height":12}},{"id":"72f0731b-0a00-43a6-84d9-45f6493aab7a","block_type":"box","text":"or more in other listed companies to determine whether these stakes are controlling in nature. In certain cases, even in the","page_number":68,"box":{"x":89,"y":403,"width":857,"height":12}},{"id":"10cc6f5a-2a9e-4732-b2c2-25eec8a7abb4","block_type":"box","text":"absence of consolidated accounts, MSCI may also consider two companies as belonging to the same group entity where","page_number":68,"box":{"x":89,"y":418,"width":845,"height":12}},{"id":"ae048be9-78a1-4b02-bd4b-85264a6f9e7e","block_type":"box","text":"there is reasonable evidence of control based on other information. The 25/50 Indexes are free float-adjusted market","page_number":68,"box":{"x":88,"y":433,"width":821,"height":13}},{"id":"ec5e592c-e51b-44d0-a2b4-908fd218f287","block_type":"box","text":"capitalization-weighted indexes with a capping methodology applied to group entity weights so that no single group entity","page_number":68,"box":{"x":89,"y":448,"width":861,"height":13}},{"id":"38af5394-3dc7-4dd1-bd98-8adff162c249","block_type":"box","text":"exceeds 25% of index weight, and all group entities with a weight above 5% do not cumulatively exceed 50% of the index","page_number":68,"box":{"x":89,"y":463,"width":854,"height":13}},{"id":"b88134f0-48b0-41f1-891d-fcfd521cf396","block_type":"box","text":"weight. A buffer of 10% of the value of each of these caps is used in order to reduce the risk of noncompliance due to short","page_number":68,"box":{"x":88,"y":479,"width":865,"height":12}},{"id":"570cc3d5-16b1-46c7-b07f-880ee1b227c0","block_type":"box","text":"term market movements between rebalances. As a result, at the point of constructing or rebalancing the 25/50 Indexes, the","page_number":68,"box":{"x":88,"y":494,"width":869,"height":12}},{"id":"a3abe87d-d7d0-46bc-aacf-30344f7a7efc","block_type":"box","text":"weight of any single group entity cannot exceed 22.5% of the index weight and all group entities with weight above 4.5%","page_number":68,"box":{"x":88,"y":509,"width":851,"height":12}},{"id":"3ee55a14-ed27-4fde-9164-fe9af9ef3fbe","block_type":"box","text":"cannot exceed 45% of the index weight. A software application called the Barra Optimizer is utilized to calculate the capped","page_number":68,"box":{"x":89,"y":524,"width":865,"height":12}},{"id":"44e8870a-0018-4787-889d-1d05b756fb12","block_type":"box","text":"index weights through an optimization function which is aimed at minimizing index turnover, tracking error and extreme","page_number":68,"box":{"x":89,"y":539,"width":843,"height":12}},{"id":"4e786efd-abcf-4841-8718-2b697b8367f0","block_type":"box","text":"deviation from the uncapped index.","page_number":68,"box":{"x":89,"y":554,"width":248,"height":12}},{"id":"ee210136-6c11-4871-8694-5c7fe480dc4b","block_type":"box","text":"MSCI ACWI ex USA IMI","page_number":68,"box":{"x":89,"y":581,"width":165,"height":9}},{"id":"3167d023-b822-4ab0-b0c6-61ce17f4793c","block_type":"box","text":"Number of Components: approximately 6,048","page_number":68,"box":{"x":89,"y":599,"width":331,"height":13}},{"id":"021701e9-eb19-4290-98d1-a8a39fb16f15","block_type":"box","text":"Index Description.","page_number":68,"box":{"x":89,"y":622,"width":131,"height":12}},{"id":"7aaf19e9-4733-4792-8d5b-ebfc51d32023","block_type":"box","text":"The MSCI ACWI ex USA IMI is an MSCI GIMI Index. The Underlying Index captures large-, mid- and small","page_number":68,"box":{"x":225,"y":622,"width":740,"height":12}},{"id":"a4d3807e-32cb-44ea-b729-d71c425111a0","block_type":"box","text":"capitalization representation across 22 of 23 developed market countries or regions (excluding the U.S.) and 24 emerging","page_number":68,"box":{"x":89,"y":637,"width":849,"height":13}},{"id":"b9be38ce-1f83-4759-8269-32035f313ac7","block_type":"box","text":"market countries. With 6,048 constituents as of July 31, 2025, the Underlying Index covers approximately 99% of the global","page_number":68,"box":{"x":89,"y":652,"width":861,"height":13}},{"id":"0a51bf50-9871-4b42-9404-67d2232c72d9","block_type":"box","text":"equity opportunity set outside the U.S. As of July 31, 2025, the Underlying Index consisted of securities from companies in the","page_number":68,"box":{"x":89,"y":668,"width":878,"height":12}},{"id":"7921f711-a3d3-4a34-8375-10ddff09a885","block_type":"box","text":"following countries or regions: Australia, Austria, Belgium, Brazil, Canada, Chile, China, Colombia, Czech Republic, Denmark,","page_number":68,"box":{"x":88,"y":683,"width":866,"height":12}},{"id":"01452d08-efdb-4073-a1d9-aebe70827fea","block_type":"box","text":"Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan, Kuwait, Malaysia,","page_number":68,"box":{"x":89,"y":698,"width":865,"height":12}},{"id":"3d1b9db5-a50c-4e68-b284-d15af6c04def","block_type":"box","text":"Mexico, the Netherlands, New Zealand, Norway, Peru, the Philippines, Poland, Portugal, Qatar, Saudi Arabia, Singapore, South","page_number":68,"box":{"x":89,"y":713,"width":873,"height":12}},{"id":"ab6ad325-cfcc-4a38-b8a6-537f8b0c0ec8","block_type":"box","text":"Africa, South Korea, Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, the United Arab Emirates and the United Kingdom","page_number":68,"box":{"x":88,"y":728,"width":873,"height":12}},{"id":"28385673-cdcc-48cd-9502-251975009c57","block_type":"box","text":"(the “U.K.”).","page_number":68,"box":{"x":89,"y":743,"width":82,"height":12}},{"id":"a8324c3e-04eb-482d-84d7-e5099c1d8347","block_type":"box","text":"Calculation Methodology.","page_number":68,"box":{"x":89,"y":770,"width":184,"height":12}},{"id":"eacc9781-9ead-43d0-8168-472f43a8683f","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":68,"box":{"x":278,"y":770,"width":662,"height":12}},{"id":"5b7a3aa1-241f-4513-9a45-5cd328d034ef","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":68,"box":{"x":89,"y":785,"width":878,"height":12}},{"id":"6b91c046-ea26-4ea9-8413-735aa103b7ff","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":68,"box":{"x":88,"y":800,"width":864,"height":12}},{"id":"9ec8de0e-85cf-42c8-9203-16529f904d2e","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":68,"box":{"x":89,"y":815,"width":849,"height":12}},{"id":"18b94e00-f119-4661-8278-961069e30661","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":68,"box":{"x":88,"y":830,"width":868,"height":12}},{"id":"681f7541-6a81-4afa-9ab1-44b23aeba7c1","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":68,"box":{"x":88,"y":845,"width":474,"height":12}},{"id":"aee1bd4a-5176-4adc-9c12-8cbacc6eedd5","block_type":"box","text":"48","page_number":68,"box":{"x":519,"y":894,"width":17,"height":9}},{"id":"1a897320-b578-4974-9529-5953caa3e09d","block_type":"box","text":"MSCI ACWI ex USA Index","page_number":69,"box":{"x":89,"y":44,"width":183,"height":10}},{"id":"cfeae9db-2983-42c8-957c-9800a8052e8a","block_type":"box","text":"Number of Components: approximately 1,980","page_number":69,"box":{"x":89,"y":63,"width":331,"height":12}},{"id":"1e8eacbc-1ef3-43d5-9b3a-3dbf9a4ce299","block_type":"box","text":"Index Description.","page_number":69,"box":{"x":89,"y":85,"width":131,"height":13}},{"id":"58c5aa24-5f83-4f47-b921-40cf64fd8a40","block_type":"box","text":"The MSCI ACWI ex USA Index is an MSCI Global Standard Index. The Underlying Index is a free float","page_number":69,"box":{"x":225,"y":85,"width":704,"height":13}},{"id":"16936997-d0e0-4036-95a7-340e618f8e9c","block_type":"box","text":"adjusted market capitalization-weighted index designed to measure the combined equity market performance of large- and","page_number":69,"box":{"x":89,"y":101,"width":866,"height":12}},{"id":"20775f39-3212-42cd-b24f-8f3c07d19868","block_type":"box","text":"mid-capitalization companies in developed and emerging markets countries or regions, excluding the U.S. As of July 31, 2025,","page_number":69,"box":{"x":89,"y":116,"width":876,"height":12}},{"id":"0d3a75cb-2bb5-468b-9637-0ca29ee7c5c4","block_type":"box","text":"the Underlying Index consisted of securities from the following countries or regions: Australia, Austria, Belgium, Brazil,","page_number":69,"box":{"x":88,"y":131,"width":827,"height":12}},{"id":"0bc01173-f7a1-42d0-8419-63a9642a086c","block_type":"box","text":"Canada, Chile, China, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary,","page_number":69,"box":{"x":89,"y":146,"width":852,"height":12}},{"id":"170917f6-56ea-4ee2-aa08-31ce10b4e677","block_type":"box","text":"India, Indonesia, Ireland, Israel, Italy, Japan, Kuwait, Malaysia, Mexico, the Netherlands, New Zealand, Norway, Peru, the","page_number":69,"box":{"x":89,"y":161,"width":827,"height":12}},{"id":"9b3b5548-2dce-4f86-89b5-555b0ea63ba5","block_type":"box","text":"Philippines, Poland, Portugal, Qatar, Saudi Arabia, Singapore, South Africa, South Korea, Spain, Sweden, Switzerland, Taiwan,","page_number":69,"box":{"x":89,"y":176,"width":868,"height":13}},{"id":"5b8ca3de-a2bd-4d57-ba50-ab43b573d53a","block_type":"box","text":"Thailand, Turkey, the United Arab Emirates and the United Kingdom (the “U.K.”).","page_number":69,"box":{"x":88,"y":191,"width":562,"height":13}},{"id":"dad21dd4-89fd-4e40-9ff0-30823e627efc","block_type":"box","text":"Calculation Methodology.","page_number":69,"box":{"x":89,"y":218,"width":184,"height":12}},{"id":"43f0a52e-9809-478d-b182-0aa00a809013","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":69,"box":{"x":278,"y":218,"width":662,"height":12}},{"id":"cca9ec74-57d5-4430-8448-abf96845fa6f","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":69,"box":{"x":89,"y":233,"width":878,"height":12}},{"id":"d5474b19-2ec7-46f7-ad16-559fd468290b","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":69,"box":{"x":88,"y":248,"width":864,"height":12}},{"id":"7270889b-e288-47f4-afba-75ceae3792b0","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":69,"box":{"x":89,"y":263,"width":849,"height":12}},{"id":"f15e85a4-6d9c-4bf5-b218-87aeb305dbde","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":69,"box":{"x":88,"y":278,"width":868,"height":13}},{"id":"acfdc0ac-cc0b-4bee-b314-7ba65d7e6138","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":69,"box":{"x":88,"y":293,"width":474,"height":13}},{"id":"65a467cf-1380-4808-9065-ac177c66040b","block_type":"box","text":"MSCI ACWI Low Carbon Target Index","page_number":69,"box":{"x":89,"y":320,"width":268,"height":12}},{"id":"3e4b73a3-a003-4ea5-b2b7-2404cf09fcbb","block_type":"box","text":"Number of Components: approximately 999","page_number":69,"box":{"x":89,"y":339,"width":318,"height":12}},{"id":"7b7bb06b-df4e-4df2-8968-a1b980cab28c","block_type":"box","text":"Index Description.","page_number":69,"box":{"x":89,"y":361,"width":131,"height":13}},{"id":"f0aca66e-4b05-46d7-88be-4521a7184a10","block_type":"box","text":"The MSCI ACWI Low Carbon Target Index is an MSCI Global Standard Index. The Underlying Index is","page_number":69,"box":{"x":225,"y":361,"width":704,"height":13}},{"id":"0c93f7c5-1238-49b3-ab5c-5de7530cf8b4","block_type":"box","text":"designed to address two dimensions of carbon exposure – carbon emissions and potential carbon emissions from fossil fuel","page_number":69,"box":{"x":89,"y":376,"width":867,"height":13}},{"id":"b3c9aab3-3139-469f-8861-b445016734fe","block_type":"box","text":"reserves. By overweighting companies with low carbon emissions relative to enterprise value including cash (EVIC) and those","page_number":69,"box":{"x":89,"y":392,"width":876,"height":12}},{"id":"89e53805-88a6-4b11-bbf3-7f8e66784c6e","block_type":"box","text":"with low potential carbon emissions from fossil fuel reserves relative to market capitalization, the Underlying Index aims to","page_number":69,"box":{"x":88,"y":407,"width":857,"height":12}},{"id":"89abe778-2a7e-4d5e-a0f1-6c28ec4d01e9","block_type":"box","text":"reflect a lower carbon exposure than that of the broad market. The Underlying Index is designed to achieve a target level of","page_number":69,"box":{"x":89,"y":422,"width":862,"height":12}},{"id":"da80c77b-a01a-409d-8acd-03134a761f1d","block_type":"box","text":"tracking error while minimizing carbon exposure. As of July 31, 2025, the Underlying Index consisted of securities from the","page_number":69,"box":{"x":88,"y":437,"width":856,"height":12}},{"id":"ede7730f-f178-43b3-a18f-203ea5a2a085","block_type":"box","text":"following countries or regions: Australia, Austria, Belgium, Brazil, Canada, Chile, China, Colombia, Denmark, Egypt, Finland,","page_number":69,"box":{"x":88,"y":452,"width":859,"height":12}},{"id":"adf781d2-1822-47f4-bf51-744f84739d33","block_type":"box","text":"France, Germany, Greece, Hong Kong, India, Indonesia, Ireland, Israel, Italy, Japan, Kuwait, Malaysia, Mexico, the Netherlands,","page_number":69,"box":{"x":89,"y":467,"width":870,"height":13}},{"id":"73316a30-6a46-47a1-b38c-44dea2b37226","block_type":"box","text":"New Zealand, Norway, Peru, the Philippines, Poland, Portugal, Qatar, Saudi Arabia, Singapore, South Africa, South Korea,","page_number":69,"box":{"x":89,"y":482,"width":837,"height":13}},{"id":"a749898f-92f7-4ee5-99fd-535e9f09ddd7","block_type":"box","text":"Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, the United Arab Emirates, the United Kingdom (the “U.K.”) and the U.S.","page_number":69,"box":{"x":88,"y":497,"width":877,"height":13}},{"id":"84aa6c9c-7e07-4134-abeb-5af254cb9953","block_type":"box","text":"Index Methodology.","page_number":69,"box":{"x":89,"y":524,"width":143,"height":12}},{"id":"7f06f267-0ac5-41d7-86ce-02dd4f4aa58c","block_type":"box","text":"The Underlying Index begins with the MSCI ACWI Index, the parent index, which serves as the universe","page_number":69,"box":{"x":237,"y":524,"width":721,"height":12}},{"id":"44a11924-8ac5-4825-a1f8-444b0a7ff4bf","block_type":"box","text":"of eligible securities for use in constructing the index. The aim of the construction methodology is for the Underlying Index to","page_number":69,"box":{"x":89,"y":539,"width":878,"height":12}},{"id":"a440f820-46fc-46a6-ac72-c6656850ecbb","block_type":"box","text":"demonstrate the following characteristics across markets by re-weighting constituents relative to the underlying free float","page_number":69,"box":{"x":89,"y":554,"width":858,"height":12}},{"id":"9b1ea50e-38bc-44a6-800d-04cc2e874d01","block_type":"box","text":"adjusted market capitalization-weighted parent index: (1) lower carbon exposure in terms of carbon emissions and fossil fuel","page_number":69,"box":{"x":89,"y":569,"width":874,"height":13}},{"id":"42965294-69d9-469b-97c5-c78eb6fe7d5e","block_type":"box","text":"reserves, (2) low tracking error relative to the parent index, and (3) low active sector, country and regional biases relative to","page_number":69,"box":{"x":89,"y":584,"width":860,"height":13}},{"id":"b6e0f665-d828-4ac2-9495-64de8ffa8278","block_type":"box","text":"the parent index. The carbon exposure of an issuer is measured in terms of its greenhouse gas (GHG) emissions and its","page_number":69,"box":{"x":88,"y":599,"width":835,"height":13}},{"id":"dcadc9fb-b997-4052-a64f-fecb92745813","block_type":"box","text":"potential carbon emissions from fossil fuel reserves. Greenhouse gas emissions of the issuer includes direct greenhouse gas","page_number":69,"box":{"x":89,"y":615,"width":866,"height":12}},{"id":"a477d414-a224-4387-b125-543c7032e1b8","block_type":"box","text":"emissions by the issuer, indirect greenhouse gas emissions associated with the issuer’s purchase of energy, and indirect","page_number":69,"box":{"x":89,"y":630,"width":836,"height":12}},{"id":"82291579-f376-40d9-a66a-df59de255715","block_type":"box","text":"emissions occurring in the value chain of the issuer (in each case, as determined by the Index Provider). The Underlying","page_number":69,"box":{"x":89,"y":645,"width":836,"height":12}},{"id":"3313fcef-b82d-4e32-9a26-88819d7c2226","block_type":"box","text":"Index uses MSCI ESG Carbon Metrics data provided by MSCI ESG Research Inc. MSCI normalizes for size by dividing the","page_number":69,"box":{"x":89,"y":660,"width":834,"height":12}},{"id":"dea6092c-d409-4bc2-b668-4c55ab0b6358","block_type":"box","text":"annual carbon emissions of the company EVIC of the company, and by dividing the potential carbon emissions from fossil","page_number":69,"box":{"x":89,"y":675,"width":851,"height":12}},{"id":"0a028c01-0850-4ae3-985f-40222dd16acd","block_type":"box","text":"fuel reserves of the company by its market capitalization. At each semi-annual index review, the Underlying Index is","page_number":69,"box":{"x":88,"y":690,"width":807,"height":13}},{"id":"9cba4876-1e68-4311-9ea4-49045ce79aa8","block_type":"box","text":"rebalanced using an optimization process that aims to achieve replicability and investability, subject to the following","page_number":69,"box":{"x":89,"y":705,"width":809,"height":13}},{"id":"8a7f825b-0627-403e-821c-dc75bccf73bb","block_type":"box","text":"optimization objectives and constraints:","page_number":69,"box":{"x":89,"y":720,"width":277,"height":13}},{"id":"831e0f78-cf48-430c-bcc5-ea69debad7da","block_type":"box","text":"• Exclude companies involved with controversial weapons, companies involved in very severe ESG controversies and","page_number":69,"box":{"x":121,"y":741,"width":832,"height":12}},{"id":"790f11cc-ac58-41da-a875-b561380f8f51","block_type":"box","text":"companies involved in the business of thermal coal mining and extraction of oil sands, based on percentage of","page_number":69,"box":{"x":154,"y":756,"width":774,"height":12}},{"id":"2ffafefa-f3c8-4ed8-aadb-ddb1253edc2d","block_type":"box","text":"revenue thresholds for certain categories (","page_number":69,"box":{"x":154,"y":771,"width":295,"height":12}},{"id":"c7195782-0625-44cf-be1b-43d2aa388d3c","block_type":"box","text":"e.g.","page_number":69,"box":{"x":451,"y":774,"width":22,"height":9}},{"id":"8fcb826f-6291-4120-bbf1-e30550b4e84f","block_type":"box","text":", 1% or 5%) and categorical exclusions for others (","page_number":69,"box":{"x":476,"y":771,"width":355,"height":12}},{"id":"09e716a3-02d9-4134-9d02-f26ae758b12f","block_type":"box","text":"e.g.","page_number":69,"box":{"x":832,"y":774,"width":23,"height":9}},{"id":"f4c5deca-177b-4ba8-bab9-01f10f83011f","block_type":"box","text":", controversial","page_number":69,"box":{"x":857,"y":771,"width":96,"height":11}},{"id":"1e82589e-3ac2-4576-9d2b-98daf4d70311","block_type":"box","text":"weapons) (in each case as determined by the Index Provider).","page_number":69,"box":{"x":153,"y":786,"width":432,"height":12}},{"id":"4e1afcea-12a8-41f5-b108-3a2f2c7d25c9","block_type":"box","text":"• Minimize the carbon exposure by at least 30% subject to a tracking error constraint of 50 basis points relative to the","page_number":69,"box":{"x":121,"y":806,"width":844,"height":12}},{"id":"9e60f20a-0174-412b-86f3-1dfee08dd027","block_type":"box","text":"parent index;","page_number":69,"box":{"x":154,"y":821,"width":90,"height":13}},{"id":"058df9fe-34f5-40a9-a283-1e16b8c12482","block_type":"box","text":"• The maximum weight of an index constituent will be restricted to 20 times its weight in the parent index;","page_number":69,"box":{"x":121,"y":841,"width":768,"height":13}},{"id":"c822e9b0-50b9-4c73-b768-101bcf801615","block_type":"box","text":"49","page_number":69,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"d7cbac36-2610-4638-b8d7-e8eed292f05a","block_type":"box","text":"• The country weights in the Underlying Index will not deviate more than +/-2% from the country weights in the","page_number":70,"box":{"x":121,"y":44,"width":807,"height":12}},{"id":"36cbbb66-26f0-4011-ac56-28fa469d9970","block_type":"box","text":"parent index; and","page_number":70,"box":{"x":154,"y":59,"width":121,"height":12}},{"id":"ba4047dc-4210-4c5d-a44c-e61a0981098e","block_type":"box","text":"• The sector weights in the Underlying Index will not deviate more than +/-2% from the sector weights in the parent","page_number":70,"box":{"x":121,"y":79,"width":835,"height":13}},{"id":"29b2214c-4909-416b-9bc4-50bb5ad6b3f7","block_type":"box","text":"index with the exception of the energy sector where no sector weight constraint is applied.","page_number":70,"box":{"x":154,"y":94,"width":635,"height":13}},{"id":"775c916e-b82a-4922-a181-59544813069d","block_type":"box","text":"MSCI ACWI Index","page_number":70,"box":{"x":89,"y":121,"width":127,"height":9}},{"id":"49d9d4d6-ec19-4fe6-827d-91393a6f8463","block_type":"box","text":"Number of Components: approximately 2,524","page_number":70,"box":{"x":89,"y":140,"width":331,"height":12}},{"id":"27b13aab-4574-4c19-91ae-f08d3b38bd65","block_type":"box","text":"Index Description.","page_number":70,"box":{"x":89,"y":162,"width":131,"height":13}},{"id":"79e79765-10ee-4870-808b-8ba04136670e","block_type":"box","text":"The MSCI ACWI is an MSCI Global Standard Index. The Underlying Index is a free float-adjusted market","page_number":70,"box":{"x":225,"y":162,"width":722,"height":13}},{"id":"740ef3dc-6f8e-4035-8463-f0b309946f3b","block_type":"box","text":"capitalization-weighted index designed to measure the combined equity market performance of developed and emerging","page_number":70,"box":{"x":89,"y":177,"width":850,"height":13}},{"id":"eaad719a-033b-43a8-b098-d91d67da1406","block_type":"box","text":"markets countries or regions. As of July 31, 2025, the Underlying Index consisted of securities from the following countries or","page_number":70,"box":{"x":89,"y":193,"width":874,"height":12}},{"id":"f03f4980-5e68-4672-8205-7c0e5f0f1a51","block_type":"box","text":"regions: Australia, Austria, Belgium, Brazil, Canada, Chile, China, Colombia, Czech Republic, Denmark, Egypt, Finland, France,","page_number":70,"box":{"x":89,"y":208,"width":869,"height":12}},{"id":"ff7620e5-e85d-4add-b7d4-dabd93da01d5","block_type":"box","text":"Germany, Greece, Hong Kong, Hungary, India, Indonesia, Ireland, Israel, Italy, Japan, Kuwait, Malaysia, Mexico, the","page_number":70,"box":{"x":89,"y":223,"width":789,"height":12}},{"id":"972ec3b4-cc18-462f-bdc0-ad06a91f01e9","block_type":"box","text":"Netherlands, New Zealand, Norway, Peru, the Philippines, Poland, Portugal, Qatar, Saudi Arabia, Singapore, South Africa,","page_number":70,"box":{"x":89,"y":238,"width":837,"height":12}},{"id":"2e22fcde-113b-4590-a6c8-1d2f26ab58ce","block_type":"box","text":"South Korea, Spain, Sweden, Switzerland, Taiwan, Thailand, Turkey, the United Arab Emirates, the United Kingdom (the","page_number":70,"box":{"x":88,"y":253,"width":830,"height":12}},{"id":"ebc80a43-46c4-4a11-a6e0-bc5b157d5060","block_type":"box","text":"“U.K.”) and the U.S.","page_number":70,"box":{"x":89,"y":268,"width":134,"height":12}},{"id":"abb5c334-634f-4fde-a4af-796a6e780d0e","block_type":"box","text":"Calculation Methodology.","page_number":70,"box":{"x":89,"y":295,"width":184,"height":12}},{"id":"4eaa3d40-41a3-443f-b1b8-5b50173ba17d","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":70,"box":{"x":278,"y":295,"width":662,"height":12}},{"id":"4ab63d0b-e7c4-4349-aca5-94c8063fdea1","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":70,"box":{"x":89,"y":310,"width":878,"height":12}},{"id":"e692a962-ceea-491d-9659-04d0732185a2","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":70,"box":{"x":88,"y":325,"width":864,"height":12}},{"id":"31d6b277-4d4f-41a1-9aa6-3824390ccfce","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":70,"box":{"x":89,"y":340,"width":849,"height":12}},{"id":"ce8b0910-115a-41ae-8a9d-0f33162402a4","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":70,"box":{"x":88,"y":355,"width":868,"height":12}},{"id":"2e1c1f7c-874e-4c23-8636-2da6c1bb6c70","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":70,"box":{"x":88,"y":370,"width":474,"height":13}},{"id":"1bb752f0-8f09-41ee-bef2-9e0c0a9c8b2d","block_type":"box","text":"MSCI AC Asia ex Japan Index","page_number":70,"box":{"x":89,"y":397,"width":208,"height":12}},{"id":"d3735daf-3ff3-4193-b2c5-45f17a0720d5","block_type":"box","text":"Number of Components: approximately 1,007","page_number":70,"box":{"x":89,"y":416,"width":330,"height":12}},{"id":"a2ba0c05-eb59-419b-b4cd-a100f8a853c0","block_type":"box","text":"Index Description.","page_number":70,"box":{"x":89,"y":438,"width":131,"height":13}},{"id":"6f07958f-066b-4810-832c-70c20b093f9e","block_type":"box","text":"The MSCI AC Asia ex Japan Index is an MSCI Global Standard Index. As of July 31, 2025, the Underlying","page_number":70,"box":{"x":225,"y":438,"width":717,"height":13}},{"id":"94ccc1be-7c84-45dc-95c7-e4b85eb66b82","block_type":"box","text":"Index is a free float-adjusted market capitalization-weighted index designed to measure equity performance of the following","page_number":70,"box":{"x":89,"y":453,"width":869,"height":13}},{"id":"ea9e49ce-ebee-46c1-98b6-9b9d3ab84c95","block_type":"box","text":"10 developed and emerging market countries or regions: China, Hong Kong, India, Indonesia, Malaysia, the Philippines,","page_number":70,"box":{"x":90,"y":468,"width":829,"height":13}},{"id":"8aae5c36-6b4c-40ec-af76-783fbcb12cbb","block_type":"box","text":"Singapore, South Korea, Taiwan and Thailand.","page_number":70,"box":{"x":88,"y":484,"width":321,"height":12}},{"id":"06d5f2a0-79e6-4aa6-a735-71e4f73f643f","block_type":"box","text":"Calculation Methodology.","page_number":70,"box":{"x":89,"y":510,"width":184,"height":12}},{"id":"4742fd73-530c-4b14-a0a0-b80215b17114","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":70,"box":{"x":278,"y":510,"width":662,"height":12}},{"id":"a09d2d3a-a13c-48c3-b935-15e6da3d9ebf","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":70,"box":{"x":89,"y":525,"width":878,"height":12}},{"id":"9c39d485-239e-4139-946e-4974ff45b5f0","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":70,"box":{"x":88,"y":540,"width":864,"height":13}},{"id":"69d2b651-3606-4811-9132-b96470d81ec4","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":70,"box":{"x":89,"y":555,"width":849,"height":13}},{"id":"205cb077-65df-486e-b7e9-285ed68cc12e","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":70,"box":{"x":88,"y":570,"width":868,"height":13}},{"id":"ef92355e-ac56-444c-b292-6a0a3093eff8","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":70,"box":{"x":88,"y":586,"width":474,"height":12}},{"id":"02307cef-82d4-4d07-b5e6-cc1b9f54feab","block_type":"box","text":"MSCI China A Inclusion Index","page_number":70,"box":{"x":89,"y":612,"width":214,"height":10}},{"id":"39556640-7029-4e6a-a0cc-8ecb9d597b42","block_type":"box","text":"Number of Components: approximately 394","page_number":70,"box":{"x":89,"y":639,"width":318,"height":12}},{"id":"f0675dd6-1f3e-4a2d-a51c-b450d7cbd31e","block_type":"box","text":"Index Description.","page_number":70,"box":{"x":89,"y":665,"width":131,"height":12}},{"id":"6be6363f-0a7d-444f-bc7a-ce2fa750850d","block_type":"box","text":"The MSCI China A Inclusion Index is an MSCI Global Standard Index. The Underlying Index is designed to","page_number":70,"box":{"x":225,"y":665,"width":736,"height":12}},{"id":"f3bc5ae1-d699-4d51-b8ea-05d150ac4350","block_type":"box","text":"measure the equity market performance in China as represented by A-shares that are accessible through the Shanghai-Hong","page_number":70,"box":{"x":89,"y":680,"width":874,"height":12}},{"id":"20fcdaca-2060-4fd0-88b2-3ee85335a7bb","block_type":"box","text":"Kong Stock Connect program or the Shenzhen-Hong Kong Stock Connect program (together, “Stock Connect”). “A-shares”","page_number":70,"box":{"x":89,"y":695,"width":863,"height":13}},{"id":"34c12811-63e4-4598-a1e6-8992511a0f35","block_type":"box","text":"are equity securities of companies based in China that trade on the Shanghai Stock Exchange and the Shenzhen Stock","page_number":70,"box":{"x":89,"y":710,"width":826,"height":13}},{"id":"91250dcf-d13a-456c-9e50-1a0c61f0e072","block_type":"box","text":"Exchange.","page_number":70,"box":{"x":89,"y":725,"width":70,"height":13}},{"id":"b1730e53-d33f-447e-a07a-4e91bcc1a6bf","block_type":"box","text":"The Underlying Index is designed to track the inclusion of A-shares in the MSCI Emerging Markets Index over time and is","page_number":70,"box":{"x":88,"y":752,"width":846,"height":12}},{"id":"7fa7783f-cd3f-49fd-b1f7-afc4c27a7fe1","block_type":"box","text":"constructed by MSCI by applying eligibility criteria for the MSCI GIMI, and then excluding mid- and small-capitalization A","page_number":70,"box":{"x":89,"y":767,"width":852,"height":12}},{"id":"fa16c22a-7d1f-41f8-b55b-aa98dbd872f0","block_type":"box","text":"shares, A-shares suspended for trading for more than 50 days in the past 12 months and A-shares that are not accessible","page_number":70,"box":{"x":89,"y":782,"width":850,"height":12}},{"id":"232ef689-db2f-434b-b9fb-ce80dcf3f0be","block_type":"box","text":"through Stock Connect. The Underlying Index is weighted by each issuer’s free float-adjusted market capitalization available","page_number":70,"box":{"x":88,"y":797,"width":868,"height":13}},{"id":"a24c93f7-6b1f-4e3c-a79e-a1848c4209bc","block_type":"box","text":"to foreign investors and includes only large-capitalization companies, as determined by MSCI.","page_number":70,"box":{"x":88,"y":812,"width":655,"height":13}},{"id":"a28e1708-388a-49b6-b9e7-557aa8972be9","block_type":"box","text":"Calculation Methodology.","page_number":70,"box":{"x":89,"y":839,"width":184,"height":12}},{"id":"42bb3038-5aca-4e8a-a18a-3fbe0dfd3c3d","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":70,"box":{"x":278,"y":839,"width":662,"height":12}},{"id":"da26ab10-d974-43f9-ab25-242d1f4d006e","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":70,"box":{"x":89,"y":854,"width":878,"height":12}},{"id":"deca7de4-a340-483c-a1fb-34675024c17f","block_type":"box","text":"50","page_number":70,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"72ff91c3-9ca4-418e-b48e-88c94d911701","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":71,"box":{"x":88,"y":44,"width":864,"height":12}},{"id":"606b9fcf-e778-449e-9954-1153f995b254","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":71,"box":{"x":89,"y":59,"width":849,"height":12}},{"id":"9b658377-733a-4db1-bdc1-111244b9ea92","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":71,"box":{"x":88,"y":74,"width":868,"height":12}},{"id":"d7ffaa17-1799-4498-8063-59af348444cb","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":71,"box":{"x":88,"y":89,"width":474,"height":13}},{"id":"cc377b19-729b-4c83-a371-dacd62a2f9eb","block_type":"box","text":"MSCI EAFE IMI Index","page_number":71,"box":{"x":89,"y":116,"width":151,"height":9}},{"id":"a6069767-9643-4819-b867-02210dd3653c","block_type":"box","text":"Number of Components: approximately 2,686","page_number":71,"box":{"x":89,"y":135,"width":331,"height":12}},{"id":"008d431a-cf24-4e6a-97b0-93bccd3fd93a","block_type":"box","text":"Index Description.","page_number":71,"box":{"x":89,"y":157,"width":131,"height":13}},{"id":"9fd24646-9d74-4e39-b030-6c327a9f7949","block_type":"box","text":"The MSCI EAFE IMI Index is an MSCI GIMI Index. The Underlying Index is commonly used as a measure of","page_number":71,"box":{"x":225,"y":157,"width":744,"height":13}},{"id":"25469241-dbb3-419a-8e74-01b443f7fb3f","block_type":"box","text":"international stock performance. The Underlying Index captures large-, mid- and small-cap representation across Europe,","page_number":71,"box":{"x":89,"y":172,"width":850,"height":13}},{"id":"c8ae4a29-2d58-46ee-acef-f307780faa7b","block_type":"box","text":"Australasia and the Far East (EAFE) regions, which is composed of 21 of 23 developed markets countries or regions","page_number":71,"box":{"x":88,"y":188,"width":807,"height":12}},{"id":"66f48cc5-442f-4e2d-96c7-84a3e7c003df","block_type":"box","text":"(excluding the U.S. and Canada). With 2,686 constituents as of July 31, 2025, the Underlying Index is comprehensive,","page_number":71,"box":{"x":89,"y":203,"width":815,"height":12}},{"id":"5948e268-ae50-4a31-8993-be5a1423737d","block_type":"box","text":"covering approximately 99% of the free float-adjusted market capitalization in each country.","page_number":71,"box":{"x":89,"y":218,"width":644,"height":12}},{"id":"b29b0621-9ae7-4ab4-bff4-19c3770cd715","block_type":"box","text":"Calculation Methodology.","page_number":71,"box":{"x":89,"y":244,"width":184,"height":13}},{"id":"90868bcc-1af1-4e7e-8ba9-cee910b4dd28","block_type":"box","text":"The Fund utilizes the Underlying Index calculated with net dividends reinvested. MSCI uses the","page_number":71,"box":{"x":278,"y":244,"width":662,"height":13}},{"id":"97ca2316-7c13-4405-b9a1-c8ed604ed004","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":71,"box":{"x":89,"y":259,"width":878,"height":13}},{"id":"4d238ed4-75d9-483e-97aa-172ec7e10519","block_type":"box","text":"the net dividends. The regular cash dividend is reinvested after deduction of withholding tax by applying the maximum rate","page_number":71,"box":{"x":88,"y":274,"width":864,"height":13}},{"id":"2679e2de-bf76-4b59-a7ad-a619fa2c3b1c","block_type":"box","text":"of the company’s country of incorporation applicable to institutional investors. Net dividends means dividends after taxes","page_number":71,"box":{"x":89,"y":290,"width":849,"height":12}},{"id":"7bb8f125-3f40-4198-9a61-c04db146edc7","block_type":"box","text":"withheld at the rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. Such","page_number":71,"box":{"x":88,"y":305,"width":868,"height":12}},{"id":"f84c7428-c46c-4d7e-ae14-6eb45f03073a","block_type":"box","text":"withholding rates may differ from those applicable to U.S. residents.","page_number":71,"box":{"x":88,"y":320,"width":474,"height":12}},{"id":"174cb167-b3b8-4249-97b1-2569fed0bc72","block_type":"box","text":"MSCI World ex USA Investable Market Index","page_number":71,"box":{"x":89,"y":346,"width":318,"height":10}},{"id":"e91a219a-896c-4170-afd3-de8d3af1a99e","block_type":"box","text":"Number of Components: approximately 2,950","page_number":71,"box":{"x":89,"y":373,"width":331,"height":12}},{"id":"24ed99b6-ec48-4392-b58e-7df5660dc955","block_type":"box","text":"Index Description.","page_number":71,"box":{"x":89,"y":399,"width":131,"height":13}},{"id":"178cfa20-ff7d-4a74-9cbc-057cf96403d1","block_type":"box","text":"The MSCI World ex USA Investable Market Index is an MSCI GIMI Index. The Underlying Index measures","page_number":71,"box":{"x":225,"y":399,"width":729,"height":13}},{"id":"71676786-3318-43f3-a624-4976bc18f6c2","block_type":"box","text":"international stock performance in non-U.S. developed markets. The Underlying Index is a free float-adjusted market","page_number":71,"box":{"x":89,"y":414,"width":816,"height":13}},{"id":"46dab5fa-9ca5-4dad-ad28-4ab507481b19","block_type":"box","text":"capitalization weighted index that captures large-, mid- and small-capitalization representation across international","page_number":71,"box":{"x":89,"y":429,"width":806,"height":13}},{"id":"707276d5-b91c-4af5-81b5-adcf55df1c67","block_type":"box","text":"developed markets (excluding the U.S.). 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MSCI uses the","page_number":71,"box":{"x":278,"y":516,"width":662,"height":13}},{"id":"fd8ce54c-381c-4aa5-8a08-63fdfab85cf1","block_type":"box","text":"index constituent companies’ country of incorporation to determine the relevant dividend withholding tax rates in calculating","page_number":71,"box":{"x":89,"y":531,"width":878,"height":13}},{"id":"91d3c41b-8d9a-47b6-b18a-66e26fd2de88","block_type":"box","text":"the net dividends. Effective December 1, 2009, the regular cash dividend is reinvested after deduction of withholding tax by","page_number":71,"box":{"x":88,"y":547,"width":862,"height":12}},{"id":"e1290fdb-afe2-46d1-9b22-8f48c3b0e7bc","block_type":"box","text":"applying the maximum rate of the company’s country of incorporation applicable to institutional investors. Net dividends","page_number":71,"box":{"x":89,"y":562,"width":847,"height":12}},{"id":"5bf9c10f-031e-445a-a86f-50ec897d7d21","block_type":"box","text":"means dividends after taxes withheld at the rate applicable to non-resident institutional investors who do not benefit from","page_number":71,"box":{"x":89,"y":577,"width":855,"height":12}},{"id":"523ac17e-22ed-42f4-a0c0-69bea4ff97be","block_type":"box","text":"double taxation treaties. Such withholding rates may differ from those applicable to U.S. residents.","page_number":71,"box":{"x":89,"y":592,"width":686,"height":12}},{"id":"0c1df866-4118-452d-9e56-9c55ea766948","block_type":"box","text":"Additional Information.","page_number":71,"box":{"x":88,"y":618,"width":168,"height":10}},{"id":"8b0ecb31-b481-44a5-9f88-2c19d17b7a92","block_type":"box","text":"“MSCI,” MSCI ACWI ex USA IMI, MSCI ACWI ex USA Index, MSCI ACWI, MSCI ACWI Low Carbon","page_number":71,"box":{"x":262,"y":618,"width":676,"height":12}},{"id":"736229fe-5aba-48ff-882c-3898639b3ae1","block_type":"box","text":"Target Index, MSCI AC Asia ex Japan Index, MSCI China A Inclusion Index, MSCI AC Asia ex Japan Minimum Volatility (USD)","page_number":71,"box":{"x":88,"y":633,"width":863,"height":13}},{"id":"b520e4be-514c-4838-8202-ffa61d636f65","block_type":"box","text":"Index, MSCI EAFE IMI Index and MSCI World ex USA Investable Market Index are servicemarks of MSCI Inc. and have been","page_number":71,"box":{"x":89,"y":649,"width":854,"height":11}},{"id":"c5767f1e-27f9-4790-aef0-7cbc689f9cf7","block_type":"box","text":"licensed for use for certain purposes by BFA or its affiliates. The Funds are neither sponsored, endorsed, sold nor promoted","page_number":71,"box":{"x":89,"y":664,"width":858,"height":12}},{"id":"7d171a62-1662-4953-93bd-54566788d4a4","block_type":"box","text":"by MSCI Inc., and MSCI Inc. makes no representation regarding the advisability of investing in any of the Funds.","page_number":71,"box":{"x":89,"y":679,"width":778,"height":12}},{"id":"7b96673f-e7ce-4abf-bc57-378fce3b4abd","block_type":"box","text":"ICE Data Indices","page_number":71,"box":{"x":90,"y":706,"width":200,"height":18}},{"id":"36205b47-107c-4e98-bf03-62442760d866","block_type":"box","text":"Additional Information","page_number":71,"box":{"x":88,"y":741,"width":164,"height":9}},{"id":"5d15b6a2-f545-446b-8268-9756e2785c8c","block_type":"box","text":": ICE Data Indices, LLC is used with permission. ICE is a registered trademark of ICE Data Indices, LLC","page_number":71,"box":{"x":254,"y":741,"width":703,"height":12}},{"id":"3dec8ecc-c5d2-4ed3-b399-852709c8bc0d","block_type":"box","text":"(“IDI”) or its affiliates. “NYSE” is a registered trademark of NYSE Group, Inc., an affiliate of IDI and is used by IDI with","page_number":71,"box":{"x":89,"y":756,"width":809,"height":12}},{"id":"d69c6f03-440c-432d-9a49-c8b05b2f2a74","block_type":"box","text":"permission and under a license. “FactSet” is a registered trademark of FactSet Research Systems, Inc. These trademarks have","page_number":71,"box":{"x":89,"y":771,"width":873,"height":12}},{"id":"0eff2a0a-e854-4097-a6d4-ff18d20c7bfd","block_type":"box","text":"been licensed for use, together with certain IDI indices, for certain purposes by BlackRock Fund Advisors and its affiliates.","page_number":71,"box":{"x":89,"y":786,"width":847,"height":12}},{"id":"5d1d9fa2-099b-4961-ac4e-e67f1a912c37","block_type":"box","text":"NYSE","page_number":71,"box":{"x":89,"y":813,"width":37,"height":9}},{"id":"d3eea7ef-60fa-4cbf-8f83-189dc985e3e8","block_type":"box","text":"®","page_number":71,"box":{"x":126,"y":811,"width":10,"height":6}},{"id":"b7d999a3-beed-4f41-8eb8-03f4c7100412","block_type":"box","text":"FactSet","page_number":71,"box":{"x":141,"y":813,"width":52,"height":9}},{"id":"2942cdb6-c7f6-4277-88ce-e25e25afe1d3","block_type":"box","text":"®","page_number":71,"box":{"x":193,"y":811,"width":9,"height":6}},{"id":"0221e800-4863-434f-b40f-d4df134893e9","block_type":"box","text":"Global Autonomous Driving and Electric Vehicle Index","page_number":71,"box":{"x":208,"y":812,"width":391,"height":13}},{"id":"250520f5-061e-4e21-ac73-0c9961c3939d","block_type":"box","text":"Number of Components: approximately 47","page_number":71,"box":{"x":89,"y":839,"width":308,"height":12}},{"id":"252eb126-7920-47cd-b154-0b0f8cc400b7","block_type":"box","text":"51","page_number":71,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"201cda29-ba88-4953-ad1b-360ed03a9775","block_type":"box","text":"Index Description.","page_number":72,"box":{"x":89,"y":44,"width":131,"height":12}},{"id":"fb2177ea-7418-41cd-b906-1729bb821bc3","block_type":"box","text":"The NYSE FactSet Global Autonomous Driving and Electric Vehicle Index (the “Underlying Index”),","page_number":72,"box":{"x":225,"y":44,"width":686,"height":12}},{"id":"612e3fc1-727a-46c3-8acd-6b84fb9e8019","block_type":"box","text":"measures the performance of equity securities issued by companies that produce autonomous driving vehicles, electric","page_number":72,"box":{"x":89,"y":59,"width":834,"height":12}},{"id":"74c26199-c381-420b-bdff-3d39dc652ede","block_type":"box","text":"vehicles, batteries for electric vehicles, or technologies related to such products. The determination of inclusion in the","page_number":72,"box":{"x":88,"y":74,"width":822,"height":12}},{"id":"b27503b8-582c-485c-9510-1210664f60bc","block_type":"box","text":"Underlying Index is made by the index provider.","page_number":72,"box":{"x":89,"y":89,"width":330,"height":13}},{"id":"acd92621-86c2-4549-9b83-1651fb747fc3","block_type":"box","text":"Constituents are selected using a combination of revenue exposure and supply-chain relationship data, as defined by the","page_number":72,"box":{"x":89,"y":116,"width":846,"height":12}},{"id":"4ee8cf84-b95e-41fb-9fee-d812234d685c","block_type":"box","text":"FactSet Revere Business Industry Classification System (“RBICS”). The Underlying Index is composed of (i) autonomous and","page_number":72,"box":{"x":89,"y":131,"width":867,"height":12}},{"id":"8ef8e561-84bb-4c61-a229-0a5c3b66392d","block_type":"box","text":"electric vehicle manufacturers, (ii) autonomous software and electronics companies, (iii) autonomous and electric driving","page_number":72,"box":{"x":89,"y":146,"width":851,"height":12}},{"id":"6814049e-f381-477c-8a41-56a5cb07c623","block_type":"box","text":"technology companies, (iv) electric vehicle battery producers, (v) electric vehicle battery materials producers, and (vi) electric","page_number":72,"box":{"x":88,"y":161,"width":877,"height":12}},{"id":"dd75b7d4-a4a3-4f0a-9118-fdbdd84d87da","block_type":"box","text":"vehicle charging companies. The Underlying Index is reviewed and reconstituted annually, rebalanced semi-annually, and","page_number":72,"box":{"x":88,"y":176,"width":847,"height":13}},{"id":"8cd6c60d-ce76-45b5-adb7-d4143a832849","block_type":"box","text":"weighted by float adjusted market capitalization with individual securities capped at 4%.","page_number":72,"box":{"x":88,"y":191,"width":618,"height":13}},{"id":"1a8d6a75-c9e8-4022-be9d-866617379deb","block_type":"box","text":"Eligibility.","page_number":72,"box":{"x":89,"y":218,"width":67,"height":12}},{"id":"ab938bfb-7dfc-4834-8c3d-192ba7140161","block_type":"box","text":"The following rules are used for the initial constituent selection and ongoing reconstitution:","page_number":72,"box":{"x":161,"y":218,"width":640,"height":12}},{"id":"42a22b68-dab5-48f4-bc52-8f3a8e90733c","block_type":"box","text":"• Companies must be primarily listed in one of the following 43 countries: Australia, Austria, Belgium, Brazil, Canada,","page_number":72,"box":{"x":89,"y":238,"width":836,"height":12}},{"id":"1ea365a2-1d8d-49d9-ae08-183f7b79ee7d","block_type":"box","text":"Chile, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary, Iceland, India,","page_number":72,"box":{"x":121,"y":253,"width":844,"height":12}},{"id":"99ab0a9f-300f-44e3-9b1c-fb8451447d3b","block_type":"box","text":"Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, the Netherlands, New Zealand, Norway, Peru, the Philippines,","page_number":72,"box":{"x":122,"y":268,"width":812,"height":12}},{"id":"38fa63fc-9cd5-4a91-96b6-f33772cee068","block_type":"box","text":"Poland, Portugal, Singapore, South Africa, Republic of Korea (South Korea), Spain, Sweden, Switzerland, Taiwan,","page_number":72,"box":{"x":122,"y":283,"width":779,"height":13}},{"id":"a8ca6a1e-a3b0-4f03-b2ea-4a8db48ebcf4","block_type":"box","text":"Thailand, Turkey, the U.K. and the U.S.","page_number":72,"box":{"x":121,"y":298,"width":265,"height":13}},{"id":"8b77fdcf-1b56-459a-9f6b-cc0df78ecc9d","block_type":"box","text":"• Companies included in the Underlying Index as autonomous and electric vehicle manufacturers must generate 50% or","page_number":72,"box":{"x":89,"y":319,"width":863,"height":12}},{"id":"f5379500-6341-4346-810f-d59d24ac7369","block_type":"box","text":"more of their revenue from the manufacturing of autonomous or electric vehicles, as defined by the index provider","page_number":72,"box":{"x":122,"y":334,"width":801,"height":12}},{"id":"452f722f-fada-4da1-b8e6-6fe40fe48a0c","block_type":"box","text":"based on RBICS and supply chain relationships data;","page_number":72,"box":{"x":122,"y":349,"width":364,"height":12}},{"id":"04032c1e-7458-4e07-b44a-28d3d0cae441","block_type":"box","text":"• Companies included in the Underlying Index as autonomous software and electronics companies must generate 50% or","page_number":72,"box":{"x":89,"y":369,"width":875,"height":12}},{"id":"1ce95cb7-f9a3-4ce8-ab1a-471aab8a0ecf","block_type":"box","text":"more of their revenue from autonomous software or electronics makers as defined by the index provider based on RBICS","page_number":72,"box":{"x":122,"y":384,"width":843,"height":12}},{"id":"02c117f0-f92b-4178-8e69-d69b737f3366","block_type":"box","text":"and supply chain relationships data;","page_number":72,"box":{"x":121,"y":399,"width":251,"height":13}},{"id":"fc883b10-0bdd-4f4c-b23f-25910ed96307","block_type":"box","text":"• Companies included in the Underlying Index as electric vehicle battery producers must generate 50% or more of their","page_number":72,"box":{"x":89,"y":419,"width":855,"height":13}},{"id":"42f9617e-24ff-4dd9-9665-7528bfb623aa","block_type":"box","text":"revenue from electric vehicle battery manufacturing or generate 50% or more of their revenue from heavy-duty and","page_number":72,"box":{"x":122,"y":434,"width":809,"height":13}},{"id":"838d212a-ef3f-4b66-b33f-de988e4c7dbf","block_type":"box","text":"high-end battery manufacturing or traditional vehicle batteries and have products in electric vehicle batteries as defined","page_number":72,"box":{"x":122,"y":450,"width":836,"height":12}},{"id":"6e352963-793d-4953-8968-ad5191719da8","block_type":"box","text":"by the index provider based on RBICS and supply chain relationships data;","page_number":72,"box":{"x":122,"y":465,"width":516,"height":12}},{"id":"c441168b-03cf-42d1-b5e4-67c7b3e8ddfb","block_type":"box","text":"• Companies included in the Underlying Index as electric vehicle battery materials producers must generate 50% or more","page_number":72,"box":{"x":89,"y":485,"width":869,"height":12}},{"id":"fefd2ead-7c40-4536-a34d-021ee15ae302","block_type":"box","text":"of their revenue in aggregate from lithium mining or manufacturing and supply to car manufacturers or companies that","page_number":72,"box":{"x":121,"y":500,"width":840,"height":12}},{"id":"cd627b85-deca-490c-a2b1-0c9ec5f7565d","block_type":"box","text":"have revenue generated from electric vehicle battery manufacturing as defined by the index provider based on RBICS","page_number":72,"box":{"x":122,"y":515,"width":815,"height":12}},{"id":"9283de19-2036-4fe7-b324-1a7bc9f7c773","block_type":"box","text":"and supply chain relationships data;","page_number":72,"box":{"x":121,"y":530,"width":251,"height":13}},{"id":"3da3d8db-de51-431a-8447-96d80f548e64","block_type":"box","text":"• Companies included in the Underlying Index as electric vehicle charging companies must generate 50% or more of their","page_number":72,"box":{"x":89,"y":550,"width":873,"height":13}},{"id":"ab5587c5-7619-428e-b13c-0f813865b0f8","block_type":"box","text":"revenue from electric vehicle charging stations or battery charging equipment manufacturing and have a business","page_number":72,"box":{"x":122,"y":565,"width":798,"height":13}},{"id":"b99e3fe9-d519-424a-a875-c62baf2eec28","block_type":"box","text":"description which includes “electric vehicle,” as defined by the index provider based on RBICS and supply chain","page_number":72,"box":{"x":121,"y":581,"width":776,"height":12}},{"id":"4820193f-38f1-427f-92bf-55c966d00523","block_type":"box","text":"relationships data;","page_number":72,"box":{"x":122,"y":596,"width":127,"height":12}},{"id":"308d81e5-765a-499f-8ce8-37dbfe5a61a1","block_type":"box","text":"• Companies included in the Underlying Index as autonomous and electric driving technology companies must in","page_number":72,"box":{"x":89,"y":616,"width":814,"height":12}},{"id":"6a9c6714-9029-43ff-a148-8a32330122a7","block_type":"box","text":"aggregate generate 50% or more of their revenue from 8 selected automotive value chain industries and are a supplier","page_number":72,"box":{"x":121,"y":631,"width":830,"height":12}},{"id":"e19e7928-ce6d-4116-abb1-cdeff35f3fa1","block_type":"box","text":"to at least one autonomous or electric vehicle manufacturing company, as defined by the index provider based on RBICS","page_number":72,"box":{"x":121,"y":646,"width":841,"height":12}},{"id":"bf8763de-f53e-4cce-8107-9e86e8646cd8","block_type":"box","text":"and supply chain relationships data;","page_number":72,"box":{"x":121,"y":661,"width":251,"height":13}},{"id":"50eaec98-7688-4dbd-b1cd-072977298409","block_type":"box","text":"• The Underlying Index will include China H-shares traded on the Hong Kong exchange and will not include any China A","page_number":72,"box":{"x":89,"y":681,"width":866,"height":13}},{"id":"366d0a4c-7138-4a13-96b9-807cd80d510c","block_type":"box","text":"shares or China B-shares;","page_number":72,"box":{"x":121,"y":696,"width":177,"height":12}},{"id":"e1e19e02-cc38-4a06-afb1-5696cd1b3cdf","block_type":"box","text":"• The weight of autonomous software and electronics companies and autonomous and electric driving technology","page_number":72,"box":{"x":89,"y":717,"width":826,"height":12}},{"id":"56545314-2f6d-481c-9f5b-298367b28a4e","block_type":"box","text":"companies are in aggregate capped at 25%.","page_number":72,"box":{"x":121,"y":732,"width":308,"height":12}},{"id":"728a6309-3370-4d7b-89e8-4d6074445c78","block_type":"box","text":"• The companies initially included in the Underlying Index or new to the Underlying Index must have a float-adjusted","page_number":72,"box":{"x":89,"y":752,"width":837,"height":12}},{"id":"9f6dfaba-bf3f-43f1-be9c-64830f20f250","block_type":"box","text":"market capitalization of $300 million or greater and three month average daily trading value (“ADTV”) of $2 million or","page_number":72,"box":{"x":122,"y":767,"width":822,"height":12}},{"id":"76f6c374-b744-4855-83c4-197c8642bd7a","block_type":"box","text":"greater; and","page_number":72,"box":{"x":121,"y":782,"width":83,"height":12}},{"id":"6c9b4107-f04f-4afc-82ab-3737b90fef87","block_type":"box","text":"• Existing constituents are not removed from the Underlying Index unless their float-adjusted market capitalization is less","page_number":72,"box":{"x":89,"y":802,"width":868,"height":13}},{"id":"4e298695-0228-41d5-9eef-035ed1400db4","block_type":"box","text":"than $225 million and three month ADTV is less than $1.5 million.","page_number":72,"box":{"x":121,"y":817,"width":461,"height":11}},{"id":"dfa9d9ce-4ec7-4520-a75f-20817518326f","block_type":"box","text":"NYSE","page_number":72,"box":{"x":89,"y":844,"width":37,"height":10}},{"id":"1aeb2652-9596-4d6c-99ab-a103f3bd8d82","block_type":"box","text":"®","page_number":72,"box":{"x":126,"y":842,"width":10,"height":6}},{"id":"4f472b45-5f11-471d-8b04-f6c50786db38","block_type":"box","text":"FactSet","page_number":72,"box":{"x":141,"y":844,"width":52,"height":10}},{"id":"ba478634-780f-45f8-b3a0-06e7f1e3de12","block_type":"box","text":"®","page_number":72,"box":{"x":193,"y":842,"width":9,"height":6}},{"id":"26db1cea-0690-4a51-bd95-477232fc2fc8","block_type":"box","text":"Global Cyber Security Index","page_number":72,"box":{"x":208,"y":844,"width":200,"height":12}},{"id":"f0839605-834b-42bb-b7b3-0555923306e8","block_type":"box","text":"52","page_number":72,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"c61aaee7-680f-4d9f-aead-03166da2f65a","block_type":"box","text":"Number of Components: approximately 33","page_number":73,"box":{"x":89,"y":44,"width":308,"height":12}},{"id":"7d8ba9f4-2971-49d4-b204-8ff389dc87e9","block_type":"box","text":"Index Description.","page_number":73,"box":{"x":89,"y":70,"width":131,"height":13}},{"id":"896c55e8-8e8e-4658-b893-b972ff9a2ac5","block_type":"box","text":"The NYSE FactSet Global Cyber Security Index is designed to represent a broad universe of developed and","page_number":73,"box":{"x":225,"y":70,"width":738,"height":13}},{"id":"0891848c-dbc0-4fba-b72b-8c5513ec3fdf","block_type":"box","text":"emerging market companies that have significant revenue exposure to, or are market leaders in, the cyber security value","page_number":73,"box":{"x":89,"y":85,"width":846,"height":13}},{"id":"c23d9beb-67a8-4c82-9c89-ef42badc5b5d","block_type":"box","text":"chain, including cyber security hardware, software, products, and services. Constituents are selected using a combination of","page_number":73,"box":{"x":89,"y":101,"width":870,"height":12}},{"id":"ba01bd09-e2d6-4e64-aa42-e29dc9c639e6","block_type":"box","text":"revenue exposure and supply-chain relationship data, as defined by the FactSet Revere Business Industry Classification","page_number":73,"box":{"x":89,"y":116,"width":828,"height":12}},{"id":"52da2bea-d7ea-4b30-937f-16b585043a25","block_type":"box","text":"System (“RBICS”). The index is composed of industries such as customer premises network security equipment producers,","page_number":73,"box":{"x":88,"y":131,"width":860,"height":12}},{"id":"438dffb4-8da2-4f2c-8334-23310e1f55f1","block_type":"box","text":"network security software providers, and aerospace and defense IT service providers. The Underlying Index is reconstituted","page_number":73,"box":{"x":89,"y":146,"width":861,"height":12}},{"id":"461bd636-0d7e-457e-aae8-4d21b59d3737","block_type":"box","text":"annually, rebalanced semi-annually and weighted by float-adjusted market cap with individual constituents capped at 4% of","page_number":73,"box":{"x":89,"y":161,"width":871,"height":12}},{"id":"5378238c-7286-43e3-8e83-83fae6274746","block_type":"box","text":"the index.","page_number":73,"box":{"x":88,"y":176,"width":68,"height":10}},{"id":"5915a88d-2ab9-43f5-a17b-187e01733026","block_type":"box","text":"Eligibility.","page_number":73,"box":{"x":89,"y":203,"width":67,"height":12}},{"id":"54f1599c-b410-48fe-98b0-e0cf254091bd","block_type":"box","text":"The following rules are used for the initial constituent selection and ongoing reconstitution:","page_number":73,"box":{"x":161,"y":203,"width":640,"height":12}},{"id":"8c9020ea-511e-4a94-8cc0-4824b96fd508","block_type":"box","text":"• Companies must be primarily listed in one of the following 43 countries: Australia, Austria, Belgium, Brazil, Canada,","page_number":73,"box":{"x":89,"y":223,"width":836,"height":12}},{"id":"73c3f841-5087-4da3-8f1d-bb348b4356b6","block_type":"box","text":"Chile, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary, Iceland, India,","page_number":73,"box":{"x":121,"y":238,"width":844,"height":12}},{"id":"0b47cbcf-688e-4a8e-9ca7-5b6d60072056","block_type":"box","text":"Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, the Netherlands, New Zealand, Norway, Peru, the Philippines,","page_number":73,"box":{"x":122,"y":253,"width":812,"height":12}},{"id":"2b638b32-5aa3-4bf1-9173-baff63a3dc4d","block_type":"box","text":"Poland, Portugal, Singapore, South Africa, Republic of Korea (South Korea), Spain, Sweden, Switzerland, Taiwan,","page_number":73,"box":{"x":122,"y":268,"width":779,"height":12}},{"id":"6a246876-84e7-45c6-bb7e-2e9474c29fb6","block_type":"box","text":"Thailand, Turkey, the U.K. and the U.S.","page_number":73,"box":{"x":121,"y":283,"width":265,"height":13}},{"id":"9061b500-2d75-431b-9bb1-96b819197829","block_type":"box","text":"• Companies must have at least 50% of their revenue from a RBICS sub-industry with exposure to the cybersecurity","page_number":73,"box":{"x":89,"y":303,"width":831,"height":13}},{"id":"124e0eeb-991b-4478-9130-ac6061bab829","block_type":"box","text":"hardware or cybersecurity software and services industries.","page_number":73,"box":{"x":122,"y":319,"width":414,"height":12}},{"id":"06eaa730-6566-4f6d-9f88-d1030943b5ea","block_type":"box","text":"• Companies must have:","page_number":73,"box":{"x":89,"y":339,"width":191,"height":12}},{"id":"07fea554-2910-4de5-8584-d1fb5b054a89","block_type":"box","text":"• float-adjusted market capitalization of $300 million or greater (USD); existing constituents could remain if their","page_number":73,"box":{"x":121,"y":359,"width":810,"height":12}},{"id":"7b6661b5-08e3-44a9-a748-213542b30116","block_type":"box","text":"float-adjusted market capitalization is $225 million or greater (USD)","page_number":73,"box":{"x":153,"y":374,"width":475,"height":12}},{"id":"3842efeb-8dfc-43f3-98b7-6c748a8b63ef","block_type":"box","text":"• 3 month ADTV (Average Daily Trading Value) of $2 million or greater (USD); existing constituents could remain if 3","page_number":73,"box":{"x":121,"y":394,"width":838,"height":12}},{"id":"745a47a2-8b80-4afc-a27f-272f22a4822c","block_type":"box","text":"month ADTV is at least $1.5 million (USD)","page_number":73,"box":{"x":154,"y":409,"width":292,"height":13}},{"id":"f89a131d-71eb-4977-829d-9320060d80d6","block_type":"box","text":"As of July 31, 2025, there are 12 RBICS sub-industries with exposure to cybersecurity hardware or cybersecurity software and","page_number":73,"box":{"x":88,"y":436,"width":874,"height":12}},{"id":"bd03a670-d184-4b97-88e8-594be8e0e83f","block_type":"box","text":"services industries: Customer Premises Network Security Equipment, General Carrier Edge (Access) Equipment, Carrier Edge","page_number":73,"box":{"x":89,"y":451,"width":869,"height":12}},{"id":"abd59217-d39d-4585-add2-949b16635606","block_type":"box","text":"Network Management Equipment, Wireline Equipment, Network Security Access Policy Software, Network Security Software,","page_number":73,"box":{"x":89,"y":466,"width":876,"height":12}},{"id":"1ec54e25-8c0a-4adf-bfff-04fa4cd52eca","block_type":"box","text":"Enterprise Security Management Software, Other Network Software, Government IT Services, Aerospace and Defense IT","page_number":73,"box":{"x":89,"y":481,"width":841,"height":12}},{"id":"b1ac8659-70bc-41db-9d0b-bbfc45a66738","block_type":"box","text":"Services, Security and Management Consulting and Multi-Type Home and Office Software (with an additional screen to","page_number":73,"box":{"x":88,"y":496,"width":838,"height":13}},{"id":"d9f77fb4-df52-4ac3-84bf-00b81ce66128","block_type":"box","text":"target the RBICS focus path in Revere Hierarchy as “Technology > Software > Home/Office > Handheld/Smart Phone >","page_number":73,"box":{"x":88,"y":511,"width":826,"height":13}},{"id":"970e661e-d406-4910-9edc-e5a001e91d3f","block_type":"box","text":"System Utilities > Security”).","page_number":73,"box":{"x":88,"y":526,"width":196,"height":13}},{"id":"cb88cf7f-dd93-4d6b-9c1e-62aff7aa07bc","block_type":"box","text":"NYSE","page_number":73,"box":{"x":89,"y":553,"width":37,"height":10}},{"id":"39061b23-6b36-4f3b-b10c-dfdc33041d83","block_type":"box","text":"®","page_number":73,"box":{"x":126,"y":551,"width":10,"height":6}},{"id":"11de7dc8-0865-494a-82a3-a66180a202c7","block_type":"box","text":"FactSet","page_number":73,"box":{"x":141,"y":553,"width":52,"height":10}},{"id":"587a4cf4-2822-4e98-8b15-d5b58e0fc11e","block_type":"box","text":"®","page_number":73,"box":{"x":193,"y":551,"width":9,"height":6}},{"id":"6e911e76-c635-45db-b705-3fb5c99f9e80","block_type":"box","text":"Global Genomics and Immuno Biopharma Index","page_number":73,"box":{"x":208,"y":553,"width":347,"height":12}},{"id":"c3466a9b-e782-4079-9929-c1d75f61b553","block_type":"box","text":"Number of Components: approximately 42","page_number":73,"box":{"x":89,"y":579,"width":308,"height":13}},{"id":"1ad8f324-e8ca-4c23-88ee-a2923dbadc95","block_type":"box","text":"Index Description.","page_number":73,"box":{"x":89,"y":606,"width":131,"height":12}},{"id":"fca7c3ac-8794-49f2-866e-177d773fc568","block_type":"box","text":"The NYSE FactSet Global Genomics and Immuno Biopharma Index is designed to represent a broad","page_number":73,"box":{"x":225,"y":606,"width":694,"height":12}},{"id":"a23026f1-dafd-4a93-892a-4ec63b4bfe7e","block_type":"box","text":"universe of developed and emerging market companies that have significant revenue exposure to, or are market leaders in,","page_number":73,"box":{"x":89,"y":621,"width":858,"height":12}},{"id":"425c9f7f-7c5d-417c-9248-6b11884c97b7","block_type":"box","text":"genomics, immunology and bioengineering. Constituents are selected using a combination of revenue exposure and supply","page_number":73,"box":{"x":89,"y":636,"width":872,"height":12}},{"id":"a7f805d7-24c7-412c-a819-620fd3ff4780","block_type":"box","text":"chain relationship data, as defined by the FactSet Revere Business Industry Classification System (“RBICS”). The index is","page_number":73,"box":{"x":89,"y":651,"width":836,"height":12}},{"id":"0d699720-f7c8-4757-8b5d-56c1485a554b","block_type":"box","text":"composed of companies involved in biopharmaceutical services, healthcare equipment and healthcare services that could","page_number":73,"box":{"x":89,"y":666,"width":852,"height":13}},{"id":"1f07cd6c-4932-4f5d-9043-825a6adb84e4","block_type":"box","text":"benefit from the long-term growth and innovation in genomics, immunology and bioengineering. The Underlying Index is","page_number":73,"box":{"x":89,"y":681,"width":852,"height":13}},{"id":"f0973713-8b95-4461-bb02-64adbf974f6b","block_type":"box","text":"reconstituted annually, rebalanced semi-annually and weighted by float-adjusted market cap with individual constituents","page_number":73,"box":{"x":89,"y":696,"width":847,"height":13}},{"id":"26c00003-5c22-4d81-8732-30b8b482d41d","block_type":"box","text":"capped at 4% of the index. The aggregate weight of component securities classified as Level 6 industry “Diversified","page_number":73,"box":{"x":89,"y":712,"width":807,"height":12}},{"id":"300aa270-f99e-4842-81ac-5474e22a2baa","block_type":"box","text":"Biopharmaceuticals” is capped at 25% of the index.","page_number":73,"box":{"x":89,"y":727,"width":361,"height":12}},{"id":"65c56c6e-9c9f-4277-b02c-b614e7bb630f","block_type":"box","text":"Eligibility.","page_number":73,"box":{"x":89,"y":753,"width":67,"height":13}},{"id":"40605c33-bfd1-4555-b10a-15ef339d68c6","block_type":"box","text":"The following rules are used for the initial constituent selection and ongoing reconstitution:","page_number":73,"box":{"x":161,"y":753,"width":640,"height":13}},{"id":"35fbb16b-c011-45ba-8309-5676c44c838b","block_type":"box","text":"• Companies must be primarily listed in one of the following 43 countries: Australia, Austria, Belgium, Brazil, Canada,","page_number":73,"box":{"x":89,"y":773,"width":836,"height":13}},{"id":"b049ae47-c35c-402c-8df4-61c9793ec788","block_type":"box","text":"Chile, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary, Iceland, India,","page_number":73,"box":{"x":121,"y":788,"width":844,"height":13}},{"id":"bba7f00a-e281-4df6-8f5b-3954f78fd154","block_type":"box","text":"Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, the Netherlands, New Zealand, Norway, Peru, the Philippines,","page_number":73,"box":{"x":122,"y":804,"width":812,"height":12}},{"id":"c3890375-7534-4584-8a40-41ac9c8e7c83","block_type":"box","text":"Poland, Portugal, Singapore, South Africa, Republic of Korea (South Korea), Spain, Sweden, Switzerland, Taiwan,","page_number":73,"box":{"x":122,"y":819,"width":779,"height":12}},{"id":"b255028f-71f6-4832-8540-08aa87d5e63c","block_type":"box","text":"Thailand, Turkey, the U.K. and the U.S.","page_number":73,"box":{"x":121,"y":834,"width":265,"height":12}},{"id":"8949dfd2-0bc1-4a1a-9e4b-01d288c408d2","block_type":"box","text":"• The index selects companies that generate 50% or higher revenue from 60 RBICS Level 6 industries, which are","page_number":73,"box":{"x":89,"y":854,"width":805,"height":12}},{"id":"7c912423-88c9-4002-8835-d80a2e8b8fc7","block_type":"box","text":"53","page_number":73,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"31f4ee89-53b1-431f-90ab-d86a1d4d61c6","block_type":"box","text":"considered to be potential genomics and immuno biopharma products and technology developers, including 31","page_number":74,"box":{"x":121,"y":44,"width":783,"height":12}},{"id":"0fc2859e-8183-4cee-9389-5e63c54af5a5","block_type":"box","text":"biopharmaceutical industries, 7 healthcare equipment industries, and 22 healthcare services industries.","page_number":74,"box":{"x":122,"y":59,"width":722,"height":12}},{"id":"d73dcc73-bfbd-4632-8948-7e328c167355","block_type":"box","text":"• Within the universe of companies, the index provider conducts keyword searches related to genomics and immuno","page_number":74,"box":{"x":89,"y":79,"width":839,"height":13}},{"id":"c8c63bc4-e932-4fd0-aa09-17f03c3e6b50","block_type":"box","text":"biopharmaceutical products and technologies in the FactSet Supply Chain Relationships database and calculates a","page_number":74,"box":{"x":122,"y":94,"width":799,"height":13}},{"id":"1ea28fc5-671d-4cd4-b93e-1f40dbc4ba90","block_type":"box","text":"composite theme score. Companies are ranked by this composite score in descending order, and the top 50 companies","page_number":74,"box":{"x":121,"y":109,"width":833,"height":13}},{"id":"500c9227-c495-4841-8f8c-83e782204249","block_type":"box","text":"are selected for inclusion.","page_number":74,"box":{"x":121,"y":125,"width":177,"height":9}},{"id":"bb9987f2-e87c-432d-929f-0b7a50c787b5","block_type":"box","text":"• Companies must have:","page_number":74,"box":{"x":89,"y":145,"width":191,"height":12}},{"id":"9875a3ee-9251-4e48-8497-c65415ad8904","block_type":"box","text":"• float-adjusted market capitalization of $300 million or greater (USD); existing constituents could remain if their","page_number":74,"box":{"x":121,"y":165,"width":810,"height":12}},{"id":"ca3ecd21-e8ec-4e24-a5c7-e5eed26e1f7d","block_type":"box","text":"float-adjusted market capitalization is $225 million or greater","page_number":74,"box":{"x":153,"y":180,"width":429,"height":12}},{"id":"df788c47-cc94-4ce2-9a87-8cf9a48c4b84","block_type":"box","text":"• 3 month ADTV of $2 million or greater (USD); existing constituents could remain if 3 month ADTV is at least $1.5","page_number":74,"box":{"x":121,"y":200,"width":825,"height":12}},{"id":"73ef78ba-cb1f-484e-8234-e5a378f0da70","block_type":"box","text":"million (USD)","page_number":74,"box":{"x":154,"y":215,"width":92,"height":13}},{"id":"32ca1fae-8c62-4f5b-94dc-d37e3ab09579","block_type":"box","text":"NYSE","page_number":74,"box":{"x":89,"y":242,"width":37,"height":9}},{"id":"fc83ed52-fd8f-4c5e-bac6-e0bbbc1d1188","block_type":"box","text":"®","page_number":74,"box":{"x":126,"y":240,"width":10,"height":6}},{"id":"aed5ab10-3bb0-4ce8-baff-cbd3182acb32","block_type":"box","text":"FactSet","page_number":74,"box":{"x":141,"y":242,"width":52,"height":9}},{"id":"806637c2-6c83-450a-aa57-2fc9f7d0d8ef","block_type":"box","text":"®","page_number":74,"box":{"x":193,"y":240,"width":9,"height":6}},{"id":"f58c49ca-0acd-4080-aed5-87ff772c515c","block_type":"box","text":"Global Neuro Biopharma and MedTech Index","page_number":74,"box":{"x":208,"y":242,"width":325,"height":12}},{"id":"fc767a2d-2ae4-446e-84ab-802972120e73","block_type":"box","text":"Number of Components: approximately 53","page_number":74,"box":{"x":89,"y":268,"width":308,"height":12}},{"id":"4d607b86-7ba9-422c-9996-65fcfe237fb5","block_type":"box","text":"Index Description.","page_number":74,"box":{"x":89,"y":295,"width":131,"height":12}},{"id":"3f29ed92-9755-47f6-b039-c98c3837d948","block_type":"box","text":"The NYSE FactSet Global Neuro Biopharma and MedTech Index is a rules-based, modified float-adjusted","page_number":74,"box":{"x":225,"y":295,"width":728,"height":12}},{"id":"7b992029-3d96-4918-a755-9f0d86895846","block_type":"box","text":"market capitalization-weighted equity benchmark designed to track the performance of globally listed companies involved in","page_number":74,"box":{"x":89,"y":310,"width":873,"height":12}},{"id":"ec74825d-a06e-4825-a231-74a33b1d6ecf","block_type":"box","text":"the research, development or manufacturing of neurology biopharmaceuticals or neurological devices, as determined by the","page_number":74,"box":{"x":88,"y":325,"width":871,"height":12}},{"id":"6475385e-0096-4443-b38f-fb89c5d0f7bf","block_type":"box","text":"index provider.","page_number":74,"box":{"x":89,"y":340,"width":101,"height":12}},{"id":"ea0d2ba7-1e80-4571-9bd0-42db5ff67510","block_type":"box","text":"Eligibility.","page_number":74,"box":{"x":89,"y":366,"width":67,"height":13}},{"id":"4524e80d-ced0-4033-a191-ebb43960104c","block_type":"box","text":"The following rules are used for the initial constituent selection and ongoing reconstitution:","page_number":74,"box":{"x":161,"y":366,"width":640,"height":13}},{"id":"6fc1f5c9-b261-4cc0-bff6-9912e6e33bfc","block_type":"box","text":"• Companies must be listed in one of the following 44 countries or regions: Australia, Austria, Belgium, Brazil, Canada,","page_number":74,"box":{"x":89,"y":387,"width":845,"height":12}},{"id":"eca78272-f68f-4c62-93da-36f3c4472bcb","block_type":"box","text":"Chile, China, Colombia, Czech Republic, Denmark, Egypt, Finland, France, Germany, Greece, Hong Kong, Hungary,","page_number":74,"box":{"x":121,"y":402,"width":792,"height":12}},{"id":"4a625e8e-c2da-4d8d-9601-a5cd63d46027","block_type":"box","text":"Iceland, India, Indonesia, Ireland, Israel, Italy, Japan, Malaysia, Mexico, the Netherlands, New Zealand, Norway, Peru, the","page_number":74,"box":{"x":122,"y":417,"width":830,"height":12}},{"id":"55faaa6d-e0db-4226-be1f-83cc49a44589","block_type":"box","text":"Philippines, Poland, Portugal, Singapore, South Africa, South Korea, Spain, Sweden, Switzerland, Taiwan, Thailand,","page_number":74,"box":{"x":122,"y":432,"width":794,"height":12}},{"id":"35a9668b-1041-4422-9e53-48da73eb8028","block_type":"box","text":"Turkey, United Kingdom, and the U.S. China A-shares are eligible for inclusion in the index.","page_number":74,"box":{"x":121,"y":447,"width":631,"height":12}},{"id":"b133052d-26f5-482e-993b-1726907acd5c","block_type":"box","text":"• Securities listed on the Shanghai Stock Exchange (“SSE”) and the Shenzhen Stock Exchange (“SZSE”) must be eligible","page_number":74,"box":{"x":89,"y":467,"width":857,"height":13}},{"id":"743c3433-0ec0-4f00-92d7-acb8c39029ab","block_type":"box","text":"for buy-and-sell northbound trading under the Shanghai and Shenzhen Stock Connect programs. If an index constituent","page_number":74,"box":{"x":121,"y":482,"width":844,"height":13}},{"id":"a37ae67c-639c-4970-b87b-fa5ab33287c1","block_type":"box","text":"listed on the SSE or the SZSE loses buy-and-sell Stock Connect eligibility, it will be removed from the index at the earliest","page_number":74,"box":{"x":122,"y":497,"width":841,"height":13}},{"id":"758b2c20-ee46-4f92-aee7-137ae7bb0738","block_type":"box","text":"subsequent reconstitution or rebalance.","page_number":74,"box":{"x":121,"y":513,"width":278,"height":12}},{"id":"67576c2b-0a29-4acb-a62d-365516b0257c","block_type":"box","text":"• Companies must have:","page_number":74,"box":{"x":89,"y":533,"width":191,"height":12}},{"id":"6e1db816-4eb8-48d0-8450-685b2ecde768","block_type":"box","text":"• A float-adjusted market capitalization of at least $100 million; and","page_number":74,"box":{"x":187,"y":553,"width":492,"height":12}},{"id":"3fe2dec8-8e88-4ddd-92c3-5b94f042e86c","block_type":"box","text":"• A 3-month average daily trading value (“ADTV”) of $1 million or greater.","page_number":74,"box":{"x":187,"y":573,"width":535,"height":12}},{"id":"51f10f95-4e13-430e-a4af-94461460db8e","block_type":"box","text":"• Existing constituents may remain in the index if their float-adjusted market capitalization is at least $75 million and their","page_number":74,"box":{"x":89,"y":593,"width":872,"height":13}},{"id":"d98c3330-b897-46ad-9bae-756b31b22568","block_type":"box","text":"3-month ADTV is at least $750,000 at each index reconstitution and rebalance.","page_number":74,"box":{"x":121,"y":608,"width":554,"height":12}},{"id":"704a429f-2504-49aa-adf5-1dd6845e87dc","block_type":"box","text":"Index Methodology.","page_number":74,"box":{"x":89,"y":635,"width":143,"height":12}},{"id":"707c9d8c-dd6a-484a-876e-a56d3426e88d","block_type":"box","text":"Securities that meet the eligibility requirements listed above are selected for inclusion based on their","page_number":74,"box":{"x":238,"y":635,"width":701,"height":12}},{"id":"7675d55c-c506-4a34-a7f9-a2c0a5d83c1e","block_type":"box","text":"classification within one of two sub-industries defined by the FactSet Revere Business Industry Classification System","page_number":74,"box":{"x":89,"y":650,"width":811,"height":12}},{"id":"3de819ed-6e73-48c3-bdd6-62b854f92cda","block_type":"box","text":"(“RBICS”): Neurology Biopharmaceuticals and Neurology Devices. For a company to be included in either sub-industry, the","page_number":74,"box":{"x":89,"y":665,"width":856,"height":12}},{"id":"249a2b11-3730-4989-9935-02ab789a03f6","block_type":"box","text":"sub-industry must represent at least 50% of the company’s annual revenues or, for pre-revenue companies, the sub","page_number":74,"box":{"x":89,"y":680,"width":815,"height":12}},{"id":"a89738e2-ddcb-4b49-8765-e609e49efe76","block_type":"box","text":"industry’s primary business as indicated by its product pipeline, each as determined by the index provider. The index","page_number":74,"box":{"x":89,"y":695,"width":813,"height":13}},{"id":"7d5ea0e6-3f58-4adf-95b7-383143829fca","block_type":"box","text":"methodology does not require that at least one company from each of the RBICS sub-industries be included in the","page_number":74,"box":{"x":89,"y":710,"width":799,"height":13}},{"id":"a64a045c-348b-4974-9d09-3837f3aa4a8b","block_type":"box","text":"Underlying Index. Constituents may also operate business lines that generate revenue in other industries. The index provider","page_number":74,"box":{"x":89,"y":725,"width":870,"height":13}},{"id":"0d95472b-8436-496e-8f20-c80e857f10d2","block_type":"box","text":"seeks to exclude companies whose business description, trade names or supply chain relationships indicate involvement in","page_number":74,"box":{"x":89,"y":741,"width":860,"height":12}},{"id":"d01dd8ee-d3c4-4b2f-9944-249f17f18d2a","block_type":"box","text":"psychedelics or cannabis, as determined by the index provider based on an analysis using FactSet keyword data.","page_number":74,"box":{"x":89,"y":756,"width":784,"height":12}},{"id":"1ed2deb9-5fab-44b5-9839-fd53227a7e8c","block_type":"box","text":"Constituents are weighted by float-adjusted market capitalization, with an individual cap of 4% of the Underlying Index at","page_number":74,"box":{"x":89,"y":782,"width":851,"height":12}},{"id":"db6df96c-78ba-47a2-a798-55ca3f6ac8e0","block_type":"box","text":"each index reconstitution and rebalance. Any excess amounts are redistributed among the remaining securities on a pro rata","page_number":74,"box":{"x":89,"y":797,"width":872,"height":13}},{"id":"31093b26-41c1-43ab-9055-ece5a48baf41","block_type":"box","text":"basis, subject to the 4% cap. The Underlying Index is reviewed and reconstituted in March and September and rebalanced","page_number":74,"box":{"x":89,"y":812,"width":853,"height":13}},{"id":"2847d5b9-f193-4333-8668-4ec5059f2dc8","block_type":"box","text":"quarterly.","page_number":74,"box":{"x":89,"y":828,"width":64,"height":12}},{"id":"27dc13c4-2af0-4b4a-ae82-60b966d945ed","block_type":"box","text":"54","page_number":74,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"45354830-d1ab-441c-8685-0dcdc2be6859","block_type":"box","text":"The STOXX Indexes","page_number":75,"box":{"x":88,"y":44,"width":248,"height":17}},{"id":"cabdb2ba-b5d4-4e10-8028-41d970ffc029","block_type":"box","text":"STOXX Total Market Indexes","page_number":75,"box":{"x":88,"y":78,"width":206,"height":10}},{"id":"d6b1e885-db58-4f2b-b164-823a22ddb2eb","block_type":"box","text":"Each of the STOXX Total Market Indexes is a subset of the STOXX Global Total Market index (the “Global TMI”), which","page_number":75,"box":{"x":89,"y":104,"width":826,"height":13}},{"id":"3e5557ca-d198-487d-83d8-4584fed46303","block_type":"box","text":"represents 95 percent of the free float market capitalization worldwide, with a variable number of components. The STOXX","page_number":75,"box":{"x":89,"y":119,"width":861,"height":13}},{"id":"8fd1c7ad-7968-40c9-b2a6-6e51cb8a3511","block_type":"box","text":"global equity universe includes all common stocks and equities with similar characteristics from financial markets that","page_number":75,"box":{"x":89,"y":135,"width":828,"height":12}},{"id":"11b0231e-e9f8-4ec9-9ff5-280c21ff4fbc","block_type":"box","text":"provide real-time and historical component and currency pricing. The Global TMI is the fraction of the STOXX investable","page_number":75,"box":{"x":89,"y":150,"width":841,"height":12}},{"id":"3af48662-5b38-4ed6-a9ab-67f3f39cf0a8","block_type":"box","text":"universe listed on eligible stock exchanges. The STOXX Country Total Market indexes form the basis for all regional STOXX","page_number":75,"box":{"x":89,"y":165,"width":857,"height":12}},{"id":"c056ee48-c548-4a47-beeb-6a117be3c0f0","block_type":"box","text":"Total Market indexes (each, a “Regional TMI”). Each STOXX Country Total Market index aims to represent a broad market","page_number":75,"box":{"x":88,"y":180,"width":851,"height":12}},{"id":"f6ef40d2-7611-4b26-b2ff-8a442a581bd6","block_type":"box","text":"and covers at least 95 percent of the free float market capitalization of the respective country’s investable universe. Each of","page_number":75,"box":{"x":89,"y":195,"width":859,"height":12}},{"id":"85662594-133c-485c-aabb-4a52ac30f7db","block_type":"box","text":"the STOXX Total Market Indexes is derived from its respective Regional TMI(s).","page_number":75,"box":{"x":88,"y":210,"width":550,"height":13}},{"id":"71160143-1472-4d3e-8e52-0946f4eb5959","block_type":"box","text":"STOXX World Equity Indexes","page_number":75,"box":{"x":88,"y":237,"width":207,"height":12}},{"id":"6f46745b-bdf5-46b1-9df5-9794f717afdf","block_type":"box","text":"The STOXX World Equity Indexes includes a number of regional, country and sector equity indexes which are modular","page_number":75,"box":{"x":88,"y":263,"width":827,"height":12}},{"id":"0a5847fe-2729-462f-8d0f-653d2c9714c9","block_type":"box","text":"components of the STOXX World AC All Cap Index (AC stand for All Countries). The STOXX World AC All Cap Index aims to","page_number":75,"box":{"x":89,"y":278,"width":862,"height":13}},{"id":"a01807a9-902f-4274-bd67-d5f8011048c8","block_type":"box","text":"provide a broad universe that includes all investable stocks, ADR’s and GDR’s from all developed and emerging markets in the","page_number":75,"box":{"x":89,"y":293,"width":878,"height":13}},{"id":"9eda5ea2-e13f-459e-a0d6-c5603eb0b646","block_type":"box","text":"world. Large Cap, Mid Cap and Small Cap Indexes provide coverage of approximately the top 70 percent, 85 percent and 95","page_number":75,"box":{"x":88,"y":308,"width":863,"height":13}},{"id":"635fe8c3-49cc-4e31-aef7-da6863afc5cf","block_type":"box","text":"percent of each respective countries’ free float-adjusted market capitalization. The universe for all countries besides China, is","page_number":75,"box":{"x":89,"y":324,"width":871,"height":12}},{"id":"5d0a4e83-d0fa-4d3c-9075-704555e07139","block_type":"box","text":"the combination of the respective STOXX Country Total Market Index, the respective country’s constituents in the STOXX","page_number":75,"box":{"x":88,"y":339,"width":850,"height":12}},{"id":"6938f841-e08e-44b6-9d5c-910541905e98","block_type":"box","text":"GCC Total Market Index (a Regional TMI that aims to represent the Gulf Cooperation Council countries market, which","page_number":75,"box":{"x":89,"y":354,"width":821,"height":12}},{"id":"c409ee58-20c0-48aa-86d8-026d737a6283","block_type":"box","text":"consists of Bahrain, Kuwait, Oman, Qatar, Saudi Arabia and the United Arab Emirates) and the respective country’s","page_number":75,"box":{"x":89,"y":369,"width":800,"height":12}},{"id":"dff95dd7-e8b2-46cb-85cb-74ef7d9422b0","block_type":"box","text":"constituents of the STOXX World DR Index (a free-float market capitalization-weighted index of depositary receipts whose","page_number":75,"box":{"x":89,"y":384,"width":856,"height":12}},{"id":"62b4301a-710c-4c3f-bb01-e33863f98ed9","block_type":"box","text":"universe includes ADRs and GDRs that are traded on the New York Stock Exchange, NASDAQ, or the London Stock","page_number":75,"box":{"x":89,"y":399,"width":803,"height":13}},{"id":"645a85a3-39dd-4222-a279-793139086670","block_type":"box","text":"Exchange). For China the universe is the aggregate of the STOXX China Total Market Index, the STOXX China A Total Market","page_number":75,"box":{"x":89,"y":414,"width":870,"height":13}},{"id":"e8d93ef0-64b4-4572-be65-1b8c3f113c1d","block_type":"box","text":"Index, the STOXX China P-Chip Total Market Index, and the China constituents in the STOXX Global DR Index.","page_number":75,"box":{"x":89,"y":429,"width":768,"height":13}},{"id":"804f5aed-e33d-4e11-88d0-fad488a3ca9a","block_type":"box","text":"STOXX Global Energy Storage and Materials Index","page_number":75,"box":{"x":88,"y":456,"width":363,"height":12}},{"id":"3e61b19d-8988-4b2f-b562-f78fc9c8ddf7","block_type":"box","text":"Number of Components: approximately 63","page_number":75,"box":{"x":89,"y":475,"width":308,"height":12}},{"id":"cf139805-c765-4313-91cb-993739734430","block_type":"box","text":"Index Description.","page_number":75,"box":{"x":89,"y":497,"width":131,"height":13}},{"id":"90f67292-f57f-437e-bd76-9227006adea2","block_type":"box","text":"The STOXX Global Energy Storage and Materials Index measures the performance of equity securities of","page_number":75,"box":{"x":225,"y":497,"width":731,"height":13}},{"id":"fc2c650c-18a2-46d9-be1d-7994826cde2d","block_type":"box","text":"companies involved in energy storage solutions aiming to support the transition to a low carbon economy, including","page_number":75,"box":{"x":89,"y":513,"width":813,"height":12}},{"id":"ed8e52a1-56a6-4814-8e04-7737800f6de6","block_type":"box","text":"hydrogen, fuel cells, and batteries as determined by STOXX Ltd. The Underlying Index is composed of U.S. and non-U.S.","page_number":75,"box":{"x":89,"y":528,"width":835,"height":12}},{"id":"c93bbe9f-0001-4dee-9cf8-637ec78fd001","block_type":"box","text":"equity securities selected from the STOXX World AC All Cap Index (the “Parent Index”). The Parent Index is composed of","page_number":75,"box":{"x":89,"y":543,"width":844,"height":12}},{"id":"64bf4e43-605f-4f9c-82ec-59642b185a3d","block_type":"box","text":"large-, mid- and small capitalization stocks from developed and emerging markets.","page_number":75,"box":{"x":89,"y":558,"width":579,"height":12}},{"id":"3fb695e3-ee90-455a-87e7-58a62e91967d","block_type":"box","text":"Index Methodology.","page_number":75,"box":{"x":89,"y":584,"width":143,"height":13}},{"id":"2c8f9d81-9acb-4ade-803f-af1ff157835f","block_type":"box","text":"To construct the Underlying Index, the Index Provider begins with common equity securities (including","page_number":75,"box":{"x":237,"y":584,"width":720,"height":13}},{"id":"e625db4f-aa36-48d4-b7d5-bb68c2b833e3","block_type":"box","text":"depositary receipts) from the Parent Index and selects stocks belonging to the eligible country list which have an adjusted","page_number":75,"box":{"x":89,"y":599,"width":852,"height":13}},{"id":"2c10c1db-f4ba-4ac6-b910-1b8421a4c0d5","block_type":"box","text":"free-float market capitalization of greater than $200 million and a 3-month median daily traded value greater than $1 million.","page_number":75,"box":{"x":88,"y":615,"width":876,"height":12}},{"id":"a613d8cd-a463-4ea7-9ea8-23649248dd03","block_type":"box","text":"In the case a company has multiple listings, depository receipts and/or multiple share classes, all of the lines are eligible,","page_number":75,"box":{"x":89,"y":630,"width":840,"height":12}},{"id":"1b9b716b-0395-406e-ab3e-beb14544fd3a","block_type":"box","text":"subject to the screening and selection criteria. The Index Provider selects companies involved in the energy storage solutions","page_number":75,"box":{"x":89,"y":645,"width":872,"height":12}},{"id":"1722168f-0ee7-475a-9cd4-4e2a03b54a24","block_type":"box","text":"theme using a combination of revenue exposure as defined by the FactSet Revere Business and Industry Classification System","page_number":75,"box":{"x":88,"y":660,"width":879,"height":12}},{"id":"e2ed658e-ab52-47e0-a085-24cbd596e982","block_type":"box","text":"(“RBICS”), and patent exposure as assessed using EconSight’s patent data. The patent dataset provides a taxonomy that","page_number":75,"box":{"x":89,"y":675,"width":842,"height":12}},{"id":"dc37dbd1-1e54-4565-82b4-f9f127ea6a89","block_type":"box","text":"classifies patent filings around the world into specific technology categories.","page_number":75,"box":{"x":89,"y":690,"width":534,"height":13}},{"id":"e8ab9812-cd32-4063-b41e-a8d01b28e71e","block_type":"box","text":"The Index Provider defines two lists of eligible RBICS Level 6 sectors: Extended RBICS and Core RBICS. Extended RBICS Level 6","page_number":75,"box":{"x":88,"y":717,"width":879,"height":12}},{"id":"73e15a12-7b2a-41c1-88da-32a3ebc96ffc","block_type":"box","text":"sectors are areas of operation which: have a direct link to the theme; are well positioned for the theme evolution, with","page_number":75,"box":{"x":89,"y":732,"width":821,"height":12}},{"id":"b6f9ab9d-f48c-4145-b7ac-7e95f0c14a68","block_type":"box","text":"existing infrastructure and expertise in place; are expected to drive the innovation and viability of energy storage and","page_number":75,"box":{"x":89,"y":747,"width":815,"height":12}},{"id":"1e120757-0600-491d-a521-04c6022587d0","block_type":"box","text":"hydrogen economy solutions; and/or manufacture specialty materials and chemicals for the end products, such as batteries","page_number":75,"box":{"x":89,"y":762,"width":868,"height":12}},{"id":"423f0259-833f-414a-bfe5-0c18be97bb4d","block_type":"box","text":"and fuel cells. 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The Index Provider further assesses the companies for their exposure to Core RBICS Level 6 sectors and","page_number":75,"box":{"x":88,"y":849,"width":875,"height":12}},{"id":"50688dd0-8bb3-4419-b86f-a26cf6ef3249","block_type":"box","text":"their patent exposure in the areas related to energy storage and hydrogen economy technologies.","page_number":75,"box":{"x":88,"y":864,"width":683,"height":12}},{"id":"08847419-5288-4a31-81fc-ce59f4deb6d2","block_type":"box","text":"55","page_number":75,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"1c4e6109-ca55-428e-b359-97217cfccc21","block_type":"box","text":"For patent exposure-based selection, the active patents for each technology are captured according to specialized patent","page_number":76,"box":{"x":89,"y":44,"width":851,"height":12}},{"id":"2f792563-13d3-4411-b694-57fd9c45f793","block_type":"box","text":"based analysis. 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The Index Provider then uses High Quality Patents and Patent Specialization metrics to select securities for","page_number":76,"box":{"x":89,"y":252,"width":819,"height":12}},{"id":"ca06aae3-5158-4521-a9b2-9e7edf436b15","block_type":"box","text":"inclusion in Tier 1b and Tier 2. Only companies that have 50% or more revenue exposure from the Extended RBICS list are","page_number":76,"box":{"x":89,"y":267,"width":852,"height":12}},{"id":"2dff3670-d56a-446d-ad91-e1708e5d562c","block_type":"box","text":"assessed for inclusion in Tier 1b. Companies included in Tier 1b must rank in the top 10% in terms of High-Quality Patent","page_number":76,"box":{"x":89,"y":282,"width":850,"height":12}},{"id":"e8e83629-0a32-4c05-a818-edc8c3aa6fc3","block_type":"box","text":"ownership and/or have Patent Specialization greater than or equal to 25%. 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The Underlying Index is reviewed annually in June and rebalanced","page_number":76,"box":{"x":89,"y":547,"width":862,"height":12}},{"id":"03dab612-7ee0-4ed4-bec8-36f2a65c790e","block_type":"box","text":"quarterly in September, December and March. Furthermore, on a quarterly basis in September, December and March, current","page_number":76,"box":{"x":89,"y":562,"width":877,"height":12}},{"id":"c054e280-6486-4b18-b7a1-51f2fa02b862","block_type":"box","text":"components are screened for their Global Standards Screening assessment and Controversy Rating. 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The","page_number":76,"box":{"x":89,"y":724,"width":797,"height":13}},{"id":"9bbd0fe1-1b28-421a-b56a-9d17a11d24a4","block_type":"box","text":"components of the Underlying Index are likely to change over time.","page_number":76,"box":{"x":89,"y":739,"width":469,"height":13}},{"id":"29183ec2-e561-45e2-95bc-98ad40d15b3c","block_type":"box","text":"STOXX Global Equity Factor Index","page_number":76,"box":{"x":88,"y":766,"width":244,"height":12}},{"id":"38c0b56f-09b2-4f7a-8377-573e3fa7de75","block_type":"box","text":"Number of Components: approximately 600","page_number":76,"box":{"x":89,"y":785,"width":318,"height":12}},{"id":"9b328c73-4fbf-4bd0-8e01-0708878abdc1","block_type":"box","text":"Index Description.","page_number":76,"box":{"x":89,"y":807,"width":131,"height":13}},{"id":"a4ca77c7-0c5b-45f8-8464-0a08d51bd239","block_type":"box","text":"The STOXX Global Equity Factor Index (the “Underlying Index”) is a subset of the STOXX World AC Index","page_number":76,"box":{"x":225,"y":807,"width":733,"height":13}},{"id":"4697c0e1-5a4b-4201-96f1-be3b81abd457","block_type":"box","text":"(the “Parent Index”), which is a free float market capitalization-weighted index designed to measure the performance of","page_number":76,"box":{"x":89,"y":822,"width":841,"height":13}},{"id":"4b0c4b33-afda-4ba7-9779-1c44aa83b913","block_type":"box","text":"large- and mid- capitalization companies from developed and emerging markets. 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Free float market capitalization is","page_number":77,"box":{"x":89,"y":44,"width":878,"height":12}},{"id":"3116d1fa-867a-4073-b8e0-13d4a8c8633c","block_type":"box","text":"calculated by multiplying the total market capitalization of a security by a free float factor, as determined by the Index","page_number":77,"box":{"x":89,"y":59,"width":820,"height":12}},{"id":"9b43defd-605d-46bf-b36a-a799cde315d6","block_type":"box","text":"Provider, to reflect the market capitalization of the number of shares available in the market (rather than that of the total","page_number":77,"box":{"x":89,"y":74,"width":839,"height":12}},{"id":"ecae1b2a-0b43-421b-bd34-952b11284ff0","block_type":"box","text":"number of shares outstanding). The Underlying Index is composed of large- and mid-capitalization equity securities from the","page_number":77,"box":{"x":89,"y":89,"width":876,"height":13}},{"id":"f1e316cb-c2b2-4464-b62f-7dada57ffb71","block_type":"box","text":"Parent Index that are selected and weighted using an optimization process designed to maximize exposure to five target","page_number":77,"box":{"x":89,"y":104,"width":841,"height":13}},{"id":"4e6dd812-9cd3-42a0-aaaa-12caccebf5d2","block_type":"box","text":"factors: momentum, quality, value, low volatility and size. The Underlying Index also seeks to mitigate exposure to","page_number":77,"box":{"x":88,"y":119,"width":796,"height":13}},{"id":"2700b3df-8f44-43e4-af37-d0b3b71e9e13","block_type":"box","text":"unintended systematic exposures, limit turnover and maintain a level of risk similar to that of the Parent Index.","page_number":77,"box":{"x":89,"y":135,"width":771,"height":12}},{"id":"296aa584-3a2e-4258-8868-869c46b3c969","block_type":"box","text":"Index Methodology.","page_number":77,"box":{"x":89,"y":161,"width":143,"height":12}},{"id":"a6c2ee3f-cbc5-42ce-b5b5-a4577ff1cfe7","block_type":"box","text":"The momentum score is calculated from the following signals: price momentum, earnings momentum","page_number":77,"box":{"x":237,"y":161,"width":720,"height":12}},{"id":"31f72fd5-bbc1-4ebe-9f39-fce174fe45e8","block_type":"box","text":"and earnings announcement drift (","page_number":77,"box":{"x":89,"y":176,"width":244,"height":13}},{"id":"9ca0dc5f-b581-4958-be55-dfcd1ccd9ea2","block_type":"box","text":"i.e","page_number":77,"box":{"x":335,"y":177,"width":14,"height":9}},{"id":"4b836987-e426-449d-9985-c6678abd478b","block_type":"box","text":"., the difference between a stock’s performance on and immediately following an","page_number":77,"box":{"x":351,"y":176,"width":565,"height":13}},{"id":"86b0100c-3791-4907-8639-1b08e6335058","block_type":"box","text":"earnings announcement date).","page_number":77,"box":{"x":89,"y":191,"width":215,"height":13}},{"id":"eb967e1c-f2f9-4b6d-a198-203f8b58c14f","block_type":"box","text":"The quality score is calculated from the following signals: gross profitability, share dilution, accruals, changes in net operating","page_number":77,"box":{"x":88,"y":218,"width":877,"height":12}},{"id":"b77ccc3e-43a3-471b-abd2-a83b67d37673","block_type":"box","text":"assets, carbon emissions intensity and greenhouse gas (“GHG”) reduction targets. 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The GHG targets signal is based on the robustness of","page_number":77,"box":{"x":88,"y":278,"width":863,"height":13}},{"id":"525e8b51-42e2-491a-bc3a-2a14cc1a20fb","block_type":"box","text":"an issuer’s GHG reduction targets, including whether they are part of the Science Based Targets initiative (“SBTi”) framework;","page_number":77,"box":{"x":89,"y":293,"width":876,"height":13}},{"id":"75ab9b58-93c7-4d47-9b2c-2c550e073d96","block_type":"box","text":"this is assessed by ISS based on its own ESG ratings data and SBTi data.","page_number":77,"box":{"x":88,"y":308,"width":500,"height":13}},{"id":"9415fedb-a634-4d0b-9fc9-4e10c9fa716c","block_type":"box","text":"The value score is calculated from the following signals: current book valuetoprice ratio, dividend yield (","page_number":77,"box":{"x":88,"y":335,"width":726,"height":12}},{"id":"e460a95b-2cf9-4b9d-875b-959848e32662","block_type":"box","text":"i.e.","page_number":77,"box":{"x":815,"y":336,"width":17,"height":9}},{"id":"7f003abf-e285-46fd-bd8c-ac8fcef0bf58","block_type":"box","text":", 12-month","page_number":77,"box":{"x":835,"y":335,"width":76,"height":11}},{"id":"04a1ad9c-f16c-4187-aeab-b70ae2b46931","block_type":"box","text":"trailing dividend divided by total market capitalization), earnings yield (i.e., 12-month net income divided by total market","page_number":77,"box":{"x":88,"y":350,"width":842,"height":12}},{"id":"c38ea4dc-10fb-4ae0-b84b-6566243f06a8","block_type":"box","text":"capitalization), cash flow yield (","page_number":77,"box":{"x":89,"y":365,"width":219,"height":12}},{"id":"a5ba5f48-32d3-43fa-9067-4a2f60fd1a38","block_type":"box","text":"i.e.,","page_number":77,"box":{"x":309,"y":366,"width":21,"height":10}},{"id":"b79c9f58-cc9e-43c3-a39a-2d09d6b0cc47","block_type":"box","text":"12-month cash flow divided by total market capitalization) and time series normalized","page_number":77,"box":{"x":338,"y":365,"width":599,"height":12}},{"id":"d4134d26-2fbf-4e5c-bcc6-544b4e70ff09","block_type":"box","text":"cash flow yield over the previous 36 months.","page_number":77,"box":{"x":89,"y":380,"width":311,"height":13}},{"id":"245a9c37-1234-40ed-9e22-fbea75cc638b","block_type":"box","text":"The low volatility score is based on prior 12-month volatility, as calculated by the Index Provider.","page_number":77,"box":{"x":88,"y":407,"width":670,"height":12}},{"id":"7dfab9aa-44d0-457d-a9d3-4c76b0793f8d","block_type":"box","text":"The size score seeks to measure an issuer’s market capitalization relative to other companies in the Parent Index.","page_number":77,"box":{"x":88,"y":433,"width":788,"height":13}},{"id":"7a0edcf4-5420-4b1b-84b6-d3155dd35df0","block_type":"box","text":"The Index Provider derives a composite score based on a combination of the five factors at the following weights:","page_number":77,"box":{"x":88,"y":460,"width":794,"height":12}},{"id":"6c2437fb-ac89-4213-b59e-a55ebcc3a493","block_type":"box","text":"momentum, 27%; quality, 36%; value, 27%; low volatility, 5%; and size, 5%. The composite score is an input to the","page_number":77,"box":{"x":89,"y":475,"width":801,"height":12}},{"id":"8fc10dab-2b85-4c92-add1-3155e5dd4368","block_type":"box","text":"optimization process through which the Index Provider selects securities from the Parent Index and assigns weights.","page_number":77,"box":{"x":89,"y":490,"width":813,"height":12}},{"id":"45c890a9-904c-40d2-b92e-2c631c06fe47","block_type":"box","text":"The optimization process seeks to maximize the overall exposure to the five factors while applying certain constraints, which","page_number":77,"box":{"x":88,"y":516,"width":872,"height":13}},{"id":"7297ebdf-0c7c-4a9b-a5f6-39bc493faa7b","block_type":"box","text":"include the following:","page_number":77,"box":{"x":89,"y":531,"width":149,"height":13}},{"id":"a4b486a7-69ff-4987-8d74-517740606e19","block_type":"box","text":"• A constituent’s minimum weight is the greater of 0% and its weight in the Parent Index minus 2%.","page_number":77,"box":{"x":89,"y":552,"width":722,"height":12}},{"id":"50d9888e-75fb-4822-8e62-f2430c77481a","block_type":"box","text":"• A constituent’s maximum weight is the lesser of its weight in the Parent Index plus 2% and 20 times its Parent Index","page_number":77,"box":{"x":89,"y":572,"width":848,"height":12}},{"id":"01aa9c5d-118c-4e87-b3c5-d54bc740d443","block_type":"box","text":"weight.","page_number":77,"box":{"x":121,"y":587,"width":50,"height":12}},{"id":"9800f3e1-b144-4b28-a9e4-de53dcdc3f13","block_type":"box","text":"• The maximum weight for a single issuer is 10% of the Underlying Index.","page_number":77,"box":{"x":89,"y":607,"width":536,"height":12}},{"id":"5378565e-0f02-477f-9e31-c126225514c0","block_type":"box","text":"• The sum of issuer weights that are individually greater than 4.5% must be less than 22.5% of the Underlying Index.","page_number":77,"box":{"x":89,"y":627,"width":839,"height":13}},{"id":"52f21559-d69e-40ce-8856-da6b601a552d","block_type":"box","text":"• The maximum exposure to each ICB Industry (Level 1) (as defined by the Index Provider) must be within 2% of the","page_number":77,"box":{"x":89,"y":647,"width":837,"height":13}},{"id":"8fe3f013-fb13-4b06-ab2d-53fbe7d1d7a9","block_type":"box","text":"exposure in the Parent Index.","page_number":77,"box":{"x":121,"y":662,"width":203,"height":13}},{"id":"acbe8568-bf90-40cb-836f-0673fa2c0120","block_type":"box","text":"• The exposure to a particular country must be within 5% of the exposure in the Parent Index.","page_number":77,"box":{"x":89,"y":683,"width":677,"height":12}},{"id":"1451ea32-ed66-4a72-bb2b-7b63eff06ff0","block_type":"box","text":"• The maximum one-way turnover at each quarterly rebalance is 5%.","page_number":77,"box":{"x":89,"y":703,"width":504,"height":12}},{"id":"108f72a8-b6a6-4cb2-b06b-5200950febf9","block_type":"box","text":"• The maximum ex ante tracking error relative to the Parent Index is 1%.","page_number":77,"box":{"x":89,"y":723,"width":527,"height":12}},{"id":"d63bf097-a51d-490c-b927-da28dd3c6532","block_type":"box","text":"• Constraints are also applied for the minimum and maximum exposures to the five factors relative to the Parent Index.","page_number":77,"box":{"x":89,"y":743,"width":853,"height":12}},{"id":"e72dc45a-7317-454b-a8fe-9368d98262c0","block_type":"box","text":"• A constituent’s maximum weight is also subject to liquidity constraints.","page_number":77,"box":{"x":89,"y":763,"width":532,"height":13}},{"id":"8e01da31-d997-4ed9-85ce-f87b1d5308fb","block_type":"box","text":"The Underlying Index is reviewed and rebalanced each March, June, September and December.","page_number":77,"box":{"x":88,"y":790,"width":663,"height":12}},{"id":"346d7723-caab-47df-b99e-2c26c6b8e91b","block_type":"box","text":"57","page_number":77,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"a93526de-2680-4a35-9884-2e34d4f75f79","block_type":"box","text":"Investment Policies","page_number":78,"box":{"x":91,"y":44,"width":318,"height":24}},{"id":"460b443d-9de4-4596-b5e9-64b20906fd46","block_type":"box","text":"The Board has adopted as fundamental policies the following numbered investment policies, which cannot be changed","page_number":78,"box":{"x":88,"y":85,"width":835,"height":13}},{"id":"3c75002d-b2d8-4fb0-a7f4-9f069f02f957","block_type":"box","text":"without the approval of the holders of a majority of the applicable Fund’s outstanding voting securities. A vote of a majority","page_number":78,"box":{"x":88,"y":101,"width":866,"height":12}},{"id":"2701792c-c5a5-40e9-bdb5-2a51326099c4","block_type":"box","text":"of the outstanding voting securities of a Fund is defined in the 1940 Act as the lesser of (i) 67% or more of the voting","page_number":78,"box":{"x":89,"y":116,"width":819,"height":12}},{"id":"87e3007c-36d6-4f3e-bb7e-422127388f04","block_type":"box","text":"securities present at a shareholder meeting, if the holders of more than 50% of the outstanding voting securities of the Fund","page_number":78,"box":{"x":89,"y":131,"width":872,"height":12}},{"id":"9245e5cb-99b4-4ef6-a38a-0bcf7a71151e","block_type":"box","text":"are present or represented by proxy, or (ii) more than 50% of outstanding voting securities of the Fund. Each Fund has also","page_number":78,"box":{"x":89,"y":146,"width":860,"height":12}},{"id":"66b7e554-70c4-4179-b920-daeae79cf68d","block_type":"box","text":"adopted certain non-fundamental investment policies, including its investment objective. Non-fundamental investment","page_number":78,"box":{"x":89,"y":161,"width":835,"height":12}},{"id":"44acaedc-fab1-4577-975c-bfae6910c988","block_type":"box","text":"policies may be changed by the Board without shareholder approval. Therefore, each Fund may change its investment","page_number":78,"box":{"x":89,"y":176,"width":825,"height":13}},{"id":"2ef8345f-bec9-4b9d-87b8-6ecf5aea73d6","block_type":"box","text":"objective and its Underlying Index without shareholder approval.","page_number":78,"box":{"x":89,"y":191,"width":450,"height":13}},{"id":"b9a94d37-6879-4506-964a-650e4a7afa09","block_type":"box","text":"Fundamental Investment Policies","page_number":78,"box":{"x":89,"y":218,"width":237,"height":9}},{"id":"5ca68b20-12ed-428b-8c21-98d555f0b1a6","block_type":"box","text":"Each of the iShares MSCI ACWI ETF, iShares MSCI ACWI ex U.S. ETF and iShares MSCI All Country Asia ex Japan ETF will","page_number":78,"box":{"x":89,"y":244,"width":863,"height":13}},{"id":"9243bd60-dbc1-404a-91f4-13288ee0f9d4","block_type":"box","text":"not:","page_number":78,"box":{"x":89,"y":261,"width":26,"height":8}},{"id":"b6b3fed2-31b1-4705-b108-6585ff941727","block_type":"box","text":"1. Concentrate its investments (","page_number":78,"box":{"x":90,"y":279,"width":243,"height":13}},{"id":"22e3ec68-b5c1-42d3-97b4-eeb185e07c98","block_type":"box","text":"i.e.","page_number":78,"box":{"x":334,"y":280,"width":17,"height":9}},{"id":"db671219-abc9-40df-85f3-b85f9cebdeff","block_type":"box","text":", invest 25% or more of its total assets in the securities of a particular industry or group","page_number":78,"box":{"x":354,"y":279,"width":609,"height":13}},{"id":"a4b16fb9-6d97-4712-9b47-44ba5dc0e5dc","block_type":"box","text":"of industries), except that a Fund will concentrate to approximately the same extent that the Underlying Index","page_number":78,"box":{"x":128,"y":295,"width":770,"height":12}},{"id":"2478aa8c-58b8-4794-a872-541f14c481ef","block_type":"box","text":"concentrates in the securities of such particular industry or group of industries. For purposes of this limitation,","page_number":78,"box":{"x":128,"y":310,"width":771,"height":12}},{"id":"4e55e2ab-67ef-46f4-9ee0-c2c815d12888","block_type":"box","text":"securities of the U.S. government (including its agencies and instrumentalities), repurchase agreements collateralized","page_number":78,"box":{"x":128,"y":325,"width":820,"height":12}},{"id":"8de99462-03d5-483c-8937-7966ac794e97","block_type":"box","text":"by U.S. government securities, and securities of state or municipal governments and their political subdivisions are not","page_number":78,"box":{"x":128,"y":340,"width":828,"height":12}},{"id":"86cf7ad4-2e06-4929-a587-987467e42ec3","block_type":"box","text":"considered to be issued by members of any industry.","page_number":78,"box":{"x":128,"y":355,"width":367,"height":12}},{"id":"1d0febae-6313-43d4-8132-945011a70253","block_type":"box","text":"2. Borrow money, except that (i) each Fund may borrow from banks for temporary or emergency (not leveraging)","page_number":78,"box":{"x":89,"y":375,"width":815,"height":13}},{"id":"df30da7d-a2ac-4a27-a344-752063d6eed3","block_type":"box","text":"purposes, including the meeting of redemption requests which might otherwise require the untimely disposition of","page_number":78,"box":{"x":128,"y":390,"width":806,"height":13}},{"id":"f42db0b1-8f34-4d2f-bd7d-57d1cbbf9400","block_type":"box","text":"securities; and (ii) each Fund may, to the extent consistent with its investment policies, enter into repurchase","page_number":78,"box":{"x":128,"y":405,"width":761,"height":13}},{"id":"91bdf1d2-9553-4d5d-840b-b4ba29b5e1a8","block_type":"box","text":"agreements, reverse repurchase agreements, forward roll transactions and similar investment strategies and","page_number":78,"box":{"x":128,"y":421,"width":756,"height":12}},{"id":"6aaa5546-61c8-400e-8888-5807283bf232","block_type":"box","text":"techniques. To the extent that it engages in transactions described in (i) and (ii), each Fund will be limited so that no","page_number":78,"box":{"x":127,"y":436,"width":815,"height":12}},{"id":"1dad4f50-06d7-49e1-8f78-8697e7d6aa6e","block_type":"box","text":"more than 33 1/3% of the value of its total assets (including the amount borrowed) is derived from such transactions.","page_number":78,"box":{"x":128,"y":451,"width":827,"height":12}},{"id":"ceaa47ac-e055-49c9-b361-210bcde1439a","block_type":"box","text":"Any borrowings which come to exceed this amount will be reduced in accordance with applicable law.","page_number":78,"box":{"x":127,"y":466,"width":717,"height":12}},{"id":"eb34aa92-61b3-4726-b2be-b510436517a3","block_type":"box","text":"3. Issue any senior security, except as permitted under the 1940 Act, as interpreted, modified or otherwise permitted by","page_number":78,"box":{"x":89,"y":486,"width":857,"height":12}},{"id":"0b8f2358-2a18-42ee-b4ca-f56b9f12e571","block_type":"box","text":"regulatory authority having jurisdiction, from time to time.","page_number":78,"box":{"x":128,"y":501,"width":407,"height":13}},{"id":"282bac57-937c-4443-ba7e-3faf38d84156","block_type":"box","text":"4. Make loans, except as permitted under the 1940 Act, as interpreted, modified or otherwise permitted by regulatory","page_number":78,"box":{"x":88,"y":521,"width":844,"height":13}},{"id":"5afe31df-4693-406b-8c25-09d10e75e5e7","block_type":"box","text":"authority having jurisdiction, from time to time.","page_number":78,"box":{"x":128,"y":536,"width":331,"height":13}},{"id":"8379c697-2ed7-4d8c-b58c-1477bbf88d85","block_type":"box","text":"5. Purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this","page_number":78,"box":{"x":89,"y":557,"width":811,"height":12}},{"id":"f083530d-bd0f-46cd-8872-84cd42a9ee7a","block_type":"box","text":"restriction shall not prevent each Fund from investing in securities of companies engaged in the real estate business or","page_number":78,"box":{"x":128,"y":572,"width":830,"height":12}},{"id":"867dc11c-7e86-4fa1-acde-70bcbf203eba","block_type":"box","text":"securities or other instruments backed by real estate or mortgages), or commodities or commodity contracts (but this","page_number":78,"box":{"x":128,"y":587,"width":827,"height":12}},{"id":"0741fb87-4da7-401c-8165-04234a1d6db6","block_type":"box","text":"restriction shall not prevent each Fund from trading in futures contracts and options on futures contracts, including","page_number":78,"box":{"x":128,"y":602,"width":809,"height":12}},{"id":"8e366f4e-ea5d-4e39-b744-27c6f688551f","block_type":"box","text":"options on currencies to the extent consistent with each Fund’s investment objective and policies).","page_number":78,"box":{"x":128,"y":617,"width":691,"height":12}},{"id":"017fdfc4-ad8c-4562-a458-f5f8c65cb754","block_type":"box","text":"6. Engage in the business of underwriting securities issued by other persons, except to the extent that each Fund may","page_number":78,"box":{"x":89,"y":637,"width":846,"height":13}},{"id":"e701b00d-bf8d-4f29-b4c8-92d6c928e02f","block_type":"box","text":"technically be deemed to be an underwriter under the 1933 Act, in disposing of portfolio securities.","page_number":78,"box":{"x":127,"y":652,"width":694,"height":13}},{"id":"400350f4-21dc-49cb-a288-dbe691061159","block_type":"box","text":"Each of the iShares Core MSCI EAFE ETF and iShares Core MSCI Total International Stock ETF will not:","page_number":78,"box":{"x":89,"y":679,"width":732,"height":10}},{"id":"699cebc8-28bb-4af1-9050-659729df438c","block_type":"box","text":"1. Concentrate its investments (","page_number":78,"box":{"x":90,"y":699,"width":243,"height":12}},{"id":"2672d428-5c9a-4808-8a8e-464bafcb010a","block_type":"box","text":"i.e.","page_number":78,"box":{"x":334,"y":700,"width":17,"height":9}},{"id":"2e0e8268-b6dd-4eab-82c8-31e2b57ae059","block_type":"box","text":", invest 25% or more of its total assets in the securities of a particular industry or group","page_number":78,"box":{"x":354,"y":699,"width":609,"height":12}},{"id":"597718da-7572-49ba-9e2a-72bed3f52e70","block_type":"box","text":"of industries), except that the Fund will concentrate to approximately the same extent that the Underlying Index","page_number":78,"box":{"x":128,"y":714,"width":785,"height":12}},{"id":"aee95687-d25a-45d7-88e1-5442fead6334","block_type":"box","text":"concentrates in the securities of such particular industry or group of industries. For purposes of this limitation,","page_number":78,"box":{"x":128,"y":729,"width":771,"height":13}},{"id":"ba65c678-0014-46b1-8666-cce97b669c35","block_type":"box","text":"securities of the U.S. government (including its agencies and instrumentalities), repurchase agreements collateralized","page_number":78,"box":{"x":128,"y":744,"width":820,"height":13}},{"id":"2f8b2fa1-113d-4c79-b3c1-22ab88b447bc","block_type":"box","text":"by U.S. government securities, and securities of state or municipal governments and their political subdivisions are not","page_number":78,"box":{"x":128,"y":759,"width":828,"height":13}},{"id":"67505d79-c584-4eb1-82a2-1b9a8019f271","block_type":"box","text":"considered to be issued by members of any industry.","page_number":78,"box":{"x":128,"y":775,"width":367,"height":12}},{"id":"863e79c9-551d-443e-ad91-c170d5a5f895","block_type":"box","text":"2. Borrow money, except that (i) the Fund may borrow from banks for temporary or emergency (not leveraging) purposes,","page_number":78,"box":{"x":89,"y":795,"width":877,"height":12}},{"id":"d1b5200f-032c-4d4b-b209-98d68b0de4c5","block_type":"box","text":"including the meeting of redemption requests which might otherwise require the untimely disposition of securities; and","page_number":78,"box":{"x":128,"y":810,"width":837,"height":12}},{"id":"8b2f8169-29c5-479e-a342-f9a573c57ccb","block_type":"box","text":"(ii) the Fund may, to the extent consistent with its investment policies, enter into repurchase agreements, reverse","page_number":78,"box":{"x":128,"y":825,"width":791,"height":12}},{"id":"aa817d9f-7585-4cb4-b852-7e6a34aa5260","block_type":"box","text":"repurchase agreements, forward roll transactions and similar investment strategies and techniques. To the extent that it","page_number":78,"box":{"x":128,"y":840,"width":838,"height":12}},{"id":"39c82131-3b6b-487a-a6ec-750f37500e52","block_type":"box","text":"engages in transactions described in (i) and (ii), the Fund will be limited so that no more than 33 1/3% of the value of","page_number":78,"box":{"x":128,"y":855,"width":825,"height":13}},{"id":"1f7a5597-0011-4b6e-8eb0-57e81bbbfdc5","block_type":"box","text":"58","page_number":78,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"91de206a-ebd8-454f-8236-04a60b0fa529","block_type":"box","text":"its total assets (including the amount borrowed) is derived from such transactions. Any borrowings which come to","page_number":79,"box":{"x":128,"y":44,"width":803,"height":12}},{"id":"981b9bd8-bcd5-4231-90fe-129d4d06ef6d","block_type":"box","text":"exceed this amount will be reduced in accordance with applicable law.","page_number":79,"box":{"x":128,"y":59,"width":491,"height":12}},{"id":"35b22ab5-f37a-44fa-b52f-06eb59b80cca","block_type":"box","text":"3. Issue “senior securities” as defined in the 1940 Act and the rules, regulations and orders thereunder, except as","page_number":79,"box":{"x":89,"y":79,"width":809,"height":13}},{"id":"7d472b59-7973-48b7-9478-1e013b04e130","block_type":"box","text":"permitted under the 1940 Act and the rules, regulation and orders thereunder.","page_number":79,"box":{"x":128,"y":94,"width":546,"height":13}},{"id":"9e91c462-c1a0-4451-a0ce-9b16e36ac642","block_type":"box","text":"4. Make loans, except as permitted under the 1940 Act, and as interpreted, modified or otherwise permitted by regulatory","page_number":79,"box":{"x":88,"y":114,"width":874,"height":13}},{"id":"6c7b8f1c-49b8-49c0-b04d-65d154efe3c9","block_type":"box","text":"authority having jurisdiction, from time to time.","page_number":79,"box":{"x":128,"y":130,"width":331,"height":12}},{"id":"0a234652-e86f-4d14-8553-21e0c1a3ebef","block_type":"box","text":"5. Purchase or sell real estate unless acquired as a result of ownership of securities or other instruments (but this","page_number":79,"box":{"x":89,"y":150,"width":811,"height":12}},{"id":"28b6bc76-0b6e-4eea-87c2-279afb84b6b3","block_type":"box","text":"restriction shall not prevent the Fund from investing in securities of companies engaged in the real estate business or","page_number":79,"box":{"x":128,"y":165,"width":819,"height":12}},{"id":"7e44b7eb-342c-4526-a090-892dd188cfe8","block_type":"box","text":"securities or other instruments backed by real estate or mortgages), or commodities or commodity contracts (but this","page_number":79,"box":{"x":128,"y":180,"width":827,"height":12}},{"id":"7ffdf711-5de6-4f92-bdf5-3fdf280e56be","block_type":"box","text":"restriction shall not prevent the Fund from trading in futures contracts and options on futures contracts, including","page_number":79,"box":{"x":128,"y":195,"width":798,"height":12}},{"id":"63d5a20c-e1da-4a07-a39b-c94d595f3a23","block_type":"box","text":"options on currencies to the extent consistent with the Fund’s investment objective and policies).","page_number":79,"box":{"x":128,"y":210,"width":680,"height":13}},{"id":"d7f94d54-9693-4bfc-ad23-7335ec1e28f4","block_type":"box","text":"6. Engage in the business of underwriting securities issued by other persons, except to the extent that the Fund may","page_number":79,"box":{"x":89,"y":230,"width":836,"height":13}},{"id":"2796f6af-aaf3-4a01-945d-df6db1a046f3","block_type":"box","text":"technically be deemed to be an underwriter under the 1933 Act, in disposing of portfolio securities.","page_number":79,"box":{"x":127,"y":245,"width":694,"height":13}},{"id":"cc763bf3-740a-4eff-8aa0-eaa366c76825","block_type":"box","text":"Each of the iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI International Developed Markets ETF,","page_number":79,"box":{"x":89,"y":272,"width":867,"height":12}},{"id":"90797b1b-6ae3-4543-be9c-8868308bf047","block_type":"box","text":"iShares Cybersecurity and Tech ETF, iShares Energy Storage & Materials ETF, iShares Future Exponential Technologies","page_number":79,"box":{"x":89,"y":287,"width":849,"height":12}},{"id":"e6e01a23-33dc-4fae-a1c1-99f0cd49a459","block_type":"box","text":"ETF, iShares Genomics Immunology and Healthcare ETF, iShares Global Equity Factor ETF, iShares Low Carbon Optimized","page_number":79,"box":{"x":89,"y":302,"width":872,"height":12}},{"id":"f2af9537-b247-4d82-8cde-234957f0b2d5","block_type":"box","text":"MSCI ACWI ETF, iShares MSCI China A ETF, iShares Neuroscience and Healthcare ETF and iShares Self-Driving EV and","page_number":79,"box":{"x":89,"y":317,"width":847,"height":13}},{"id":"d424ec27-5964-4a02-9dd1-fa8fcc748c52","block_type":"box","text":"Tech ETF will not:","page_number":79,"box":{"x":88,"y":332,"width":126,"height":10}},{"id":"3deff40a-3917-4194-bbfa-4a2e28510e08","block_type":"box","text":"1. Concentrate its investments in a particular industry, as that term is used in the Investment Company Act, except that the","page_number":79,"box":{"x":90,"y":359,"width":857,"height":12}},{"id":"9c4252f0-e5bb-4fd6-b456-89e4a88025a9","block_type":"box","text":"Fund will concentrate to approximately the same extent that its Underlying Index concentrates in the securities of a particular","page_number":79,"box":{"x":89,"y":374,"width":879,"height":12}},{"id":"dad5d4af-83d0-4563-b2d5-6264f8693ed7","block_type":"box","text":"industry or group of industries.","page_number":79,"box":{"x":89,"y":389,"width":216,"height":12}},{"id":"bd67b821-2a49-49b3-a627-9604fd2cef16","block_type":"box","text":"2. Borrow money, except as permitted under the Investment Company Act.","page_number":79,"box":{"x":89,"y":416,"width":523,"height":12}},{"id":"d903f60e-5c74-4cce-b48d-b92cfbab1aa9","block_type":"box","text":"3. Issue senior securities to the extent such issuance would violate the Investment Company Act.","page_number":79,"box":{"x":89,"y":442,"width":676,"height":12}},{"id":"96caf437-c8a4-4f79-897b-8c7bcb107250","block_type":"box","text":"4. Purchase or hold real estate, except the Fund may purchase and hold securities or other instruments that are secured by,","page_number":79,"box":{"x":88,"y":468,"width":862,"height":13}},{"id":"8188d378-b916-4e06-9a4a-8b98e4070be3","block_type":"box","text":"or linked to, real estate or interests therein, securities of REITs, mortgage-related securities and securities of issuers engaged","page_number":79,"box":{"x":89,"y":484,"width":868,"height":12}},{"id":"fd9b0f00-f016-42cc-87b4-c7e57321ca4d","block_type":"box","text":"in the real estate business, and the Fund may purchase and hold real estate as a result of the ownership of securities or other","page_number":79,"box":{"x":89,"y":499,"width":874,"height":12}},{"id":"c56f5625-d5fa-4f73-aa3d-02629acae47d","block_type":"box","text":"instruments.","page_number":79,"box":{"x":89,"y":515,"width":87,"height":9}},{"id":"496a6975-f39a-437d-8edd-80619cd7055f","block_type":"box","text":"5. Underwrite securities issued by others, except to the extent that the sale of portfolio securities by the Fund may be deemed","page_number":79,"box":{"x":89,"y":540,"width":877,"height":13}},{"id":"049f3589-a75e-48c0-ade9-b40b81152c21","block_type":"box","text":"to be an underwriting or as otherwise permitted by applicable law.","page_number":79,"box":{"x":88,"y":555,"width":463,"height":13}},{"id":"f6118c15-1b5a-483f-a8e7-6633b60bd8b8","block_type":"box","text":"6. Purchase or sell commodities or commodity contracts, except as permitted by the Investment Company Act.","page_number":79,"box":{"x":89,"y":582,"width":776,"height":12}},{"id":"fd3f631b-565d-48f3-900f-d5fe9f413e48","block_type":"box","text":"7. Make loans to the extent prohibited by the Investment Company Act.","page_number":79,"box":{"x":89,"y":608,"width":497,"height":13}},{"id":"a589ee84-5e94-4c9a-aaea-093e97b4a164","block_type":"box","text":"Notations Regarding each Fund’s Fundamental Investment Policies","page_number":79,"box":{"x":88,"y":635,"width":487,"height":12}},{"id":"6cfc5a7b-d326-4980-966d-2499cb460938","block_type":"box","text":"The following notations are not considered to be part of a Fund’s fundamental investment policies and are subject to change","page_number":79,"box":{"x":88,"y":661,"width":874,"height":13}},{"id":"0fde5271-a401-4a34-8411-ef1d7d5a3c13","block_type":"box","text":"without shareholder approval.","page_number":79,"box":{"x":88,"y":676,"width":210,"height":13}},{"id":"f9d67e02-5356-4c27-aeb1-8c01218bdbbb","block_type":"box","text":"With respect to the fundamental policy relating to concentration set forth in (1) above, the Investment Company Act does","page_number":79,"box":{"x":88,"y":703,"width":853,"height":12}},{"id":"214ef8c7-fa71-43c9-803b-a516d118db72","block_type":"box","text":"not define what constitutes “concentration” in an industry. The SEC staff has taken the position that investment of 25% or","page_number":79,"box":{"x":89,"y":718,"width":855,"height":12}},{"id":"74d3d13f-a6d1-4cfc-9204-1e47dc064cac","block_type":"box","text":"more of a fund’s total assets in one or more issuers conducting their principal activities in the same industry or group of","page_number":79,"box":{"x":89,"y":733,"width":840,"height":12}},{"id":"17577b8b-7a51-4bdf-a4e9-3eb4d36013d4","block_type":"box","text":"industries constitutes concentration. It is possible that interpretations of concentration could change in the future. The policy","page_number":79,"box":{"x":89,"y":748,"width":877,"height":12}},{"id":"c50a6a8f-cd5b-4828-9159-5c89df0ad4f3","block_type":"box","text":"in (1) above will be interpreted to refer to concentration as that term may be interpreted from time to time. The policy also","page_number":79,"box":{"x":89,"y":763,"width":856,"height":13}},{"id":"ed90f15d-73c0-4a5b-b01c-e32fbda7a976","block_type":"box","text":"will be interpreted to permit investment without limit in the following: securities of the U.S. government and its agencies or","page_number":79,"box":{"x":88,"y":778,"width":861,"height":13}},{"id":"0aa297e7-3ec6-42bd-9f45-c2c08733a2e5","block_type":"box","text":"instrumentalities; securities of state, territory, possession or municipal governments and their authorities, agencies,","page_number":79,"box":{"x":89,"y":793,"width":805,"height":13}},{"id":"a8a2e344-9b81-4aeb-82d3-f3e2af4fa694","block_type":"box","text":"instrumentalities or political subdivisions; and repurchase agreements collateralized by any such obligations. Accordingly,","page_number":79,"box":{"x":89,"y":809,"width":848,"height":12}},{"id":"8acca0b2-d595-4336-8756-1c4ddabc1ee5","block_type":"box","text":"issuers of the foregoing securities will not be considered to be members of any industry. There also will be no limit on","page_number":79,"box":{"x":89,"y":824,"width":820,"height":12}},{"id":"e87bc9fb-c44e-4a54-a9fe-891ddb07fb51","block_type":"box","text":"investment in issuers domiciled in a single jurisdiction or country. Finance companies will be considered to be in the","page_number":79,"box":{"x":89,"y":839,"width":809,"height":12}},{"id":"d4919987-08e9-4006-9df2-42bb606896f9","block_type":"box","text":"industries of their parents if their activities are primarily related to financing the activities of the parents. Each foreign","page_number":79,"box":{"x":89,"y":854,"width":815,"height":12}},{"id":"4aa76322-19ae-42e6-b045-3ce9f553e88c","block_type":"box","text":"59","page_number":79,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"62de9c4a-978b-403b-91ff-826402df596e","block_type":"box","text":"government will be considered to be a member of a separate industry. With respect to each Fund’s industry classifications,","page_number":80,"box":{"x":89,"y":44,"width":856,"height":12}},{"id":"327ee89b-82b8-44a7-9958-15def67cb5d7","block_type":"box","text":"the Fund currently utilizes any one or more of the industry sub-classifications used by one or more widely recognized market","page_number":80,"box":{"x":88,"y":59,"width":873,"height":12}},{"id":"d07b24b5-0041-4d5e-b0aa-67079254e9c2","block_type":"box","text":"indexes or rating group indexes, and/or as defined by Fund management. The policy also will be interpreted to give broad","page_number":80,"box":{"x":89,"y":74,"width":851,"height":12}},{"id":"11c31109-1279-43ae-8f95-af84d50a0b62","block_type":"box","text":"authority to each Fund as to how to classify issuers within or among industries.","page_number":80,"box":{"x":89,"y":89,"width":555,"height":13}},{"id":"a1f61f86-da75-4b5a-bf84-39d5cc726e56","block_type":"box","text":"With respect to the fundamental policy relating to borrowing money set forth in (2) above, the Investment Company Act","page_number":80,"box":{"x":88,"y":116,"width":844,"height":12}},{"id":"8caf1599-a5c3-4d2e-8b9d-f4a9a2506138","block_type":"box","text":"permits each Fund to borrow money in amounts of up to one-third of the Fund’s total assets from banks for any purpose,","page_number":80,"box":{"x":89,"y":131,"width":850,"height":12}},{"id":"c2950cb0-98e6-4182-aa1c-842b029ef506","block_type":"box","text":"and to borrow up to 5% of the Fund’s total assets from banks or other lenders for temporary purposes. (The Fund’s total","page_number":80,"box":{"x":89,"y":146,"width":844,"height":12}},{"id":"15263322-c310-4c6b-b01a-d48e8029d999","block_type":"box","text":"assets include the amounts being borrowed.) To limit the risks attendant to borrowing, the Investment Company Act requires","page_number":80,"box":{"x":89,"y":161,"width":877,"height":12}},{"id":"7ab0e6a9-fdd6-4c8b-aa6b-bc8afa7bf44c","block_type":"box","text":"each Fund to maintain at all times an “asset coverage” of at least 300% of the amount of its borrowings. Asset coverage","page_number":80,"box":{"x":89,"y":176,"width":841,"height":13}},{"id":"da32f4b7-e093-4e67-80a5-c407a6b51325","block_type":"box","text":"means the ratio that the value of each Fund’s total assets (including amounts borrowed), minus liabilities other than","page_number":80,"box":{"x":89,"y":191,"width":813,"height":13}},{"id":"76328867-f43b-411e-a387-cca9a782677e","block_type":"box","text":"borrowings, bears to the aggregate amount of all borrowings. Borrowing money to increase portfolio holdings is known as","page_number":80,"box":{"x":89,"y":206,"width":857,"height":13}},{"id":"74d66441-7ff4-492a-af38-59962a707bc3","block_type":"box","text":"“leveraging.” Certain trading practices and investments, such as reverse repurchase agreements, may be considered to be","page_number":80,"box":{"x":89,"y":222,"width":851,"height":12}},{"id":"2cffba94-5a70-49d4-a5fc-ac872dabacc9","block_type":"box","text":"borrowings or involve leverage and thus are subject to the Investment Company Act restrictions. In accordance with Rule 18f","page_number":80,"box":{"x":89,"y":237,"width":878,"height":12}},{"id":"82632037-577e-4566-9703-6d2025308670","block_type":"box","text":"4 under the Investment Company Act, when each Fund engages in reverse repurchase agreements and similar financing","page_number":80,"box":{"x":88,"y":252,"width":843,"height":12}},{"id":"c48f1772-ed87-48e6-bf0c-ae2ae2f25535","block_type":"box","text":"transactions, the Fund may either (i) maintain asset coverage of at least 300% with respect to such transactions and any","page_number":80,"box":{"x":88,"y":267,"width":845,"height":12}},{"id":"390f6d62-485e-4646-bbbd-ba39e74c6af8","block_type":"box","text":"other borrowings in the aggregate, or (ii) treat such transactions as “derivatives transactions” and comply with Rule 18f-4","page_number":80,"box":{"x":89,"y":282,"width":851,"height":12}},{"id":"8e5032cb-2773-4c97-b316-b3d1a46f0fc1","block_type":"box","text":"with respect to such transactions. Short-term credits necessary for the settlement of securities transactions and","page_number":80,"box":{"x":88,"y":297,"width":784,"height":12}},{"id":"95c78bbd-cfb3-4ef2-ae5e-bce76054786b","block_type":"box","text":"arrangements with respect to securities lending will not be considered to be borrowings under the policy. Practices and","page_number":80,"box":{"x":89,"y":312,"width":834,"height":13}},{"id":"1f83c0ff-9716-4f98-9c30-05b6d78c3fba","block_type":"box","text":"investments that may involve leverage but are not considered to be borrowings are not subject to the policy.","page_number":80,"box":{"x":89,"y":327,"width":754,"height":13}},{"id":"d6f9d501-36a2-4b3c-b0e2-41f70f823560","block_type":"box","text":"With respect to the fundamental policy relating to underwriting set forth in (5) above, the Investment Company Act does not","page_number":80,"box":{"x":88,"y":354,"width":875,"height":12}},{"id":"33f604d6-c25c-4ea2-8c7a-04bfbc073eb2","block_type":"box","text":"prohibit a fund from engaging in the underwriting business or from underwriting the securities of other issuers; in fact, in the","page_number":80,"box":{"x":89,"y":369,"width":876,"height":12}},{"id":"4f798087-ecfe-45c2-b186-5d7976577108","block_type":"box","text":"case of diversified funds, the Investment Company Act permits a fund to have underwriting commitments of up to 25% of its","page_number":80,"box":{"x":89,"y":384,"width":876,"height":12}},{"id":"ba5eb94a-a95c-4fa4-85df-6cd05c10a8e5","block_type":"box","text":"assets under certain circumstances. Those circumstances currently are that the amount of a fund’s underwriting","page_number":80,"box":{"x":89,"y":399,"width":788,"height":13}},{"id":"879bfc87-1e56-4ac8-b5d0-65edb18e2c75","block_type":"box","text":"commitments, when added to the value of a fund’s investments in issuers where a fund owns more than 10% of the","page_number":80,"box":{"x":89,"y":414,"width":813,"height":12}},{"id":"1c36dc0f-cd44-4bf6-b52b-c145a0bc3c01","block_type":"box","text":"outstanding voting securities of those issuers, cannot exceed the 25% cap. A fund engaging in transactions involving the","page_number":80,"box":{"x":89,"y":429,"width":846,"height":13}},{"id":"1a74b5bf-3d27-46c3-a548-8e964707a806","block_type":"box","text":"acquisition or disposition of portfolio securities may be considered to be an underwriter under the 1933 Act. Although it is","page_number":80,"box":{"x":89,"y":445,"width":854,"height":12}},{"id":"656ec4f2-f595-423b-82d4-c58ea1a4bccd","block_type":"box","text":"not believed that the application of the 1933 Act provisions described above would cause a fund to be engaged in the","page_number":80,"box":{"x":89,"y":460,"width":822,"height":12}},{"id":"0cd0a40e-d2ab-400f-9811-2117378cee27","block_type":"box","text":"business of underwriting, the policy in (5) above will be interpreted not to prevent a fund from engaging in transactions","page_number":80,"box":{"x":89,"y":475,"width":836,"height":12}},{"id":"547740f0-64bb-40a8-abee-b562c1d12000","block_type":"box","text":"involving the acquisition or disposition of portfolio securities, regardless of whether a fund may be considered to be an","page_number":80,"box":{"x":89,"y":490,"width":829,"height":12}},{"id":"7a3b83d4-c17c-4098-bfcd-7bc408eb176b","block_type":"box","text":"underwriter under the 1933 Act or is otherwise engaged in the underwriting business to the extent permitted by applicable","page_number":80,"box":{"x":89,"y":505,"width":860,"height":12}},{"id":"d9ccf85b-3601-479a-806f-2aaf45e68cb0","block_type":"box","text":"law.","page_number":80,"box":{"x":89,"y":520,"width":25,"height":10}},{"id":"d3116b5a-2a40-4d30-ba92-4c207400a778","block_type":"box","text":"With respect to the fundamental policy relating to lending set forth in (7) above, the Investment Company Act does not","page_number":80,"box":{"x":88,"y":547,"width":836,"height":12}},{"id":"949f03fc-bc21-40a6-892e-db36c169953d","block_type":"box","text":"prohibit each Fund from making loans (including lending its securities); however, SEC staff interpretations currently prohibit","page_number":80,"box":{"x":89,"y":562,"width":866,"height":12}},{"id":"ca77f6cb-cdde-48d2-a89d-88575d790cfd","block_type":"box","text":"funds from lending more than one-third of their total assets (including lending its securities), except through the purchase of","page_number":80,"box":{"x":88,"y":577,"width":878,"height":12}},{"id":"c2700f5a-c44c-41ae-bee4-1c20083de7ae","block_type":"box","text":"debt obligations or the use of repurchase agreements. In addition, collateral arrangements with respect to options, forward","page_number":80,"box":{"x":89,"y":592,"width":861,"height":12}},{"id":"54190520-f17f-42eb-ba96-1ee01a424d87","block_type":"box","text":"currency and futures transactions and other derivative instruments (as applicable), as well as delays in the settlement of","page_number":80,"box":{"x":89,"y":607,"width":841,"height":12}},{"id":"936597a8-7896-426b-bc03-6597e86ce764","block_type":"box","text":"securities transactions, will not be considered loans.","page_number":80,"box":{"x":89,"y":622,"width":363,"height":11}},{"id":"7bd61283-adff-4b9a-8460-3ce5b89c6c10","block_type":"box","text":"Non-Fundamental Investment Policies of the Funds.","page_number":80,"box":{"x":89,"y":649,"width":372,"height":9}},{"id":"085b12f7-430f-40a1-ba4f-10ad4ef5a9dc","block_type":"box","text":"Under its non-fundamental investment restrictions, which may be changed by the Board without shareholder approval, each","page_number":80,"box":{"x":89,"y":675,"width":870,"height":12}},{"id":"854a0f85-b904-423b-8a13-beef34c65bcd","block_type":"box","text":"Fund may not:","page_number":80,"box":{"x":89,"y":690,"width":100,"height":13}},{"id":"58482d43-330c-474b-85e9-54f363789a10","block_type":"box","text":"1. Purchase shares of any registered open-end investment company or registered unit investment trust, in reliance on","page_number":80,"box":{"x":90,"y":710,"width":841,"height":13}},{"id":"52e462c9-100f-4054-859b-3c0d84ac5a9b","block_type":"box","text":"Section 12(d)(1)(F) or (G) of the Investment Company Act, at any time the Fund has knowledge that its shares are","page_number":80,"box":{"x":128,"y":725,"width":800,"height":13}},{"id":"13f62627-999f-4f87-90aa-a620130615e0","block_type":"box","text":"purchased by another investment company investor in reliance on the provisions of subparagraph (G) of Section","page_number":80,"box":{"x":128,"y":741,"width":785,"height":12}},{"id":"9927d3f5-e07a-4f1d-aecc-d8326c6d4bca","block_type":"box","text":"12(d)(1). The foregoing restriction does not restrict the Fund from acquiring the shares of registered open-end","page_number":80,"box":{"x":129,"y":756,"width":773,"height":12}},{"id":"b37c240f-7c4e-4fc0-9eb3-19069696187c","block_type":"box","text":"investment companies to the extent otherwise permissible under other provisions of the 1940 Act, as interpreted,","page_number":80,"box":{"x":128,"y":771,"width":793,"height":12}},{"id":"77b53a48-0db9-47d4-92d6-ffa8b6ddca7b","block_type":"box","text":"modified or otherwise permitted by regulatory authority having jurisdiction, from time to time.","page_number":80,"box":{"x":128,"y":786,"width":659,"height":12}},{"id":"8c27569c-103e-498a-b4c0-770ee70554e4","block_type":"box","text":"2. In accordance with Rule 35d-1 under the 1940 Act, under normal circumstances, invest less than 80% of the value of its","page_number":80,"box":{"x":89,"y":806,"width":878,"height":11}},{"id":"9c1770b9-4cc2-4724-bbca-cfafbffa8dea","block_type":"box","text":"net assets, plus the amount of any borrowings for investment purposes, in component securities of its Underlying Index","page_number":80,"box":{"x":128,"y":821,"width":839,"height":13}},{"id":"f0683fc3-3522-4623-a378-f2da3c4f927c","block_type":"box","text":"or in Depositary Receipts representing component securities in the Underlying Index.","page_number":80,"box":{"x":128,"y":836,"width":593,"height":13}},{"id":"32224b92-82bd-4469-a1e1-65d9dde1ef6c","block_type":"box","text":"A Fund will notify its shareholders at least 60 days prior to any change in its restrictions described in 2 above.","page_number":80,"box":{"x":88,"y":863,"width":764,"height":12}},{"id":"c5aa0414-9f50-4c66-96f0-d4077c891512","block_type":"box","text":"60","page_number":80,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"8093a0bf-512d-4554-b217-de44950c5ce8","block_type":"box","text":"Notations Regarding each Fund’s Fundamental and Non-Fundamental Investment Policies","page_number":81,"box":{"x":88,"y":44,"width":656,"height":12}},{"id":"1d2cc948-3f6e-44b0-9b77-0e50798187b5","block_type":"box","text":"Unless otherwise indicated, all limitations under each Fund’s fundamental or non-fundamental investment restrictions apply","page_number":81,"box":{"x":89,"y":70,"width":871,"height":13}},{"id":"9a69a099-f7a8-4d88-82bd-58d0063b3aa9","block_type":"box","text":"only at the time that a transaction is undertaken. Any change in the percentage of each Fund’s assets invested in certain","page_number":81,"box":{"x":89,"y":85,"width":840,"height":13}},{"id":"3b35071e-8306-489a-b9ca-fede653c838c","block_type":"box","text":"securities or other instruments resulting from market fluctuations or other changes in each Fund’s total assets will not","page_number":81,"box":{"x":89,"y":101,"width":829,"height":12}},{"id":"c9c19b65-81e0-464c-a877-febb654a0e04","block_type":"box","text":"require the Fund to dispose of an investment.","page_number":81,"box":{"x":89,"y":116,"width":316,"height":12}},{"id":"2501499d-5880-4fcb-9183-7eb811c217c6","block_type":"box","text":"Continuous Offering","page_number":81,"box":{"x":90,"y":146,"width":338,"height":30}},{"id":"e49ea3cd-f0f3-431c-90c6-2e4d865e914b","block_type":"box","text":"The method by which Creation Units are created and traded may raise certain issues under applicable securities laws.","page_number":81,"box":{"x":88,"y":188,"width":821,"height":12}},{"id":"c43043e2-ab9c-42ec-8edf-93b9240521c8","block_type":"box","text":"Because new Creation Units are issued and sold by the Funds on an ongoing basis, at any point a “distribution,” as such term","page_number":81,"box":{"x":89,"y":203,"width":873,"height":12}},{"id":"ab66d1f1-6674-4db5-87b3-77568ad2a03b","block_type":"box","text":"is used in the 1933 Act, may occur. Broker-dealers and other persons are cautioned that some activities on their part may,","page_number":81,"box":{"x":89,"y":218,"width":849,"height":12}},{"id":"06b521de-d58a-4e31-bf17-c2d856f88f27","block_type":"box","text":"depending on the circumstances, result in their being deemed participants in a distribution in a manner that could render","page_number":81,"box":{"x":89,"y":233,"width":849,"height":12}},{"id":"431ac876-0355-4e60-9fe2-ff6000dfa4b2","block_type":"box","text":"them statutory underwriters and subject them to the prospectus delivery requirement and liability provisions of the 1933 Act.","page_number":81,"box":{"x":88,"y":248,"width":877,"height":12}},{"id":"ffceab91-e3df-415a-ac4d-fea4aa335e0d","block_type":"box","text":"For example, a broker-dealer firm or its client may be deemed a statutory underwriter if it takes Creation Units after placing","page_number":81,"box":{"x":89,"y":274,"width":860,"height":13}},{"id":"1cf3e407-afdc-4091-a96d-7c2b1867440b","block_type":"box","text":"an order with the Distributor, breaks them down into constituent shares and sells such shares directly to customers or if it","page_number":81,"box":{"x":89,"y":290,"width":853,"height":12}},{"id":"c93317d2-0bcf-4d7e-a817-ec315c7a6aea","block_type":"box","text":"chooses to couple the creation of new shares with an active selling effort involving solicitation of secondary market demand","page_number":81,"box":{"x":89,"y":305,"width":868,"height":12}},{"id":"a81c6ce9-bf3d-47b8-bd37-f9074e45ccf6","block_type":"box","text":"for shares. A determination of whether one is an underwriter for purposes of the 1933 Act must take into account all of the","page_number":81,"box":{"x":88,"y":320,"width":863,"height":12}},{"id":"29b58879-3993-452f-beea-9b092cae6d52","block_type":"box","text":"facts and circumstances pertaining to the activities of the broker-dealer or its client in the particular case and the examples","page_number":81,"box":{"x":88,"y":335,"width":861,"height":12}},{"id":"d2380e97-548f-450a-9cf0-604136428af1","block_type":"box","text":"mentioned above should not be considered a complete description of all the activities that could lead to a categorization as","page_number":81,"box":{"x":89,"y":350,"width":862,"height":12}},{"id":"d83aa79c-5f07-47f5-b9f5-7615a074e456","block_type":"box","text":"an underwriter.","page_number":81,"box":{"x":89,"y":365,"width":105,"height":10}},{"id":"366dc8e1-56a0-412e-bdeb-bf8280d7f78c","block_type":"box","text":"Broker-dealer firms should also note that dealers who are not “underwriters” but are effecting transactions in shares,","page_number":81,"box":{"x":89,"y":392,"width":817,"height":12}},{"id":"8cf2e4a1-97ca-49bc-8fc6-10c67db99d17","block_type":"box","text":"whether or not participating in the distribution of shares, generally are required to deliver a prospectus. This is because the","page_number":81,"box":{"x":88,"y":407,"width":858,"height":12}},{"id":"689cf0d6-ad4b-466a-87f5-eea28f1af8a2","block_type":"box","text":"prospectus delivery exemption in Section 4(a)(3) of the 1933 Act is not available in respect of such transactions as a result of","page_number":81,"box":{"x":89,"y":422,"width":875,"height":12}},{"id":"af8abe57-fecc-4154-8c2e-606efcea52ee","block_type":"box","text":"Section 24(d) of the 1940 Act. Firms that incur a prospectus delivery obligation with respect to shares of the Funds are","page_number":81,"box":{"x":88,"y":437,"width":831,"height":12}},{"id":"ed25dade-b7e1-49d3-8fea-88424f86c08a","block_type":"box","text":"reminded that, pursuant to Rule 153 under the 1933 Act, a prospectus delivery obligation under Section 5(b)(2) of the 1933","page_number":81,"box":{"x":89,"y":452,"width":864,"height":12}},{"id":"1c84b028-5c58-4e72-a2e5-c33662d443cc","block_type":"box","text":"Act owed to an exchange member in connection with a sale on the Listing Exchange generally is satisfied by the fact that the","page_number":81,"box":{"x":88,"y":467,"width":875,"height":13}},{"id":"94876b5f-7fcd-4fd0-8b49-ad377a60eb38","block_type":"box","text":"prospectus is available at the Listing Exchange upon request. The prospectus delivery mechanism provided in Rule 153 is","page_number":81,"box":{"x":89,"y":482,"width":845,"height":13}},{"id":"15994ef6-a385-473a-977f-6fc978efb92b","block_type":"box","text":"available only with respect to transactions on an exchange.","page_number":81,"box":{"x":89,"y":497,"width":412,"height":13}},{"id":"bcbd219e-8915-4058-930c-4e7e538b9216","block_type":"box","text":"Management","page_number":81,"box":{"x":90,"y":529,"width":225,"height":29}},{"id":"592548ab-f99b-43e9-8e90-0ba6ed06e4ab","block_type":"box","text":"Trustees and Officers.","page_number":81,"box":{"x":88,"y":569,"width":157,"height":10}},{"id":"1dabe42a-dab7-4fc8-a661-b339840872f2","block_type":"box","text":"The Board has responsibility for the overall management and operations of the Funds, including","page_number":81,"box":{"x":254,"y":569,"width":670,"height":13}},{"id":"04110e38-9b18-48de-ae56-72ba302434d4","block_type":"box","text":"general supervision of the duties performed by BFA and other service providers. Each Trustee serves until he or she resigns, is","page_number":81,"box":{"x":89,"y":584,"width":875,"height":13}},{"id":"30366b9d-ea57-4399-bf0a-462cf884f774","block_type":"box","text":"removed, dies, retires or becomes incapacitated. Each officer shall hold office until his or her successor is elected and","page_number":81,"box":{"x":89,"y":599,"width":817,"height":13}},{"id":"b458661c-31d9-44ce-8d10-afbc92b04d51","block_type":"box","text":"qualifies or until his or her death, resignation or removal. Trustees who are not “interested persons” (as defined in the 1940","page_number":81,"box":{"x":89,"y":615,"width":861,"height":12}},{"id":"6212af41-998c-40eb-bfa1-6acc2e3b72a3","block_type":"box","text":"Act) of the Trust are referred to as independent trustees (“Independent Trustees”).","page_number":81,"box":{"x":88,"y":630,"width":578,"height":12}},{"id":"ecf3fc0a-cc01-4e04-9658-fa91dbc19b9c","block_type":"box","text":"The registered investment companies advised by BFA or its affiliates (the “BlackRock-advised Funds”) are organized into the","page_number":81,"box":{"x":88,"y":656,"width":867,"height":13}},{"id":"a8197e7d-c46f-4a31-a1d2-280a107d0c23","block_type":"box","text":"BlackRock Multi-Asset Complex, the BlackRock Fixed-Income Complex and the iShares Complex (each, a “BlackRock Fund","page_number":81,"box":{"x":89,"y":671,"width":857,"height":13}},{"id":"048ee60c-43c6-45b7-a739-6dbde3eaba79","block_type":"box","text":"Complex”). Each Fund is included in the iShares Complex, which includes iShares Trust, iShares U.S. ETF Trust, and iShares,","page_number":81,"box":{"x":89,"y":686,"width":861,"height":13}},{"id":"4eceb7c1-b20a-44e2-b7f6-0be1ac63bbb0","block_type":"box","text":"Inc. Each Trustee also serves as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust and, as a result, oversees all","page_number":81,"box":{"x":89,"y":702,"width":869,"height":11}},{"id":"b0348beb-e355-450e-84d2-ee31c63ef8b7","block_type":"box","text":"of the funds within the iShares Complex, which consists of 424 funds as of November 28, 2025. With the exception of","page_number":81,"box":{"x":89,"y":717,"width":824,"height":12}},{"id":"7b51b455-71eb-428c-b621-8f55e46dc44a","block_type":"box","text":"Stephen Cohen, Robert S. Kapito and Aaron Wasserman, the address of each Trustee and officer is c/o BlackRock, Inc., 400","page_number":81,"box":{"x":88,"y":732,"width":861,"height":12}},{"id":"e7190627-a71d-4726-b7ef-3cb9e124653e","block_type":"box","text":"Howard Street, San Francisco, CA 94105. The address of Mr. Kapito and Mr. Wasserman is c/o BlackRock, Inc., 50 Hudson","page_number":81,"box":{"x":89,"y":747,"width":849,"height":12}},{"id":"2b9149f3-5889-403c-aaa3-3af451e3e43e","block_type":"box","text":"Yards, New York, NY 10001. The address of Mr. Cohen is c/o BlackRock, Inc., Drapers Gardens, 12 Throgmorton Avenue,","page_number":81,"box":{"x":88,"y":762,"width":840,"height":12}},{"id":"716e9f13-ad69-4102-bb8a-c817dd2a4486","block_type":"box","text":"London EC2N 2DL United Kingdom. The Board has designated John E. Kerrigan as its Independent Board Chair. Additional","page_number":81,"box":{"x":89,"y":777,"width":848,"height":12}},{"id":"7723c45a-792c-4a93-b0a9-668b0bc48eb9","block_type":"box","text":"information about the Funds’ Trustees and officers may be found in this SAI, which is available without charge, upon request,","page_number":81,"box":{"x":89,"y":792,"width":876,"height":13}},{"id":"e0094930-5925-498a-8aa7-f260dea5d91a","block_type":"box","text":"by calling toll-free 1-800-iShares (1-800-474-2737).","page_number":81,"box":{"x":89,"y":807,"width":358,"height":13}},{"id":"382e1535-0711-4dc7-8254-0a7dcc0b6419","block_type":"box","text":"61","page_number":81,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"e269a4d1-f442-4bcf-a7f4-60996f42e652","block_type":"box","text":"Interested Trustees","page_number":82,"box":{"x":89,"y":44,"width":138,"height":10}},{"id":"0e6266e8-18ab-434b-93c9-2ebefa170a76","block_type":"box","text":"Name (Year of Birth) Position","page_number":82,"box":{"x":103,"y":84,"width":247,"height":9}},{"id":"55d0a295-2241-4c61-9850-857cd6a674f6","block_type":"box","text":"Principal Occupation(s)","page_number":82,"box":{"x":485,"y":74,"width":135,"height":9}},{"id":"b7b40fde-4880-40c7-b402-77869f5a7742","block_type":"box","text":"During the Past 5 Years","page_number":82,"box":{"x":486,"y":84,"width":134,"height":9}},{"id":"d811f68f-d503-4524-890e-98dc9890064d","block_type":"box","text":"Other Directorships","page_number":82,"box":{"x":780,"y":74,"width":113,"height":9}},{"id":"6efda70a-f3f1-4cc0-83ca-0bc259acafed","block_type":"box","text":"Held by Trustee","page_number":82,"box":{"x":792,"y":84,"width":89,"height":9}},{"id":"5287caf6-6384-4d11-b782-c08d42d13551","block_type":"box","text":"Robert S. Kapito","page_number":82,"box":{"x":89,"y":106,"width":111,"height":12}},{"id":"c7f7e391-383a-423d-96ae-ec02a05b6d53","block_type":"box","text":"1","page_number":82,"box":{"x":202,"y":104,"width":2,"height":6}},{"id":"c2631de6-ae43-45c2-85dc-15e446545830","block_type":"box","text":"(1957)","page_number":82,"box":{"x":89,"y":121,"width":44,"height":12}},{"id":"0feb83e1-6044-4583-8357-5bda5770f909","block_type":"box","text":"Trustee","page_number":82,"box":{"x":254,"y":106,"width":52,"height":9}},{"id":"89ed7641-8766-4eec-90a3-07038fcd71f8","block_type":"box","text":"(since 2009).","page_number":82,"box":{"x":255,"y":121,"width":90,"height":12}},{"id":"1a28326e-d86a-4e8f-b0d1-dfa315bc55ba","block_type":"box","text":"President of BlackRock, Inc. (since","page_number":82,"box":{"x":422,"y":106,"width":237,"height":12}},{"id":"629e642f-993a-4292-8bce-2f17045d4168","block_type":"box","text":"2006); Vice Chairman of BlackRock,","page_number":82,"box":{"x":421,"y":121,"width":249,"height":12}},{"id":"485a3512-35c8-4d65-b8b1-7296fb4bfd12","block_type":"box","text":"Inc. and Head of BlackRock’s","page_number":82,"box":{"x":422,"y":136,"width":200,"height":10}},{"id":"e89214e0-1c90-406a-a329-5d5a2d92a040","block_type":"box","text":"Portfolio Management Group (since","page_number":82,"box":{"x":422,"y":151,"width":250,"height":12}},{"id":"0d8f905f-6f60-48ea-b11f-655eb9a990a4","block_type":"box","text":"its formation in 1998) and BlackRock,","page_number":82,"box":{"x":422,"y":166,"width":261,"height":12}},{"id":"6439820b-5847-4ba7-b94a-5ce03d7fcebf","block_type":"box","text":"Inc.’s predecessor entities (since","page_number":82,"box":{"x":422,"y":181,"width":225,"height":13}},{"id":"62fd7831-8e82-4971-8309-b44ec7bd699c","block_type":"box","text":"1988); Trustee, University of","page_number":82,"box":{"x":423,"y":196,"width":196,"height":13}},{"id":"86c5bd39-201d-4ad7-b4dd-330382604c31","block_type":"box","text":"Pennsylvania (since 2009); President","page_number":82,"box":{"x":422,"y":211,"width":255,"height":13}},{"id":"69a9d81c-4506-46d5-b2e9-1b182324a822","block_type":"box","text":"of Board of Directors, Hope & Heroes","page_number":82,"box":{"x":421,"y":227,"width":258,"height":12}},{"id":"01caf5b3-de9e-410b-b4ef-f658afa9f689","block_type":"box","text":"Children’s Cancer Fund (since 2002).","page_number":82,"box":{"x":421,"y":242,"width":257,"height":12}},{"id":"c69b894e-40fb-4b21-8898-42bfa0fcfe19","block_type":"box","text":"Director of BlackRock, Inc. (since","page_number":82,"box":{"x":705,"y":106,"width":229,"height":12}},{"id":"ff962773-c731-45e7-990c-7ac0afdb58c2","block_type":"box","text":"2006); Director of iShares, Inc. (since","page_number":82,"box":{"x":705,"y":121,"width":258,"height":12}},{"id":"c6750af9-94fb-46e1-aa0f-83ceca6ca92c","block_type":"box","text":"2009); Trustee of iShares U.S. ETF","page_number":82,"box":{"x":705,"y":136,"width":236,"height":12}},{"id":"fd336506-d128-4b85-ba3e-6fe0b02b92da","block_type":"box","text":"Trust (since 2011).","page_number":82,"box":{"x":704,"y":151,"width":130,"height":12}},{"id":"92865fb6-4320-4496-aaa1-c4939cac4a47","block_type":"box","text":"Stephen Cohen","page_number":82,"box":{"x":88,"y":262,"width":107,"height":12}},{"id":"22e4f81a-1237-4eeb-a94e-36b4f659c149","block_type":"box","text":"2","page_number":82,"box":{"x":197,"y":260,"width":5,"height":6}},{"id":"03139f8c-e426-4fef-a4bc-8892ce0f21a0","block_type":"box","text":"(1975)","page_number":82,"box":{"x":89,"y":277,"width":44,"height":12}},{"id":"dba1ee92-2c89-4022-a8ae-3e416469aae5","block_type":"box","text":"Trustee (since","page_number":82,"box":{"x":254,"y":262,"width":99,"height":12}},{"id":"d81a97ab-24f8-4abe-a40a-f7b017c2cf3f","block_type":"box","text":"2024).","page_number":82,"box":{"x":255,"y":277,"width":43,"height":12}},{"id":"7a547dd8-1165-4276-b3f4-c6bdcab0e114","block_type":"box","text":"Senior Managing Director, Head of","page_number":82,"box":{"x":421,"y":262,"width":243,"height":12}},{"id":"b8109c00-14ec-4572-8dd4-b7326b48c4f6","block_type":"box","text":"Global Product Solutions of","page_number":82,"box":{"x":421,"y":277,"width":193,"height":10}},{"id":"40ecd5d5-626e-47db-a26e-ee0bb275d71d","block_type":"box","text":"BlackRock, Inc. (since 2024); Senior","page_number":82,"box":{"x":422,"y":292,"width":247,"height":12}},{"id":"0b260214-313a-4063-aa4a-80b31861b0db","block_type":"box","text":"Managing Director, Head of Europe,","page_number":82,"box":{"x":421,"y":307,"width":250,"height":13}},{"id":"ff3dc00a-13e8-464e-8151-938ed0c38981","block_type":"box","text":"Middle East and Africa Regions of","page_number":82,"box":{"x":421,"y":322,"width":237,"height":13}},{"id":"c4113cbd-fbac-420c-839c-1eabd143422f","block_type":"box","text":"BlackRock, Inc. (2021-2024); Head of","page_number":82,"box":{"x":422,"y":337,"width":257,"height":13}},{"id":"493460dc-6a11-434a-a00a-cd8e4fb9c356","block_type":"box","text":"iShares Index and Wealth in EMEA of","page_number":82,"box":{"x":422,"y":353,"width":258,"height":9}},{"id":"abee9cfb-b265-45b6-b3f9-94c348649310","block_type":"box","text":"BlackRock, Inc. 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Among the","page_number":86,"box":{"x":89,"y":200,"width":820,"height":12}},{"id":"7754aaec-874a-4a1e-ba6e-b7fd68e6a619","block_type":"box","text":"attributes common to all Trustees are their ability to review critically, evaluate, question and discuss information provided to","page_number":86,"box":{"x":89,"y":215,"width":867,"height":13}},{"id":"90ef74bd-da2b-4ae2-9db6-ceed9bcf166d","block_type":"box","text":"them, to interact effectively with the Funds’ investment adviser, other service providers, counsel and the independent","page_number":86,"box":{"x":88,"y":230,"width":819,"height":13}},{"id":"684fdad0-edf5-4d61-bb74-ff985e98a9b7","block_type":"box","text":"registered public accounting firm, and to exercise effective business judgment in the performance of their duties as Trustees.","page_number":86,"box":{"x":89,"y":245,"width":872,"height":13}},{"id":"1fe92f9e-fce9-4467-ae8a-19a5e1b6dff0","block_type":"box","text":"A Trustee’s ability to perform his or her duties effectively may have been attained through the Trustee’s educational","page_number":86,"box":{"x":88,"y":261,"width":807,"height":12}},{"id":"26f20a2b-02aa-46ad-ab04-4e513ec4aa2c","block_type":"box","text":"background or professional training; business, consulting, public service or academic positions; experience from service as a","page_number":86,"box":{"x":89,"y":276,"width":869,"height":12}},{"id":"86491669-084c-4f37-9eaf-eb02af444a40","block_type":"box","text":"Board member of the Funds and the other funds in the Trust (and any predecessor funds), other investment funds, public","page_number":86,"box":{"x":89,"y":291,"width":850,"height":12}},{"id":"505dd523-b854-4e28-9f10-33daad6ce08f","block_type":"box","text":"companies, or non-profit entities or other organizations; and/or other life experiences. Also, set forth below is a brief","page_number":86,"box":{"x":89,"y":306,"width":816,"height":12}},{"id":"8803b143-efe1-49ba-9aa1-f1ca4b9430e3","block_type":"box","text":"discussion of the specific experience, qualifications, attributes or skills of each Trustee that led the Board to conclude that he","page_number":86,"box":{"x":89,"y":321,"width":872,"height":12}},{"id":"07c2ec97-224d-497f-a141-354b8369d5d8","block_type":"box","text":"or she should serve (or continue to serve) as a Trustee.","page_number":86,"box":{"x":89,"y":336,"width":383,"height":13}},{"id":"ddab98eb-ffb1-4f32-8769-8c45c44a5449","block_type":"box","text":"Robert S. Kapito has been a Trustee of the Trust since 2009. Mr. Kapito has also served as a Director of iShares, Inc. since","page_number":86,"box":{"x":89,"y":363,"width":842,"height":12}},{"id":"84c02211-267a-4571-84c8-16eac6f70865","block_type":"box","text":"2009, a Trustee of iShares U.S. ETF Trust since 2011 and a Director of BlackRock, Inc. since 2006. Mr. Kapito served as a","page_number":86,"box":{"x":89,"y":378,"width":832,"height":12}},{"id":"dea567b3-fdbf-4df2-83c5-225c5334eeb1","block_type":"box","text":"Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. In addition, he has over 20 years of experience as part of","page_number":86,"box":{"x":89,"y":393,"width":877,"height":12}},{"id":"af2be7f4-32b4-4986-aba7-0676b6280618","block_type":"box","text":"BlackRock, Inc. and BlackRock’s predecessor entities. Mr. Kapito serves as President of BlackRock, Inc., and is a member of","page_number":86,"box":{"x":89,"y":408,"width":855,"height":12}},{"id":"b3d78b96-085e-4023-8bce-3c1073a2ef33","block_type":"box","text":"the Global Executive Committee and Chairman of the Global Operating Committee. He is responsible for day-to-day oversight","page_number":86,"box":{"x":88,"y":423,"width":880,"height":12}},{"id":"1e00fbcf-2782-41e7-80a1-3a707402f26b","block_type":"box","text":"of BlackRock’s key operating units, including Investment Strategies, Client Businesses, Technology & Operations, and Risk &","page_number":86,"box":{"x":89,"y":438,"width":865,"height":13}},{"id":"78ced6b0-23db-44b1-b16b-9e170139b1c3","block_type":"box","text":"Quantitative Analysis. Prior to assuming his current responsibilities in 2007, Mr. Kapito served as Vice Chairman of BlackRock,","page_number":86,"box":{"x":89,"y":453,"width":876,"height":13}},{"id":"5da051e8-0690-4e7a-baf4-d684f423249b","block_type":"box","text":"Inc. and Head of BlackRock’s Portfolio Management Group. In that role, he was responsible for overseeing all portfolio","page_number":86,"box":{"x":89,"y":468,"width":823,"height":13}},{"id":"b97d897c-eebd-4d28-b21d-2b3161a48634","block_type":"box","text":"management within BlackRock, including the Fixed Income, Equity, Liquidity, and Alternative Investment Groups. Mr. Kapito","page_number":86,"box":{"x":89,"y":484,"width":864,"height":12}},{"id":"227d5755-9ef6-4750-9009-e9e960ded6bb","block_type":"box","text":"serves as a member of the Board of Trustees of the University of Pennsylvania and the Harvard Business School Board of","page_number":86,"box":{"x":89,"y":499,"width":841,"height":12}},{"id":"bda390c6-abf5-42b2-b466-948e4f1e430d","block_type":"box","text":"Dean’s Advisors. He has also been President of the Board of Directors for the Hope & Heroes Children’s Cancer Fund since","page_number":86,"box":{"x":89,"y":514,"width":853,"height":12}},{"id":"b283899e-9bfd-4a03-a03d-b905d0c64c5f","block_type":"box","text":"2002. Mr. Kapito earned a BS degree in economics from the Wharton School of the University of Pennsylvania in 1979, and an","page_number":86,"box":{"x":89,"y":529,"width":876,"height":12}},{"id":"a3adaf24-72e2-4e18-97f4-290545d65c1a","block_type":"box","text":"MBA degree from Harvard Business School in 1983.","page_number":86,"box":{"x":89,"y":544,"width":360,"height":12}},{"id":"1a7696b1-6d3b-4ce7-845e-0f2d032fb999","block_type":"box","text":"Stephen Cohen has been a Trustee of the Trust since 2024. Mr. Cohen has also served as a Director of iShares, Inc. and a","page_number":86,"box":{"x":88,"y":570,"width":841,"height":13}},{"id":"e4577c06-be83-4d96-aaf7-676f3cd7533c","block_type":"box","text":"Trustee of iShares U.S. ETF Trust since 2024. Mr. Cohen has also served as a Director of BlackRock Investment Management","page_number":86,"box":{"x":88,"y":586,"width":865,"height":12}},{"id":"3c81fc54-5c52-4ad0-9fe7-e90d9362de95","block_type":"box","text":"(UK) Limited, Director of BlackRock International Limited, and Director of BlackRock Group Limited since 2021. Mr. Cohen,","page_number":86,"box":{"x":89,"y":601,"width":854,"height":12}},{"id":"6c3b2364-bb93-437c-a7a3-84a660a92e89","block_type":"box","text":"Senior Managing Director, is BlackRock’s Chief Product Officer and a member of the Global Executive Committee. Mr. Cohen","page_number":86,"box":{"x":88,"y":616,"width":869,"height":12}},{"id":"1f974320-c0f4-4b06-8a81-45337dee6d80","block_type":"box","text":"is responsible for the business strategy, innovation and commercialization of BlackRock’s full investment product platform,","page_number":86,"box":{"x":89,"y":631,"width":856,"height":12}},{"id":"982c67e6-e97c-4fb0-a3f8-26fa2f2e288e","block_type":"box","text":"aligning product strategies with client needs and market trends, and unlocking new growth opportunities across iShares,","page_number":86,"box":{"x":89,"y":646,"width":846,"height":12}},{"id":"725d1bf6-5af8-4be9-8e59-b7d8a2b8586c","block_type":"box","text":"Active, and Private Markets. Before assuming his current role in January 2024, Mr. Cohen served as the Head of Europe,","page_number":86,"box":{"x":88,"y":661,"width":830,"height":13}},{"id":"a63213bb-8372-43be-920f-e3f0c02be334","block_type":"box","text":"Middle East and Africa from 2021, leading BlackRock in the region. He was previously Head of the iShares, Index and Wealth","page_number":86,"box":{"x":89,"y":676,"width":866,"height":13}},{"id":"08b7da93-4c43-4f90-b69b-e433c0c3e6d8","block_type":"box","text":"businesses in EMEA, overseeing BlackRock’s relationships with wealth management firms and platforms, the development","page_number":86,"box":{"x":89,"y":691,"width":857,"height":13}},{"id":"1d119c21-6e54-42b7-99e0-93c7afd55a07","block_type":"box","text":"and distribution of active and index investments, and the firm’s equity index portfolio management capability in the region.","page_number":86,"box":{"x":89,"y":707,"width":861,"height":12}},{"id":"4b6a6381-6bb1-4420-9dcf-f1dfd60125b1","block_type":"box","text":"Having joined BlackRock in 2011, Mr. Cohen initially served as the Chief Investment Strategist for International Fixed Income","page_number":86,"box":{"x":89,"y":722,"width":865,"height":12}},{"id":"af0bc79c-86d8-441b-8305-1813289d3eec","block_type":"box","text":"and iShares, and then, in 2016, as Global Head of Fixed Income Indexing. Prior to BlackRock, Mr. Cohen was Global Head of","page_number":86,"box":{"x":89,"y":737,"width":861,"height":12}},{"id":"a6432f15-46be-482b-923b-411013e760fb","block_type":"box","text":"Equity Linked Strategy at Nomura Holdings, Inc. Mr. Cohen’s career began at UBS in 1996 before he joined ING Barings in","page_number":86,"box":{"x":89,"y":752,"width":845,"height":12}},{"id":"29cb3b9a-994c-45c5-84f3-f9c22483c70e","block_type":"box","text":"2003, having served as Director, Fixed Income at each firm. Mr. Cohen earned a Bachelor of Science degree in Economics","page_number":86,"box":{"x":89,"y":767,"width":844,"height":12}},{"id":"7316f995-9911-497f-8edf-3b78fa851c79","block_type":"box","text":"from the University of Southampton, and holds certifications as a SFA Futures and Options Representative, a SFA Securities","page_number":86,"box":{"x":88,"y":782,"width":862,"height":12}},{"id":"d9f12290-c47a-45d3-82dc-261d9a843c35","block_type":"box","text":"Registered Representative, and an IFPR Material Risk Taker.","page_number":86,"box":{"x":89,"y":797,"width":410,"height":13}},{"id":"87371455-8c6f-463b-b222-3ee0a4c300f2","block_type":"box","text":"John E. Kerrigan has been a Trustee of the Trust since 2005 and Chair of the Trust’s Board since 2022. Mr. Kerrigan has also","page_number":86,"box":{"x":88,"y":824,"width":858,"height":12}},{"id":"e26e8fa3-7d37-406d-b334-68bd66976f39","block_type":"box","text":"served as a Director of iShares, Inc. since 2005, a Trustee of iShares U.S. ETF Trust since 2011, Chair of the Equity Plus and","page_number":86,"box":{"x":89,"y":839,"width":849,"height":12}},{"id":"eda0da0f-a8d0-48ec-b0da-18d2e0ca34b9","block_type":"box","text":"Nominating and Governance Committees of each Board from 2019 to 2021, and as Chair of each Board since 2022. Mr.","page_number":86,"box":{"x":89,"y":854,"width":830,"height":12}},{"id":"7fb99265-6a7e-46d3-9508-caa4403dc921","block_type":"box","text":"66","page_number":86,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"24bf420f-5d86-4358-ba6c-437c9e38b9fb","block_type":"box","text":"Kerrigan served as a Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Mr. Kerrigan served as Chief","page_number":87,"box":{"x":89,"y":44,"width":822,"height":12}},{"id":"60f6276c-c7c0-436a-b5b7-0102f69ee33a","block_type":"box","text":"Investment Officer of Santa Clara University from 2002 to 2025. Mr. Kerrigan was formerly a Managing Director at Merrill","page_number":87,"box":{"x":89,"y":59,"width":842,"height":12}},{"id":"970b8430-26c1-41f3-ae60-04f6e8b47087","block_type":"box","text":"Lynch & Co., including the following responsibilities: Managing Director, Institutional Client Division, Western United States.","page_number":87,"box":{"x":89,"y":74,"width":861,"height":12}},{"id":"3741b38a-26ba-42d6-ad97-5a616b3e579c","block_type":"box","text":"Mr. Kerrigan has been a Director, since 1999, of The BASIC Fund (Bay Area Scholarships for Inner City Children). Mr. Kerrigan","page_number":87,"box":{"x":89,"y":89,"width":869,"height":13}},{"id":"b9add3f3-e93c-4c5c-b2f8-fe587fd6d29c","block_type":"box","text":"has a BA degree from Boston College and is a Chartered Financial Analyst Charterholder.","page_number":87,"box":{"x":89,"y":104,"width":618,"height":13}},{"id":"1bbc699f-84fa-46a2-aa07-9e58e057c8f6","block_type":"box","text":"Jane D. Carlin has been a Trustee of the Trust since 2015 and Chair of the Securities Lending Committee since 2025. Ms.","page_number":87,"box":{"x":88,"y":131,"width":837,"height":12}},{"id":"f18c96f2-a851-4928-b110-6d8fc561a12c","block_type":"box","text":"Carlin has also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2015 and Chair of the","page_number":87,"box":{"x":89,"y":146,"width":819,"height":11}},{"id":"5137c239-4a9a-46b4-9a4a-38b76d1dd17e","block_type":"box","text":"Securities Lending Committee of each Board since 2025. Ms. Carlin has served as a consultant since 2012 and formerly","page_number":87,"box":{"x":88,"y":161,"width":832,"height":12}},{"id":"3c0e17b0-4941-456c-a3c9-d6a5b336dc6e","block_type":"box","text":"served as Managing Director and Global Head of Financial Holding Company Governance & Assurance and the Global Head","page_number":87,"box":{"x":89,"y":176,"width":864,"height":13}},{"id":"8154450d-09a6-4205-923e-8090a0aadf93","block_type":"box","text":"of Operational Risk Management of Morgan Stanley from 2006 to 2012. In addition, Ms. Carlin served as Managing Director","page_number":87,"box":{"x":89,"y":191,"width":867,"height":13}},{"id":"f52fa09e-351c-4201-bb5d-e25758b79241","block_type":"box","text":"and Global Head of the Bank Operational Risk Oversight Department of Credit Suisse Group from 2003 to 2006. Prior to that,","page_number":87,"box":{"x":89,"y":206,"width":872,"height":13}},{"id":"84fa039f-ad47-4494-a7cc-8bd938a6bf07","block_type":"box","text":"Ms. Carlin served as Managing Director and Deputy General Counsel of Morgan Stanley. Ms. Carlin has over 30 years of","page_number":87,"box":{"x":89,"y":222,"width":835,"height":12}},{"id":"031e86be-060c-4595-8866-a8b456ccdb19","block_type":"box","text":"experience in the financial sector and has served in a number of legal, regulatory, and risk management positions. Ms. Carlin","page_number":87,"box":{"x":89,"y":237,"width":869,"height":12}},{"id":"57b61a1c-a15f-4c9a-a86f-0b458a8fd43e","block_type":"box","text":"has served as a member of the Audit Committee and as a Director of The Hanover Insurance Group, Inc., each since 2016,","page_number":87,"box":{"x":89,"y":252,"width":852,"height":12}},{"id":"4af5555b-2b13-45fc-a3b4-3a41a536c7ed","block_type":"box","text":"and as Chair of the Audit Committee since 2020. Ms. Carlin served as a member of the Audit Committee from 2012 to 2018,","page_number":87,"box":{"x":89,"y":267,"width":865,"height":11}},{"id":"afc195f2-8bce-4823-94b4-b063b6ec82a4","block_type":"box","text":"Chair of the Nominating and Governance Committee from 2017 to 2018 and as an Independent Director on the Board of PHH","page_number":87,"box":{"x":89,"y":282,"width":876,"height":12}},{"id":"b63180d4-4c16-476e-aca7-0f2c83de0dd2","block_type":"box","text":"Corporation from 2012 to 2018. She previously served as a Director on the Boards of Astoria Financial Corporation and","page_number":87,"box":{"x":89,"y":297,"width":828,"height":12}},{"id":"efc0ea51-6a8c-4b2a-a8e3-33b0a35400cb","block_type":"box","text":"Astoria Bank. Ms. Carlin was appointed by the United States Treasury to the Financial Services Sector Coordinating Council","page_number":87,"box":{"x":88,"y":312,"width":859,"height":13}},{"id":"7c8118e2-391f-4417-957f-3359e40a2f4c","block_type":"box","text":"for Critical Infrastructure Protection and Homeland Security, where she served as Chairperson from 2010 to 2012 and Vice","page_number":87,"box":{"x":88,"y":327,"width":854,"height":13}},{"id":"be512c16-8f07-4ee9-9ecd-6ae91ed902be","block_type":"box","text":"Chair and Chair of the Cyber Security Committee from 2009 to 2010. Ms. Carlin has a BA degree in political science from","page_number":87,"box":{"x":89,"y":342,"width":841,"height":13}},{"id":"a1b2b16a-ad61-4507-ab71-f2f0902f544b","block_type":"box","text":"State University of New York at Stony Brook and a JD degree from Benjamin N. Cardozo School of Law.","page_number":87,"box":{"x":88,"y":358,"width":713,"height":12}},{"id":"ac2fa130-e2db-431b-88c6-2484f30d5cd1","block_type":"box","text":"Richard L. Fagnani has been a Trustee of the Trust since 2017 and Chair of the 15(c) Committee since 2025. Mr. Fagnani has","page_number":87,"box":{"x":89,"y":384,"width":866,"height":12}},{"id":"90995e82-1b3b-41b2-8f5c-a32d0f937d09","block_type":"box","text":"also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2017 and Chair of the 15(c) Committee","page_number":87,"box":{"x":89,"y":399,"width":869,"height":13}},{"id":"9726e9c0-ff01-4aaf-92c5-d6bedc3af110","block_type":"box","text":"of each Board since 2025. Mr. Fagnani served as an Advisory Board Member of the Trust, iShares U.S. ETF Trust and iShares,","page_number":87,"box":{"x":89,"y":414,"width":864,"height":13}},{"id":"12eabdc1-6e19-4482-a89b-b2b79c5b967a","block_type":"box","text":"Inc. from April 2017 to June 2017. Mr. Fagnani served as a Senior Audit Partner at KPMG LLP from 2002 to 2016, most recently","page_number":87,"box":{"x":89,"y":429,"width":878,"height":13}},{"id":"b6a7bc3a-a6cf-4903-bd5c-8e7eeb734fd1","block_type":"box","text":"as the U.S. asset management audit practice leader responsible for setting strategic direction and execution of the operating","page_number":87,"box":{"x":89,"y":445,"width":868,"height":12}},{"id":"307682fc-f153-4bcd-b52a-d0eb5508fafb","block_type":"box","text":"plan for the asset management audit practice. In addition, from 1977 to 2002, Mr. Fagnani served as an Audit Partner at","page_number":87,"box":{"x":89,"y":460,"width":837,"height":12}},{"id":"2497c6af-3313-48de-abf5-5372dc411eb5","block_type":"box","text":"Andersen LLP, where he developed and managed the asset management audit practice in the Philadelphia office. Mr. Fagnani","page_number":87,"box":{"x":88,"y":475,"width":876,"height":12}},{"id":"6784c846-a74e-4028-99f8-2995160b9714","block_type":"box","text":"served as a Trustee on the Board of the Walnut Street Theater in Philadelphia from 2009 to 2014 and as a member of the","page_number":87,"box":{"x":89,"y":490,"width":843,"height":12}},{"id":"04c5219b-f9f0-4e8a-ad71-532379466109","block_type":"box","text":"School of Business Advisory Board at LaSalle University from 2006 to 2014. Mr. Fagnani has also served as a Director of One","page_number":87,"box":{"x":88,"y":505,"width":866,"height":12}},{"id":"992a9ebc-f4fb-4136-bf81-d9fd96ca26c3","block_type":"box","text":"Generation Away, a non-profit which works to bring healthy food directly to people in need, since 2021. Mr. Fagnani has a BS","page_number":87,"box":{"x":89,"y":520,"width":871,"height":12}},{"id":"c8c99abe-be03-4d4a-a9c6-e96f5508f7b4","block_type":"box","text":"degree in Accounting from LaSalle University.","page_number":87,"box":{"x":89,"y":535,"width":316,"height":13}},{"id":"c58575a2-0dc1-4262-9372-fce61883f645","block_type":"box","text":"Laura F. Fergerson has been a Trustee of the Trust since 2024 and Chair of the Audit Committee of the Trust since 2025. Ms.","page_number":87,"box":{"x":89,"y":562,"width":866,"height":12}},{"id":"5630236f-7dd6-4f30-b4e5-69ccbb0b5bf9","block_type":"box","text":"Fergerson has also served as a Director of iShares, Inc., a Trustee of iShares U.S. ETF Trust since 2024, and Chair of the Audit","page_number":87,"box":{"x":89,"y":577,"width":867,"height":12}},{"id":"40cc7b8f-ff3b-4fa2-9756-0926b1c3fd64","block_type":"box","text":"Committee of each Board since 2025. From 2017 to 2024, Ms. Fergerson was the President of Franklin Templeton Services,","page_number":87,"box":{"x":89,"y":592,"width":854,"height":12}},{"id":"afd6f65d-5ffb-4dd1-9080-4589cddb95f9","block_type":"box","text":"LLC where she led the global fund administration division. Prior to that, she held various roles at Franklin Templeton since","page_number":87,"box":{"x":89,"y":607,"width":850,"height":12}},{"id":"f8f20b29-e4b7-49d7-81ab-5b6505a98f37","block_type":"box","text":"1993, which included managing financial and regulatory reporting and global fund tax. Ms. Fergerson has been a Director,","page_number":87,"box":{"x":90,"y":622,"width":851,"height":12}},{"id":"68498240-3d0b-4596-947c-70cfc001fc8b","block_type":"box","text":"since 2019, of the Crocker Art Museum Association and was the President, from 2022 to 2023, of the Crocker Art Museum","page_number":87,"box":{"x":89,"y":637,"width":856,"height":12}},{"id":"6b591f33-c36b-43fe-8240-f5fbc6b93394","block_type":"box","text":"Foundation. Ms. Fergerson has a BA degree in Economics from the University of California, Berkeley and is a Certified Public","page_number":87,"box":{"x":89,"y":652,"width":863,"height":13}},{"id":"28fd6e12-25f3-4526-8dde-988938138b08","block_type":"box","text":"Accountant (inactive) and a member of the American Institute of Certified Public Accountants.","page_number":87,"box":{"x":88,"y":668,"width":665,"height":12}},{"id":"24816b54-69b5-426b-bfee-f39b3c649ab3","block_type":"box","text":"Cecilia H. Herbert has been a Trustee of the Trust since 2005. Ms. Herbert has also served as a Director of iShares, Inc. since","page_number":87,"box":{"x":89,"y":694,"width":863,"height":11}},{"id":"9998bb56-ac3a-4089-bd0b-aaf5f5285676","block_type":"box","text":"2005, a Trustee of iShares U.S. ETF Trust since 2011 and Chair of the Trust’s Board from 2016 to 2021. Ms. Herbert served as a","page_number":87,"box":{"x":89,"y":709,"width":878,"height":11}},{"id":"611ec785-7353-4dd5-b9ac-6dca3116cf08","block_type":"box","text":"Director of iShares MSCI Russia Capped ETF, Inc. from 2010 to 2015. Previously, Ms. Herbert served as Trustee of the","page_number":87,"box":{"x":89,"y":724,"width":813,"height":13}},{"id":"e6b129f4-04fc-470c-929e-e46a5297c146","block_type":"box","text":"Montgomery Funds from 1992 to 2003, the Pacific Select Funds from 2004 to 2005, the Forward Funds from 2009 to 2018,","page_number":87,"box":{"x":89,"y":739,"width":859,"height":13}},{"id":"b47bbee3-45ca-4b0a-aa36-29108f474fcb","block_type":"box","text":"the Salient Funds from 2015 to 2018 and the Thrivent Church Loan and Income Fund from 2019 to 2022. She has served as a","page_number":87,"box":{"x":88,"y":754,"width":874,"height":10}},{"id":"c9c585a4-3fcb-43ef-a3de-d7eda55ff60f","block_type":"box","text":"member of the Finance, Audit and Quality Committees and Trustee of Stanford Health Care since 2016 and became Chair of","page_number":87,"box":{"x":89,"y":770,"width":869,"height":12}},{"id":"024e6cff-b792-47de-bc52-f544773d1a19","block_type":"box","text":"the Finance Committee of Stanford Health Care in 2019. She has served as a Trustee of WNET, New York’s public media","page_number":87,"box":{"x":88,"y":785,"width":834,"height":12}},{"id":"773787f8-58c8-47be-ac62-39cde8a7f687","block_type":"box","text":"station, since 2011 and a Member of its Audit Committee since 2018. She was appointed to the Wyoming State Investment","page_number":87,"box":{"x":89,"y":800,"width":860,"height":12}},{"id":"0952891a-8744-4e01-9943-7cccdf0df085","block_type":"box","text":"Funds Committee in 2022. She became a member of the Governing Council of the Independent Directors Council in 2018.","page_number":87,"box":{"x":89,"y":815,"width":851,"height":12}},{"id":"d2c87f23-abfd-49b6-a3a4-0e7a4d01ab7f","block_type":"box","text":"She served as a Director of the Senior Center of Jackson Hole from 2020 to 2023 and of the Jackson Hole Center for the Arts","page_number":87,"box":{"x":88,"y":830,"width":865,"height":11}},{"id":"240f6553-c544-4ef8-a339-ecaa88ea484a","block_type":"box","text":"since 2021. She was President of the Board of Catholic Charities CYO, the largest social services agency in the San Francisco","page_number":87,"box":{"x":89,"y":845,"width":864,"height":12}},{"id":"769111c6-9b4e-43d6-8f0b-98bc03fff2b9","block_type":"box","text":"Bay Area, from 2007 to 2011 and a member of that board from 1992 to 2013. From 1973 to 1990 she worked at J.P.","page_number":87,"box":{"x":89,"y":860,"width":801,"height":13}},{"id":"e185e311-4b5c-4d70-bbae-ce8794e6605a","block_type":"box","text":"67","page_number":87,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"5be66cbf-9b07-4b44-841b-14bd39dec220","block_type":"box","text":"Morgan/Morgan Guaranty Trust doing international corporate finance and corporate lending, retiring as Managing Director","page_number":88,"box":{"x":89,"y":44,"width":867,"height":12}},{"id":"f665b242-2665-410d-988d-0e2eb44aca30","block_type":"box","text":"and Head of the West Coast Office. Ms. Herbert has been on numerous non-profit boards, chairing investment and finance","page_number":88,"box":{"x":89,"y":59,"width":857,"height":12}},{"id":"7621ba72-b9dc-4b09-98e1-4d712a28fcd4","block_type":"box","text":"committees. She holds a double major in economics and communications from Stanford University and an MBA from","page_number":88,"box":{"x":89,"y":74,"width":824,"height":12}},{"id":"eca42406-5203-4512-982d-8c6b0b1a27e1","block_type":"box","text":"Harvard Business School.","page_number":88,"box":{"x":89,"y":89,"width":175,"height":10}},{"id":"7bdb281e-3c3e-4b50-b808-22dffcd7a91f","block_type":"box","text":"James Lam has been a Trustee of the Trust since 2024 and Chair of the Risk Committee of the Trust since 2025. Mr. Lam has","page_number":88,"box":{"x":88,"y":116,"width":867,"height":11}},{"id":"d4f7f81c-584d-49e3-9e6b-8236d3d2dc67","block_type":"box","text":"also served as a Director of iShares, Inc., a Trustee of iShares U.S. ETF Trust since 2024, and Chair of the Risk Committee of","page_number":88,"box":{"x":89,"y":131,"width":857,"height":11}},{"id":"a2fb76a9-253a-45c0-8c61-c9c942323a71","block_type":"box","text":"each Board since 2025. Mr. Lam has over 40 years of experience in corporate governance and risk management as a board","page_number":88,"box":{"x":89,"y":146,"width":856,"height":12}},{"id":"0bbc7e38-dc70-4d8b-9865-db7eb3b67d9e","block_type":"box","text":"director, management consultant, and chief risk officer. He has previously served as a director on public, private, and fund","page_number":88,"box":{"x":89,"y":161,"width":850,"height":12}},{"id":"b70861a4-d230-4a68-b639-5729f64603ba","block_type":"box","text":"boards, including leadership roles as the chair of the risk, audit, and compliance committees. 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He holds the NACD Directorship Certification and the NACD CERT Certificate in Cyber-Risk Oversight. Mr. Lam has","page_number":88,"box":{"x":89,"y":282,"width":850,"height":12}},{"id":"c1891437-4112-407e-ade0-cc8128f99ef0","block_type":"box","text":"been an adjunct professor at Carnegie Mellon University since 2018 and a member of the Zicklin School of Business Dean’s","page_number":88,"box":{"x":89,"y":297,"width":860,"height":12}},{"id":"f18783d3-0293-4a71-95cf-1784e81248f9","block_type":"box","text":"Council of Baruch College since 2017. Mr. Lam has a BBA from Baruch College and an MBA from the University of California,","page_number":88,"box":{"x":89,"y":312,"width":865,"height":13}},{"id":"3efc1a48-d123-4879-bb54-6e925ddb7bf1","block_type":"box","text":"Los Angeles.","page_number":88,"box":{"x":89,"y":327,"width":87,"height":13}},{"id":"cdb7de5f-2a8c-4ad7-aa36-43c64db12e3d","block_type":"box","text":"Drew E. 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Mr. Lawton served as Director of Principal Funds, Inc., Principal","page_number":88,"box":{"x":89,"y":399,"width":848,"height":13}},{"id":"590436c7-ea8e-4bb1-9489-6bd91d5b3b86","block_type":"box","text":"Variable Contracts Funds, Inc. and Principal Exchange-Traded Funds from March 2016 to October 2016. Mr. Lawton has also","page_number":88,"box":{"x":88,"y":414,"width":870,"height":13}},{"id":"05f9fc73-ec66-48cb-b15a-96a7e9864a01","block_type":"box","text":"served as a member of the Compensation and Finance and Risk Committees and Director of Jackson Financial Inc. since","page_number":88,"box":{"x":89,"y":429,"width":839,"height":13}},{"id":"c2d5bb48-f448-4758-b49c-9a50a660df4e","block_type":"box","text":"2021. Mr. Lawton served in various capacities at New York Life Insurance Company from 2010 to 2015, most recently as a","page_number":88,"box":{"x":89,"y":445,"width":846,"height":12}},{"id":"efb84056-fde4-4e7c-af5b-f5bfca77765d","block_type":"box","text":"Senior Managing Director and Chief Executive Officer of New York Life Investment Management. From 2008 to 2010, Mr.","page_number":88,"box":{"x":88,"y":460,"width":844,"height":12}},{"id":"e900bac3-1039-452b-b975-a483b1ad3f90","block_type":"box","text":"Lawton was the President of Fridson Investment Advisors, LLC. Mr. Lawton previously held multiple roles at Fidelity","page_number":88,"box":{"x":89,"y":475,"width":804,"height":12}},{"id":"5766ff8c-054d-489c-b8e2-c4108829c648","block_type":"box","text":"Investments from 1997 to 2008. Mr. Lawton has been an Adjunct Professor at the University of North Texas since 2021. Mr.","page_number":88,"box":{"x":89,"y":490,"width":859,"height":12}},{"id":"595954f8-443f-44be-851b-ca69687ece20","block_type":"box","text":"Lawton has a BA degree in Administrative Science from Yale University and an MBA from University of North Texas.","page_number":88,"box":{"x":89,"y":505,"width":806,"height":12}},{"id":"9abea9e2-da37-4bbc-96a2-909b32899be1","block_type":"box","text":"John E. Martinez has been a Trustee of the Trust since 2003 and Chair of the Equity Plus Committee of the Trust since 2025.","page_number":88,"box":{"x":88,"y":531,"width":863,"height":13}},{"id":"beff941b-2f8a-4fa6-b48c-d1d04a641a8c","block_type":"box","text":"Mr. Martinez has also served as a Director of iShares, Inc. since 2003, a Trustee of iShares U.S. ETF Trust since 2011, and Chair","page_number":88,"box":{"x":89,"y":547,"width":877,"height":11}},{"id":"71883fc1-1ebb-4f17-989a-b0536560ddf4","block_type":"box","text":"of the Equity Plus Committee of each Board since 2025. 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Mr. Martinez","page_number":88,"box":{"x":89,"y":607,"width":825,"height":11}},{"id":"5dc376ff-2197-4c59-9586-9e0aa8be4162","block_type":"box","text":"previously served as Director of Barclays Global Investors (“BGI”) UK Holdings, where he provided governance oversight","page_number":88,"box":{"x":89,"y":622,"width":836,"height":12}},{"id":"a1b5dae0-4eaa-4d7a-8aec-c8e0a19e1bec","block_type":"box","text":"representing BGI’s shareholders (Barclays PLC, BGI management shareholders) through oversight of BGI’s worldwide","page_number":88,"box":{"x":89,"y":637,"width":817,"height":13}},{"id":"fbee6225-5531-4be3-afba-0750f036edc9","block_type":"box","text":"activities. 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Mr. Martinez has an AB","page_number":88,"box":{"x":88,"y":698,"width":853,"height":12}},{"id":"c77a6f04-efdb-4885-916a-43aa5f5bac38","block_type":"box","text":"degree in economics from The University of California, Berkeley and holds an MBA degree in finance and statistics from The","page_number":88,"box":{"x":89,"y":713,"width":866,"height":12}},{"id":"d2740b9b-672c-4dfe-806f-2a53fc27484d","block_type":"box","text":"University of Chicago Booth School of Business.","page_number":88,"box":{"x":89,"y":728,"width":333,"height":12}},{"id":"646dcc19-030e-4704-8b0b-9627fdfddcb2","block_type":"box","text":"Madhav V. Rajan has been a Trustee of the Trust since 2011 and Chair of the Nominating and Governance Committee of the","page_number":88,"box":{"x":89,"y":754,"width":866,"height":13}},{"id":"56c24685-e656-4ff9-8faa-44889d3b792b","block_type":"box","text":"Trust since 2025. Mr. Rajan has also served as a Director of iShares, Inc. and a Trustee of iShares U.S. ETF Trust since 2011,","page_number":88,"box":{"x":88,"y":770,"width":854,"height":12}},{"id":"d46e6573-1632-42e0-acd4-e8019d53c770","block_type":"box","text":"and Chair of the Nominating and Governance Committee of each Board since 2025. Mr. Rajan served as a Director of iShares","page_number":88,"box":{"x":89,"y":785,"width":869,"height":12}},{"id":"2c26d3d2-5185-4375-8bc6-4084b054a91c","block_type":"box","text":"MSCI Russia Capped ETF, Inc. from 2011 to 2015. Mr. Rajan is the Dean and George Pratt Shultz Professor of Accounting at","page_number":88,"box":{"x":89,"y":800,"width":858,"height":12}},{"id":"902ad0fa-d126-4668-858d-4640a78ac796","block_type":"box","text":"the University of Chicago Booth School of Business and also serves as Chair of the Board for the Center for Research in","page_number":88,"box":{"x":88,"y":815,"width":828,"height":12}},{"id":"3249ef69-3269-4277-a847-eb20a1818910","block_type":"box","text":"Security Prices, LLC, an affiliate of the University of Chicago Booth School of Business, since 2020. He has served on the","page_number":88,"box":{"x":88,"y":830,"width":835,"height":12}},{"id":"117d5569-8689-47fa-be4a-e60e22eba401","block_type":"box","text":"Advisory Board of C.M. Capital Corporation since 2016 and as a Director of C.M. Capital Corporation since 2020. Mr. Rajan","page_number":88,"box":{"x":88,"y":845,"width":852,"height":12}},{"id":"79fb5cd6-017d-4497-9d79-359a7d43a0c0","block_type":"box","text":"has served as a director of WellBe Senior Medical since 2023. From 2001 to 2017, Mr. Rajan was the Robert K. Jaedicke","page_number":88,"box":{"x":89,"y":860,"width":821,"height":13}},{"id":"3c0fa290-4873-4d24-a894-c6a368e1755f","block_type":"box","text":"68","page_number":88,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"95af5a1b-649b-483f-8047-ed00450ada85","block_type":"box","text":"Professor of Accounting at the Stanford University Graduate School of Business. In April 2017, he received the school’s Robert","page_number":89,"box":{"x":89,"y":44,"width":877,"height":12}},{"id":"1a541ace-e5f8-4f4a-b0ae-3772f3c2cc53","block_type":"box","text":"T. Davis Award for Lifetime Achievement and Service. He has taught accounting for over 25 years to undergraduate, MBA","page_number":89,"box":{"x":88,"y":59,"width":850,"height":12}},{"id":"dac515b1-4b15-4157-907d-bc3262dc081a","block_type":"box","text":"and law students, as well as to senior executives. From 2010 to 2016, Mr. Rajan served as the Senior Associate Dean for","page_number":89,"box":{"x":89,"y":74,"width":833,"height":12}},{"id":"86af49db-4850-4cc1-bc5d-f80177cad37b","block_type":"box","text":"Academic Affairs and head of the MBA Program at the Stanford University Graduate School of Business. Mr. Rajan served as","page_number":89,"box":{"x":88,"y":89,"width":867,"height":13}},{"id":"f2fa7a99-e9ff-44ba-af20-f9e6f267999d","block_type":"box","text":"editor of “The Accounting Review” from 2002 to 2008 and is co-author of “Cost Accounting: A Managerial Emphasis,” a","page_number":89,"box":{"x":89,"y":104,"width":842,"height":13}},{"id":"5fb6f09b-83d1-4ec5-b65c-1822c4221d7b","block_type":"box","text":"leading cost accounting textbook. From 2013 to 2018, Mr. Rajan served on the Board of Directors of Cavium Inc., a","page_number":89,"box":{"x":89,"y":119,"width":798,"height":13}},{"id":"058074b0-84bf-42a3-8ea4-67d93099023d","block_type":"box","text":"semiconductor company. Mr. Rajan holds MS and PhD degrees in Accounting from Carnegie Mellon University.","page_number":89,"box":{"x":89,"y":135,"width":775,"height":12}},{"id":"37907303-4386-4598-b86c-c8557b86e40f","block_type":"box","text":"Board – Leadership Structure and Oversight Responsibilities","page_number":89,"box":{"x":89,"y":161,"width":417,"height":12}},{"id":"d5cafbb0-7259-4493-9dde-71b6922c43f5","block_type":"box","text":"Overall responsibility for oversight of the Funds rests with the Board. The Board has engaged BFA to manage the Funds on a","page_number":89,"box":{"x":89,"y":188,"width":867,"height":12}},{"id":"ffe376e8-49d7-42f6-9241-df7212016011","block_type":"box","text":"day-to-day basis. The Board is responsible for overseeing BFA and other service providers in the operations of the Funds in","page_number":89,"box":{"x":89,"y":203,"width":855,"height":12}},{"id":"54b098eb-0b0b-4b1a-a0c3-5c49751bf117","block_type":"box","text":"accordance with the provisions of the 1940 Act, applicable provisions of state and other laws and the Trust’s charter. The","page_number":89,"box":{"x":89,"y":218,"width":847,"height":12}},{"id":"8aa51f40-8206-4a97-823a-b393279dc2da","block_type":"box","text":"Board is currently composed of eleven members, nine of whom are Independent Trustees. The Board currently conducts","page_number":89,"box":{"x":89,"y":233,"width":842,"height":12}},{"id":"2d1760f4-596a-4500-8239-be367f73500b","block_type":"box","text":"regular in person meetings four times a year. In addition, the Board frequently holds special in person or telephonic meetings","page_number":89,"box":{"x":89,"y":248,"width":872,"height":12}},{"id":"37fff41b-93ee-4068-b8e8-3a26ca99097f","block_type":"box","text":"or informal conference calls to discuss specific matters that may arise or require action between regular meetings. The","page_number":89,"box":{"x":89,"y":263,"width":829,"height":12}},{"id":"9e7ac5f1-d7bf-454f-8d80-ee4dd355ac04","block_type":"box","text":"Independent Trustees meet regularly outside the presence of management, in executive session or with other service","page_number":89,"box":{"x":89,"y":278,"width":819,"height":13}},{"id":"9cc11121-65fd-4e72-901f-5cde91b7f678","block_type":"box","text":"providers to the Trust.","page_number":89,"box":{"x":89,"y":293,"width":153,"height":13}},{"id":"9ea6c833-5b7f-4d7a-be6c-ce0168b22eb0","block_type":"box","text":"The Board has appointed an Independent Trustee to serve in the role of Board Chair. The Board Chair’s role is to preside at all","page_number":89,"box":{"x":88,"y":320,"width":871,"height":12}},{"id":"77a4fd29-a5bb-4574-8a97-7b262f6c4db1","block_type":"box","text":"meetings of the Board and to act as a liaison with service providers, officers, attorneys, and other Trustees generally between","page_number":89,"box":{"x":89,"y":335,"width":872,"height":12}},{"id":"9cd99150-7d88-4b15-96aa-c9f9223fd10b","block_type":"box","text":"meetings. The Board Chair may also perform such other functions as may be delegated by the Board from time to time. The","page_number":89,"box":{"x":89,"y":350,"width":865,"height":12}},{"id":"1a7609ee-0b54-4a53-8375-cead4fc1781d","block_type":"box","text":"Board has established seven standing Committees: a Nominating and Governance Committee, an Audit Committee, a 15(c)","page_number":89,"box":{"x":89,"y":365,"width":863,"height":12}},{"id":"c668b6f8-75d4-45b5-a55e-0be256aef982","block_type":"box","text":"Committee, a Securities Lending Committee, a Risk Committee, an Equity Plus Committee and a Fixed Income Plus","page_number":89,"box":{"x":89,"y":380,"width":803,"height":13}},{"id":"c39f91b2-d24b-4050-86ae-476397337045","block_type":"box","text":"Committee to assist the Board in the oversight and direction of the business and affairs of the Funds, and from time to time","page_number":89,"box":{"x":89,"y":395,"width":862,"height":13}},{"id":"bfd86b1e-e742-4ffd-9c59-88c55944c1bf","block_type":"box","text":"the Board may establish ad hoc committees or informal working groups to review and address the policies and practices of","page_number":89,"box":{"x":88,"y":410,"width":863,"height":13}},{"id":"0f9dbd55-1188-4892-aa40-fa1f61f85751","block_type":"box","text":"the Funds with respect to certain specified matters. The Chair of each standing Committee is an Independent Trustee. The","page_number":89,"box":{"x":88,"y":426,"width":857,"height":12}},{"id":"c7f2ff36-6262-46f3-a20b-f51c0a00dd4f","block_type":"box","text":"role of the Chair of each Committee is to preside at all meetings of the Committee and to act as a liaison with service","page_number":89,"box":{"x":89,"y":441,"width":816,"height":12}},{"id":"f58f9437-83ed-469b-a29e-a6c8ef84d1d2","block_type":"box","text":"providers, officers, attorneys and other Trustees between meetings. Each standing Committee meets regularly to conduct the","page_number":89,"box":{"x":89,"y":456,"width":877,"height":12}},{"id":"db9c3cd0-1035-4fb7-a43f-43c8b1a3c6ca","block_type":"box","text":"oversight functions delegated to the Committee by the Board and reports its finding to the Board. The Board and each","page_number":89,"box":{"x":89,"y":471,"width":824,"height":12}},{"id":"dc93a1f8-ad80-403d-9681-e3f4feaf2e8b","block_type":"box","text":"standing Committee conduct annual assessments of their oversight function and structure. The Board has determined that","page_number":89,"box":{"x":89,"y":486,"width":862,"height":12}},{"id":"e1d665b6-525a-4232-a7ef-2dfc314754ba","block_type":"box","text":"the Board’s leadership structure is appropriate because it allows the Board to exercise independent judgment over","page_number":89,"box":{"x":88,"y":501,"width":798,"height":13}},{"id":"2ed59ba6-0fbb-46a2-b7d6-28bd90c5326e","block_type":"box","text":"management and it allocates areas of responsibility among committees of Independent Trustees and the full Board to","page_number":89,"box":{"x":89,"y":516,"width":823,"height":13}},{"id":"5b241b7e-cf65-44a2-9699-086492347f60","block_type":"box","text":"enhance effective oversight.","page_number":89,"box":{"x":89,"y":531,"width":194,"height":13}},{"id":"7451a1a6-b89e-432f-8f01-41ff26267e06","block_type":"box","text":"Day-to-day risk management with respect to the Funds is the responsibility of BFA or other service providers (depending on","page_number":89,"box":{"x":89,"y":558,"width":866,"height":12}},{"id":"3d1b640a-d8d7-48f1-8ee0-b8c78ca34945","block_type":"box","text":"the nature of the risk), subject to the supervision of BFA. Each Fund is subject to a number of risks, including investment,","page_number":89,"box":{"x":88,"y":573,"width":845,"height":12}},{"id":"8680890b-5d8b-4c18-b641-fb3afa43e707","block_type":"box","text":"compliance, operational, reputational, counterparty and valuation risks, among others. While there are a number of risk","page_number":89,"box":{"x":89,"y":588,"width":836,"height":12}},{"id":"a5d451f4-4492-4773-8219-f0fbf1e1b55e","block_type":"box","text":"management functions performed by BFA and other service providers, as applicable, it is not possible to identify and","page_number":89,"box":{"x":89,"y":603,"width":813,"height":13}},{"id":"ac392822-c966-4f81-8009-34e59de787a4","block_type":"box","text":"eliminate all of the risks applicable to the Funds. The Trustees have an oversight role in this area, satisfying themselves that","page_number":89,"box":{"x":89,"y":618,"width":860,"height":13}},{"id":"9eba5f5a-a3e4-4822-a7c4-4c566451fbad","block_type":"box","text":"risk management processes and controls are in place and operating effectively. Risk oversight forms part of the Board’s","page_number":89,"box":{"x":89,"y":633,"width":831,"height":13}},{"id":"8372d0d0-e3d4-4f71-94f1-1dcbe6de3c35","block_type":"box","text":"general oversight of each Fund and is addressed as part of various Board and committee activities. In some cases, risk","page_number":89,"box":{"x":89,"y":649,"width":824,"height":12}},{"id":"75129900-0c0b-4040-b4b4-2ab10bb254d7","block_type":"box","text":"management issues are specifically addressed in presentations and discussions. For example, BFA has an independent","page_number":89,"box":{"x":89,"y":664,"width":828,"height":12}},{"id":"95edbe4e-494a-4fad-bf24-bdf4b6b0e886","block_type":"box","text":"dedicated Risk and Quantitative Analysis Group (“RQA”) that assists BFA in managing fiduciary and corporate risks, including","page_number":89,"box":{"x":89,"y":679,"width":874,"height":12}},{"id":"30a7a074-ae63-4fbe-a0a2-8eace966cd91","block_type":"box","text":"investment, operational, counterparty credit and enterprise risk. Representatives of RQA meet with the Board to discuss their","page_number":89,"box":{"x":89,"y":694,"width":871,"height":12}},{"id":"8ceb2d9a-4145-4949-a4a3-67903485c7a9","block_type":"box","text":"analysis and methodologies, as well as specific risk topics such as operational and counterparty risks relating to the Funds.","page_number":89,"box":{"x":89,"y":709,"width":858,"height":12}},{"id":"037680e7-78fb-4fab-be14-58bdf5e8ef9a","block_type":"box","text":"The Board, directly or through a committee, also reviews reports from, among others, management and the independent","page_number":89,"box":{"x":88,"y":724,"width":848,"height":13}},{"id":"9d8dd9cf-7948-4295-a2cb-e24770c75386","block_type":"box","text":"registered public accounting firm for the Trust, as appropriate, regarding risks faced by each Fund and management’s risk","page_number":89,"box":{"x":89,"y":739,"width":853,"height":13}},{"id":"1849da1e-0c99-4f39-8986-983e1da6ea19","block_type":"box","text":"functions. The Board has appointed a Chief Compliance Officer who oversees the implementation and testing of the Trust’s","page_number":89,"box":{"x":88,"y":754,"width":864,"height":13}},{"id":"999cdb1c-f3eb-4180-9867-f1ebc77e1db4","block_type":"box","text":"compliance program, including assessments by independent third parties, and reports to the Board regarding compliance","page_number":89,"box":{"x":89,"y":770,"width":850,"height":12}},{"id":"ae3cf1e3-8f87-45d2-b82e-35b8005c7e80","block_type":"box","text":"matters for the Trust and its principal service providers. In testing and maintaining the compliance program, the Chief","page_number":89,"box":{"x":89,"y":785,"width":824,"height":12}},{"id":"ac920ab7-8a46-4804-b4cc-02c88c418ab8","block_type":"box","text":"Compliance Officer (and his or her delegates) assesses key compliance risks affecting each Fund, and addresses them in","page_number":89,"box":{"x":89,"y":800,"width":841,"height":12}},{"id":"098ad3f6-9972-4a7d-905b-30ec4dcab04d","block_type":"box","text":"periodic reports to the Board. In addition, the Audit Committee meets with both the Funds’ independent registered public","page_number":89,"box":{"x":89,"y":815,"width":849,"height":12}},{"id":"d17c5097-d5f8-4782-9104-0aa3516791b7","block_type":"box","text":"accounting firm and BFA’s internal audit group to review risk controls in place that support each Fund as well as test results.","page_number":89,"box":{"x":89,"y":830,"width":867,"height":12}},{"id":"7aaf86f4-6481-4064-9923-914b553b1f98","block_type":"box","text":"Board oversight of risk is also performed as needed between meetings through communications between BFA and the Board.","page_number":89,"box":{"x":89,"y":845,"width":876,"height":12}},{"id":"ad204130-c0b6-4570-b8d1-af17e834be4d","block_type":"box","text":"The Independent Trustees have engaged independent legal counsel to assist them in performing their oversight","page_number":89,"box":{"x":88,"y":860,"width":783,"height":13}},{"id":"13d215ac-5273-4693-b0cc-ea07d12563d5","block_type":"box","text":"69","page_number":89,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"a38c7cea-da58-4852-b725-03bd6e064a75","block_type":"box","text":"responsibilities. From time to time, the Board may modify the manner in which it conducts risk oversight. The Board’s","page_number":90,"box":{"x":89,"y":44,"width":821,"height":12}},{"id":"e45b0d6e-9613-4b8e-bf1b-98cabcbcdeb5","block_type":"box","text":"oversight role does not make it a guarantor of the Funds’ investment performance or other activities.","page_number":90,"box":{"x":89,"y":59,"width":704,"height":12}},{"id":"ec029090-65a9-47d5-a3f4-4439739aa980","block_type":"box","text":"Committees of the Board of Trustees.","page_number":90,"box":{"x":89,"y":85,"width":268,"height":10}},{"id":"54c63515-382c-4434-b237-c6b73498efbf","block_type":"box","text":"The members of the Audit Committee are Laura F. Fergerson (Chair), Richard L.","page_number":90,"box":{"x":366,"y":85,"width":555,"height":13}},{"id":"f50acb89-bb9b-43c4-85f9-f6f7d189ee60","block_type":"box","text":"Fagnani (Co-Chair from January 1, 2025 to June 30, 2025), Cecilia H. Herbert and John E. Martinez, each of whom is an","page_number":90,"box":{"x":89,"y":101,"width":825,"height":12}},{"id":"e358b469-d7a3-4e7c-a4bd-275d839d9465","block_type":"box","text":"Independent Trustee. The purposes of the Audit Committee are to assist the Board (i) in its oversight of the Trust’s","page_number":90,"box":{"x":89,"y":116,"width":800,"height":12}},{"id":"caddc4a2-ad19-412b-964a-f91e859cb49c","block_type":"box","text":"accounting and financial reporting principles and policies and related controls and procedures maintained by or on behalf of","page_number":90,"box":{"x":89,"y":131,"width":871,"height":12}},{"id":"58f3ba6f-a853-4c1d-820c-ce456dc504c6","block_type":"box","text":"the Trust; (ii) in its oversight of the Trust’s financial statements and the independent audit thereof; (iii) in selecting, evaluating","page_number":90,"box":{"x":88,"y":146,"width":879,"height":12}},{"id":"202e7ee9-d5a5-48be-828a-3e6ee0b43030","block_type":"box","text":"and, where deemed appropriate, replacing the independent accountants (or nominating the independent accountants to be","page_number":90,"box":{"x":89,"y":161,"width":868,"height":12}},{"id":"403b8fc3-7f4a-4d96-a277-df37a6434811","block_type":"box","text":"proposed for shareholder approval in any proxy statement); (iv) in evaluating the independence of the independent","page_number":90,"box":{"x":89,"y":176,"width":805,"height":13}},{"id":"851e5823-b661-4fda-ae2a-c1732d4187b7","block_type":"box","text":"accountants; (v) in complying with legal and regulatory requirements that relate to the Trust’s accounting and financial","page_number":90,"box":{"x":89,"y":191,"width":835,"height":13}},{"id":"a2e6a149-98c5-41fd-9835-01e1a1dd0d29","block_type":"box","text":"reporting, internal controls, compliance controls and independent audits; and (vi) to assume such other responsibilities as","page_number":90,"box":{"x":89,"y":206,"width":854,"height":13}},{"id":"3ec99cef-b7ea-4b60-a6d4-ba40dc9e5536","block_type":"box","text":"may be delegated by the Board. The Audit Committee met five times during the fiscal year ended July 31, 2025.","page_number":90,"box":{"x":89,"y":222,"width":773,"height":12}},{"id":"535d25db-277a-42af-b13a-3ccf6f703304","block_type":"box","text":"The members of the Nominating and Governance Committee are Madhav V. Rajan (Chair), Richard L. Fagnani, Laura F.","page_number":90,"box":{"x":88,"y":248,"width":830,"height":12}},{"id":"0835f0b9-c035-48ee-aa50-2e017c148e16","block_type":"box","text":"Fergerson, and Cecilia H. Herbert, each of whom is an Independent Trustee. The Nominating and Governance Committee","page_number":90,"box":{"x":89,"y":263,"width":848,"height":12}},{"id":"545860b0-073c-4148-ba65-d7e04b733e8d","block_type":"box","text":"nominates individuals for Independent Trustee membership on the Board and recommends appointments to the Advisory","page_number":90,"box":{"x":89,"y":278,"width":855,"height":13}},{"id":"3db2dc45-cc10-457d-bc4b-c7913a1d87ab","block_type":"box","text":"Board. The Nominating and Governance Committee functions include, but are not limited to, the following: (i) reviewing the","page_number":90,"box":{"x":89,"y":293,"width":866,"height":13}},{"id":"c7fa9c3e-02ee-4bea-92d5-ada44128a28a","block_type":"box","text":"qualifications of any person properly identified or nominated to serve as an Independent Trustee; (ii) recommending to the","page_number":90,"box":{"x":89,"y":308,"width":859,"height":13}},{"id":"1d57f04b-3b23-4300-a12d-cc1b380c038f","block_type":"box","text":"Board and current Independent Trustees the nominee(s) for appointment as an Independent Trustee by the Board and","page_number":90,"box":{"x":89,"y":324,"width":827,"height":12}},{"id":"cc0086ca-ba67-4e32-9fb5-2ab3620ea098","block_type":"box","text":"current Independent Trustees and/or for election as Independent Trustees by shareholders to fill any vacancy for a position","page_number":90,"box":{"x":89,"y":339,"width":861,"height":12}},{"id":"666a73f5-1b8f-4144-a021-bb2d6b37ec80","block_type":"box","text":"of Independent Trustee(s) on the Board; (iii) recommending to the Board and current Independent Trustees the size and","page_number":90,"box":{"x":89,"y":354,"width":839,"height":12}},{"id":"31588691-a9eb-43f3-8e8a-9bd395e60765","block_type":"box","text":"composition of the Board and Board committees and whether they comply with applicable laws and regulations; (iv)","page_number":90,"box":{"x":89,"y":369,"width":814,"height":12}},{"id":"35f86587-f3aa-4f67-b7e8-7a3c6a9b0933","block_type":"box","text":"recommending a current Independent Trustee to the Board and current Independent Trustees to serve as Board Chair; (v)","page_number":90,"box":{"x":89,"y":384,"width":849,"height":12}},{"id":"e39bb0cf-129d-4c6e-852a-3a4366657768","block_type":"box","text":"periodic review of the Board’s retirement policy; and (vi) recommending an appropriate level of compensation for the","page_number":90,"box":{"x":89,"y":399,"width":820,"height":13}},{"id":"a28e7a8b-cd54-47fc-874a-fe18001b5054","block_type":"box","text":"Independent Trustees for their services as Trustees, members or chairpersons of committees of the Board, Board Chair and","page_number":90,"box":{"x":89,"y":414,"width":859,"height":13}},{"id":"49f09daa-fe9a-4f2f-890d-e47269d1f6f2","block_type":"box","text":"any other positions as the Nominating and Governance Committee considers appropriate. The Nominating and Governance","page_number":90,"box":{"x":89,"y":429,"width":867,"height":13}},{"id":"88b8923a-e653-467d-a4d6-6e28c0b54e42","block_type":"box","text":"Committee does not consider Board nominations recommended by shareholders (acting solely in their capacity as a","page_number":90,"box":{"x":89,"y":445,"width":812,"height":12}},{"id":"22bc4a85-d690-4f3e-b4d3-7c055009183b","block_type":"box","text":"shareholder and not in any other capacity). The Nominating and Governance Committee met three times during the fiscal","page_number":90,"box":{"x":89,"y":460,"width":852,"height":12}},{"id":"278ba7e8-1961-4784-9827-fa80822791bb","block_type":"box","text":"year ended July 31, 2025.","page_number":90,"box":{"x":88,"y":475,"width":173,"height":12}},{"id":"6be4bf1c-7532-4bb4-9f25-10a2c13c7bd2","block_type":"box","text":"Each Independent Trustee serves on the 15(c) Committee. The Chair of the 15(c) Committee is Richard L. Fagnani. The","page_number":90,"box":{"x":89,"y":501,"width":831,"height":13}},{"id":"c7bbcaca-56e0-4ecb-9e7b-50bf82230545","block_type":"box","text":"principal responsibilities of the 15(c) Committee are to support, oversee and organize on behalf of the Board the process for","page_number":90,"box":{"x":89,"y":516,"width":865,"height":13}},{"id":"cb4f5981-6b75-4ff7-9faf-a8e6c1176495","block_type":"box","text":"the annual review and renewal of the Trust’s advisory and sub-advisory agreements. These responsibilities include: (i)","page_number":90,"box":{"x":88,"y":531,"width":823,"height":13}},{"id":"fbde1226-ea9c-4a15-9b62-13ae42242d41","block_type":"box","text":"meeting with BlackRock, Inc. in advance of the Board meeting at which the Trust’s advisory and sub-advisory agreements are","page_number":90,"box":{"x":89,"y":547,"width":877,"height":12}},{"id":"757356f8-7b40-4dcd-8965-dcbf1491a19c","block_type":"box","text":"to be considered to discuss generally the process for providing requested information to the Board and the format in which","page_number":90,"box":{"x":88,"y":562,"width":861,"height":12}},{"id":"acab306f-c628-43fd-a2fe-3c853b4d012d","block_type":"box","text":"information will be provided; and (ii) considering and discussing with BlackRock, Inc. such other matters and information as","page_number":90,"box":{"x":89,"y":577,"width":868,"height":12}},{"id":"c064afa5-ccbd-4bc4-980c-879c5edd9c6c","block_type":"box","text":"may be necessary and appropriate for the Board to evaluate the investment advisory and sub-advisory agreements of the","page_number":90,"box":{"x":89,"y":592,"width":847,"height":12}},{"id":"a54ecf39-b442-425d-abac-b6f690392d67","block_type":"box","text":"Trust. The 15(c) Committee met two times during the fiscal year ended July 31, 2025.","page_number":90,"box":{"x":88,"y":607,"width":595,"height":12}},{"id":"5f425477-3f28-4538-bd90-214ac968261a","block_type":"box","text":"The members of the Securities Lending Committee are Jane D. Carlin (Chair), James C. Lam, Drew E. Lawton and John E.","page_number":90,"box":{"x":88,"y":633,"width":837,"height":13}},{"id":"58c004fe-210c-429d-be4f-5f31cbef8215","block_type":"box","text":"Martinez, each of whom is an Independent Trustee. The principal responsibilities of the Securities Lending Committee are to","page_number":90,"box":{"x":89,"y":649,"width":868,"height":12}},{"id":"758dcac6-39c1-486f-a4b4-c0b90b06e47e","block_type":"box","text":"support, oversee and organize on behalf of the Board the process for oversight of the Trust’s securities lending activities.","page_number":90,"box":{"x":89,"y":664,"width":840,"height":12}},{"id":"09ce469a-70d1-4ed7-8b68-d816439239c2","block_type":"box","text":"These responsibilities include: (i) requesting that certain information be provided to the Committee for its review and","page_number":90,"box":{"x":88,"y":679,"width":819,"height":12}},{"id":"87c3c871-87e8-485d-b6c6-b80975ae5443","block_type":"box","text":"consideration prior to such information being provided to the Board; (ii) considering and discussing with BlackRock, Inc. such","page_number":90,"box":{"x":89,"y":694,"width":877,"height":12}},{"id":"6db704f1-cd0b-44bb-b3ed-1805fb9c83f9","block_type":"box","text":"other matters and information as may be necessary and appropriate for the Board to oversee the Trust’s securities lending","page_number":90,"box":{"x":89,"y":709,"width":854,"height":12}},{"id":"863af990-bf6c-415a-8c14-88f013c623e8","block_type":"box","text":"activities and make required findings and approvals; and (iii) providing a recommendation to the Board regarding the annual","page_number":90,"box":{"x":89,"y":724,"width":869,"height":13}},{"id":"cecf12b0-37c1-4d53-b744-a7d3b6fef16a","block_type":"box","text":"approval of the Trust’s Securities Lending Guidelines and the required findings with respect to, and annual approval of, the","page_number":90,"box":{"x":89,"y":739,"width":855,"height":13}},{"id":"c74e631a-51fe-48c9-82bf-52c0b32242e4","block_type":"box","text":"Trust’s agreement with the securities lending agent. The Securities Lending Committee met six times during the fiscal year","page_number":90,"box":{"x":88,"y":754,"width":859,"height":13}},{"id":"8bb1bfc3-5985-4aa1-9d32-c825bfedcf99","block_type":"box","text":"ended July 31, 2025.","page_number":90,"box":{"x":89,"y":770,"width":138,"height":12}},{"id":"2d6aa1e8-687b-4f26-aba6-d9265fb567ea","block_type":"box","text":"The members of the Equity Plus Committee are John E. Martinez (Chair), Jane D. Carlin, Richard L. Fagnani, and Cecilia H.","page_number":90,"box":{"x":88,"y":796,"width":843,"height":12}},{"id":"ac47184e-c8d7-4a83-aa54-1e1bbd779609","block_type":"box","text":"Herbert, each of whom is an Independent Trustee. The principal responsibilities of the Equity Plus Committee are to support,","page_number":90,"box":{"x":89,"y":811,"width":870,"height":12}},{"id":"65f3a134-8f03-4cf3-98fd-8502eea18ae6","block_type":"box","text":"oversee and organize on behalf of the Board the process for oversight of Trust performance and related matters for equity","page_number":90,"box":{"x":89,"y":826,"width":851,"height":13}},{"id":"55f88fa2-d2f7-433d-820c-8d9acb727c77","block_type":"box","text":"funds. These responsibilities include: (i) reviewing quarterly reports regarding Trust performance, secondary market trading","page_number":90,"box":{"x":88,"y":841,"width":865,"height":13}},{"id":"e7bc22e3-ef78-451d-b2c9-cfc9cb173b36","block_type":"box","text":"and changes in net assets to identify any matters that should be brought to the attention of the Board; and (ii) considering","page_number":90,"box":{"x":89,"y":856,"width":856,"height":13}},{"id":"d8ac52f0-f90c-4512-9d1c-9ccd25968b12","block_type":"box","text":"70","page_number":90,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"353f32a6-e9e0-4099-8ad3-7115ccb1c004","block_type":"box","text":"any performance or investment related matters as may be delegated to the Committee by the Board from time to time and","page_number":91,"box":{"x":89,"y":44,"width":856,"height":12}},{"id":"bd522b40-b162-43fc-80b2-dcabfb714597","block_type":"box","text":"providing a report or recommendation to the Board as appropriate. The Equity Plus Committee met four times during the","page_number":91,"box":{"x":89,"y":59,"width":847,"height":12}},{"id":"a9029319-aaef-4b94-8878-6404ce0d8af8","block_type":"box","text":"fiscal year ended July 31, 2025.","page_number":91,"box":{"x":88,"y":74,"width":213,"height":12}},{"id":"073f6942-b41d-4171-b0cf-a50921fbd4b8","block_type":"box","text":"The members of the Fixed Income Plus Committee are Drew E. Lawton (Chair), Laura F. Fergerson, James C. Lam and Madhav","page_number":91,"box":{"x":88,"y":101,"width":880,"height":12}},{"id":"ddd5a041-e017-4742-a6be-b949f31f8239","block_type":"box","text":"V. Rajan, each of whom is an Independent Trustee. The principal responsibilities of the Fixed Income Plus Committee are to","page_number":91,"box":{"x":88,"y":116,"width":862,"height":12}},{"id":"4b134d9d-abe5-4162-a576-c49a1ac55351","block_type":"box","text":"support, oversee and organize on behalf of the Board the process for oversight of Trust performance and related matters for","page_number":91,"box":{"x":89,"y":131,"width":866,"height":12}},{"id":"1620dd41-7228-47f4-87d0-e914c179e1d3","block_type":"box","text":"fixed-income or multi-asset funds. These responsibilities include: (i) reviewing quarterly reports regarding Trust performance,","page_number":91,"box":{"x":88,"y":146,"width":879,"height":12}},{"id":"6a6565ff-9284-4425-9c78-6e8472807947","block_type":"box","text":"secondary market trading and changes in net assets to identify any matters that should be brought to the attention of the","page_number":91,"box":{"x":89,"y":161,"width":852,"height":12}},{"id":"ebac022a-c607-45ae-8c4d-82660282dc7f","block_type":"box","text":"Board; and (ii) considering any performance or investment related matters as may be delegated to the Committee by the","page_number":91,"box":{"x":89,"y":176,"width":843,"height":13}},{"id":"29ec7221-fcfc-4128-82a0-19ed5216fbf5","block_type":"box","text":"Board from time to time and providing a report or recommendation to the Board as appropriate. The Fixed Income Plus","page_number":91,"box":{"x":89,"y":191,"width":833,"height":13}},{"id":"ff761f42-db72-4380-915a-692231bc32cd","block_type":"box","text":"Committee met four times during the fiscal year ended July 31, 2025.","page_number":91,"box":{"x":89,"y":206,"width":479,"height":13}},{"id":"49bb2635-9bf6-493c-8bc2-1a70c00c968f","block_type":"box","text":"The members of the Risk Committee are James C. Lam (Chair), Jane D. Carlin (Co-Chair from January 1, 2025 to June 30,","page_number":91,"box":{"x":88,"y":233,"width":838,"height":12}},{"id":"578eba8a-6571-41c8-a57e-253bebe6a469","block_type":"box","text":"2025), Cecilia H. Herbert, Drew E. Lawton and Madhav V. Rajan, each of whom is an Independent Trustee. The principal","page_number":91,"box":{"x":89,"y":248,"width":834,"height":12}},{"id":"30ee4f7d-7981-4cb2-bd46-9edde1553cc6","block_type":"box","text":"responsibility of the Risk Committee is to consider and organize on behalf of the Board risk related matters of the Funds so","page_number":91,"box":{"x":89,"y":263,"width":856,"height":12}},{"id":"64780a17-1b17-40a8-98e8-793157058118","block_type":"box","text":"the Board may most effectively structure itself to oversee them. The Risk Committee commenced on January 1, 2016. The","page_number":91,"box":{"x":88,"y":278,"width":850,"height":13}},{"id":"74164c00-a457-4af0-95f9-0f2dbf4f707c","block_type":"box","text":"Risk Committee met five times during the fiscal year ended July 31, 2025.","page_number":91,"box":{"x":89,"y":293,"width":508,"height":13}},{"id":"68ac2d71-6531-4f5b-bc91-1e2d15405514","block_type":"box","text":"As the Chair of the Board, John E. Kerrigan may serve as an ex-officio member of each Committee.","page_number":91,"box":{"x":88,"y":320,"width":685,"height":12}},{"id":"b2716100-7934-4ec7-ae85-1f90a2826803","block_type":"box","text":"The following table sets forth, as of December 31, 2024, the dollar range of equity securities beneficially owned by each","page_number":91,"box":{"x":88,"y":346,"width":833,"height":13}},{"id":"a2b0482b-2b57-42fd-a093-5fe88146494b","block_type":"box","text":"Trustee in the Funds and in other registered investment companies overseen by the Trustee within the same family of","page_number":91,"box":{"x":88,"y":361,"width":824,"height":13}},{"id":"42954f8a-9f2d-410d-a598-d3ab1f1161d0","block_type":"box","text":"investment companies as the Trust. If a fund is not listed below, the Trustee did not own any securities in that fund as of the","page_number":91,"box":{"x":89,"y":376,"width":866,"height":13}},{"id":"8dd754fe-6161-4655-b768-c9090bb7c9b2","block_type":"box","text":"date indicated above:","page_number":91,"box":{"x":89,"y":392,"width":148,"height":9}},{"id":"207d83ed-a6fa-48af-88fe-55c15ed0b9d0","block_type":"box","text":"Name Fund","page_number":91,"box":{"x":145,"y":482,"width":302,"height":7}},{"id":"9e017cc2-951d-46f5-9af6-569e4048704c","block_type":"box","text":"Dollar Range of Equity","page_number":91,"box":{"x":647,"y":472,"width":128,"height":9}},{"id":"583ccbc0-9526-4201-a7a3-82782f5b9ef5","block_type":"box","text":"Securities in Named Fund","page_number":91,"box":{"x":637,"y":482,"width":147,"height":7}},{"id":"ea867003-f2ca-4198-93be-de38e8cf668a","block_type":"box","text":"Aggregate Dollar Range","page_number":91,"box":{"x":821,"y":421,"width":138,"height":10}},{"id":"491bca22-1065-4370-bfb5-a2628cce0a91","block_type":"box","text":"of Equity Securities in all","page_number":91,"box":{"x":820,"y":431,"width":140,"height":10}},{"id":"bf476e40-b5c3-44db-967f-031c35b7c7be","block_type":"box","text":"Registered Investment","page_number":91,"box":{"x":826,"y":441,"width":129,"height":10}},{"id":"148ca249-f0e7-4564-be34-377bdb6bc681","block_type":"box","text":"Companies Overseen by","page_number":91,"box":{"x":821,"y":451,"width":139,"height":10}},{"id":"7489c17a-af2e-44cd-b889-773ef73f45b8","block_type":"box","text":"Trustee","page_number":91,"box":{"x":868,"y":462,"width":43,"height":7}},{"id":"031eb153-aa4d-482c-997b-7456d4e3cd72","block_type":"box","text":"in Family of","page_number":91,"box":{"x":857,"y":472,"width":67,"height":9}},{"id":"f18b0734-e0d4-4024-a776-383d0dcb9a5f","block_type":"box","text":"Investment Companies","page_number":91,"box":{"x":825,"y":482,"width":131,"height":10}},{"id":"a8f1b53d-fbcd-4283-9f51-71737cdbaa71","block_type":"box","text":"Robert S. Kapito None None None","page_number":91,"box":{"x":89,"y":504,"width":760,"height":12}},{"id":"462eaf48-315e-4b17-bb9b-6fbd11fe0e71","block_type":"box","text":"Stephen Cohen","page_number":91,"box":{"x":88,"y":544,"width":107,"height":12}},{"id":"130d0fcd-5912-44db-a757-1686442346d3","block_type":"box","text":"1","page_number":91,"box":{"x":197,"y":542,"width":3,"height":6}},{"id":"e2a32207-371b-4125-b83e-f09f9ba80e95","block_type":"box","text":"None None None","page_number":91,"box":{"x":259,"y":545,"width":590,"height":9}},{"id":"b5c2af56-45f2-4ab9-aa9b-849ce6879a7b","block_type":"box","text":"John E. Kerrigan iShares Core MSCI Emerging Markets ETF $1-$10,000 Over $100,000","page_number":91,"box":{"x":88,"y":584,"width":826,"height":13}},{"id":"196d1e8a-1905-44d6-80d9-b793dfe78583","block_type":"box","text":"iShares Core S&P 500 ETF Over $100,000","page_number":91,"box":{"x":259,"y":605,"width":476,"height":11}},{"id":"b496fa22-da4f-43ab-9b1a-e2b07f5ec586","block_type":"box","text":"iShares ESG Advanced MSCI EAFE ETF $1-$10,000","page_number":91,"box":{"x":259,"y":625,"width":452,"height":11}},{"id":"7b5584f0-344f-4e39-b825-40dba5fe6153","block_type":"box","text":"iShares ESG Advanced MSCI USA ETF $10,001-$50,000","page_number":91,"box":{"x":259,"y":645,"width":492,"height":11}},{"id":"5dd44159-cdab-44ce-9d7d-52b03448966c","block_type":"box","text":"iShares ESG Aware MSCI EAFE ETF $10,001-$50,000","page_number":91,"box":{"x":259,"y":665,"width":492,"height":11}},{"id":"c8170c01-fc8b-479e-a5ce-eb07bc005c11","block_type":"box","text":"iShares ESG Aware MSCI EM ETF $1-$10,000","page_number":91,"box":{"x":259,"y":685,"width":452,"height":11}},{"id":"04de81d8-3c38-42af-967d-e0a327ecec1d","block_type":"box","text":"iShares ESG Aware MSCI USA ETF $10,001-$50,000","page_number":91,"box":{"x":259,"y":705,"width":492,"height":12}},{"id":"d3d109b4-4d83-418f-b76e-23392eb9f6b1","block_type":"box","text":"iShares ESG Aware MSCI USA Small-Cap ETF $10,001-$50,000","page_number":91,"box":{"x":259,"y":725,"width":492,"height":13}},{"id":"56550833-d2a8-4724-b2b5-2b050723bff8","block_type":"box","text":"iShares ESG MSCI KLD 400 ETF $10,001-$50,000","page_number":91,"box":{"x":259,"y":746,"width":492,"height":11}},{"id":"35b2569c-c6dd-494e-a749-c0966f40d9c7","block_type":"box","text":"iShares Future Exponential Technologies ETF Over $100,000","page_number":91,"box":{"x":259,"y":766,"width":476,"height":12}},{"id":"13e528e1-93dc-40cc-9ff7-fa24512ebe72","block_type":"box","text":"iShares Genomics Immunology and Healthcare","page_number":91,"box":{"x":259,"y":786,"width":329,"height":12}},{"id":"081752d7-781a-4772-b15e-b6177366491c","block_type":"box","text":"ETF","page_number":91,"box":{"x":275,"y":802,"width":25,"height":9}},{"id":"1ff17316-6f80-4ee6-ad86-f90514b6a927","block_type":"box","text":"$50,001-$100,000","page_number":91,"box":{"x":633,"y":786,"width":127,"height":11}},{"id":"21d9363a-38a3-43e0-8a09-6a01897cdc79","block_type":"box","text":"iShares Global Clean Energy ETF Over $100,000","page_number":91,"box":{"x":259,"y":821,"width":476,"height":13}},{"id":"7d68f869-7ca1-4616-ad2c-eab1f1edd06d","block_type":"box","text":"iShares Global Infrastructure ETF Over $100,000","page_number":91,"box":{"x":259,"y":841,"width":476,"height":12}},{"id":"164d8d6e-f555-4e00-b560-eb7ab7b180a6","block_type":"box","text":"71","page_number":91,"box":{"x":520,"y":894,"width":13,"height":9}},{"id":"c2af0c44-ddba-4cfd-96e0-992fcd34734e","block_type":"box","text":"Name Fund","page_number":92,"box":{"x":145,"y":105,"width":302,"height":8}},{"id":"86baa055-6d85-4e4c-89f2-d248d0ddb9c3","block_type":"box","text":"Dollar Range of Equity","page_number":92,"box":{"x":647,"y":95,"width":128,"height":10}},{"id":"84236904-c191-43e7-9935-32c385a61f40","block_type":"box","text":"Securities in Named Fund","page_number":92,"box":{"x":637,"y":105,"width":147,"height":8}},{"id":"cc8da62d-b79a-4d28-83c3-b8dbcda2b560","block_type":"box","text":"Aggregate Dollar Range","page_number":92,"box":{"x":821,"y":45,"width":138,"height":9}},{"id":"2432292b-feac-44ef-ae43-a4961960de8b","block_type":"box","text":"of Equity Securities in all","page_number":92,"box":{"x":820,"y":55,"width":140,"height":9}},{"id":"db60efcb-bd2e-4811-ab7b-0a0aa4dfefc9","block_type":"box","text":"Registered Investment","page_number":92,"box":{"x":826,"y":65,"width":129,"height":10}},{"id":"751ed9fb-550a-4f98-b10b-83355c07d70d","block_type":"box","text":"Companies Overseen by","page_number":92,"box":{"x":821,"y":75,"width":139,"height":10}},{"id":"8ad6014c-db13-4afa-bef2-6c052a5bb58b","block_type":"box","text":"Trustee","page_number":92,"box":{"x":868,"y":85,"width":43,"height":8}},{"id":"2bf27a25-b571-4397-a836-e1f6d25da20b","block_type":"box","text":"in Family of","page_number":92,"box":{"x":857,"y":95,"width":67,"height":10}},{"id":"bbef7675-8c23-41e5-94a9-88598eb4f1f4","block_type":"box","text":"Investment Companies","page_number":92,"box":{"x":825,"y":105,"width":131,"height":10}},{"id":"dc63ded7-e7a4-41ca-81b9-c1352425003d","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF Over $100,000","page_number":92,"box":{"x":259,"y":127,"width":476,"height":11}},{"id":"4c6feb8e-f00f-4c45-9bfa-7a85e5205bf1","block_type":"box","text":"iShares MSCI EAFE Growth ETF $10,001-$50,000","page_number":92,"box":{"x":259,"y":147,"width":492,"height":12}},{"id":"513cde20-7370-4c5f-9bee-ac19b2c1f937","block_type":"box","text":"iShares MSCI EAFE Value ETF 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BlackRock may, in certain cases, elect to","page_number":102,"box":{"x":89,"y":308,"width":821,"height":13}},{"id":"02eb2048-247d-4a94-8c5c-f1318fa3fe8a","block_type":"box","text":"BlackRock and its clients may pursue or enforce rights with respect to an issuer in which a Fund has invested, and those","page_number":102,"box":{"x":89,"y":818,"width":839,"height":12}},{"id":"3f92664d-1760-40dd-9ab7-33528998a7f8","block_type":"box","text":"activities may have an adverse effect on the Fund. 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BlackRock will not be under any obligation, however, to effect transactions on","page_number":103,"box":{"x":88,"y":287,"width":842,"height":12}},{"id":"928c0f3d-308e-4a08-bac3-5a45bdb7178d","block_type":"box","text":"behalf of a Fund in accordance with such analysis and models. In addition, BlackRock will not have any obligation to make","page_number":103,"box":{"x":89,"y":302,"width":854,"height":12}},{"id":"082c6176-18bf-4d41-9157-ab28c924708b","block_type":"box","text":"available any information regarding its proprietary activities or strategies, or the activities or strategies used for other","page_number":103,"box":{"x":89,"y":317,"width":815,"height":12}},{"id":"8352078f-5292-4a08-8913-0608551eb715","block_type":"box","text":"accounts managed by them, for the benefit of the management of a Fund and it is not anticipated that BlackRock will have","page_number":103,"box":{"x":89,"y":332,"width":858,"height":12}},{"id":"4ec4af5b-a8f9-4cba-81c5-a5ea5058fd2f","block_type":"box","text":"access to such information for the purpose of managing the Fund. The proprietary activities or portfolio strategies of","page_number":103,"box":{"x":89,"y":347,"width":818,"height":12}},{"id":"164c61f6-6fba-483f-90e6-50a77d6782a7","block_type":"box","text":"BlackRock, or the activities or strategies used for accounts managed by BlackRock or other client accounts could conflict","page_number":103,"box":{"x":89,"y":362,"width":845,"height":13}},{"id":"85978757-814c-4b79-8729-b28ef8aeb2bf","block_type":"box","text":"with the transactions and strategies employed by BlackRock in managing a Fund.","page_number":103,"box":{"x":88,"y":377,"width":568,"height":13}},{"id":"304447e5-277f-4de6-93fc-2247eb3ff073","block_type":"box","text":"The Funds may be included in investment models developed by BlackRock for use by clients and financial advisors. To the","page_number":103,"box":{"x":88,"y":400,"width":852,"height":13}},{"id":"8f0d800c-b4a9-48e0-9fd4-3234b7d345d7","block_type":"box","text":"extent clients invest in these investment models and increase the assets under management of the Funds, the investment","page_number":103,"box":{"x":89,"y":416,"width":851,"height":12}},{"id":"d8db23ce-960c-4b35-8443-e0fac2e05717","block_type":"box","text":"management fee amounts paid by the Funds to BlackRock may also increase. The net asset value and liquidity of a Fund may","page_number":103,"box":{"x":89,"y":431,"width":875,"height":12}},{"id":"54322f7c-8aca-451c-939c-402c9e0838c8","block_type":"box","text":"be impacted by purchases and sales of the Fund by model-driven investment portfolios, as well as by BlackRock itself and by","page_number":103,"box":{"x":89,"y":446,"width":869,"height":12}},{"id":"6ebbbe7c-0052-4b1b-ac6c-ade2d7dc58cb","block_type":"box","text":"its advisory clients. In addition, certain principals and certain employees of a Fund’s investment adviser are also principals or","page_number":103,"box":{"x":89,"y":461,"width":868,"height":12}},{"id":"3fc0f60f-dd95-4057-a715-82bcc6ae1f32","block_type":"box","text":"employees of other business units or entities within BlackRock. As a result, these principals and employees may have","page_number":103,"box":{"x":89,"y":476,"width":815,"height":12}},{"id":"80e0ae64-a8c3-446b-a42a-7cc6fec5ef1f","block_type":"box","text":"obligations to such other business units or entities or their clients and such obligations to other business units or entities or","page_number":103,"box":{"x":89,"y":491,"width":865,"height":12}},{"id":"9434ae2f-4117-4cfa-bd47-3394d30b0a81","block_type":"box","text":"their clients may be a consideration of which investors in a Fund should be aware.","page_number":103,"box":{"x":88,"y":506,"width":573,"height":13}},{"id":"7e038545-0875-479b-a786-eb99f8cc4467","block_type":"box","text":"BlackRock may enter into transactions and invest in securities, instruments and currencies on behalf of a Fund in which","page_number":103,"box":{"x":89,"y":529,"width":835,"height":13}},{"id":"e41fd2cb-dacd-489c-acc7-73d6264d02bd","block_type":"box","text":"clients of BlackRock, or, to the extent permitted by the SEC and applicable law, BlackRock, serves as the counterparty,","page_number":103,"box":{"x":89,"y":544,"width":817,"height":13}},{"id":"9bb7fa20-0d1a-4251-99eb-898e07203e9e","block_type":"box","text":"principal or issuer. In such cases, such party’s interests in the transaction will be adverse to the interests of the Fund, and","page_number":103,"box":{"x":89,"y":560,"width":844,"height":12}},{"id":"41f60a90-6259-490c-a6a0-bcf0dc0b2af9","block_type":"box","text":"such party may have no incentive to assure that the Fund obtains the best possible prices or terms in connection with the","page_number":103,"box":{"x":89,"y":575,"width":851,"height":12}},{"id":"0d2b4754-9b35-48d8-a8bb-49701898f0d4","block_type":"box","text":"transactions. In addition, the purchase, holding and sale of such investments by a Fund may enhance the profitability of","page_number":103,"box":{"x":88,"y":590,"width":839,"height":12}},{"id":"d7c9ec41-8ab3-4683-8376-ae0ae33250c4","block_type":"box","text":"BlackRock.","page_number":103,"box":{"x":89,"y":605,"width":74,"height":10}},{"id":"347916fc-d8cc-45f1-ab7b-f8774150940e","block_type":"box","text":"BlackRock may also create, write or issue derivatives for clients, the underlying securities, currencies or instruments of which","page_number":103,"box":{"x":89,"y":625,"width":872,"height":13}},{"id":"71a5b3da-ed36-4b43-9dbe-fac03825031f","block_type":"box","text":"may be those in which a Fund invests or which may be based on the performance of the Fund. Additionally, an affiliate of","page_number":103,"box":{"x":89,"y":641,"width":848,"height":12}},{"id":"fbba560f-19f5-4a3c-bb1f-c9cbd2539a0a","block_type":"box","text":"BlackRock will create, write or issue options, which may be based on the performance of certain Funds. BlackRock has","page_number":103,"box":{"x":89,"y":656,"width":827,"height":12}},{"id":"75cb6df1-f2e6-4ad5-9381-1688622d8439","block_type":"box","text":"entered into an arrangement with Markit Indices Limited, the index provider for underlying fixed-income indexes used by","page_number":103,"box":{"x":89,"y":671,"width":847,"height":12}},{"id":"be934fdc-0506-4e51-897d-84f9b7e999b5","block_type":"box","text":"certain iShares ETFs, related to derivative fixed-income products that are based on such iShares ETFs. Trading activity in","page_number":103,"box":{"x":89,"y":686,"width":837,"height":12}},{"id":"16d6b910-c5e9-4996-a955-c397e39dd527","block_type":"box","text":"these derivative products could also potentially lead to greater liquidity for such products, increased purchase activity with","page_number":103,"box":{"x":88,"y":701,"width":857,"height":12}},{"id":"f0ed9074-6dac-4c49-a002-b07a9e24f116","block_type":"box","text":"respect to these iShares ETFs and increased assets under management for BlackRock. A Fund may, subject to applicable law,","page_number":103,"box":{"x":89,"y":716,"width":870,"height":12}},{"id":"6bfb92e1-edf6-4d84-8b00-6c2579d2d054","block_type":"box","text":"purchase investments that are the subject of an underwriting or other distribution by BlackRock and may also enter into","page_number":103,"box":{"x":89,"y":731,"width":839,"height":13}},{"id":"9f2fc9b6-0935-4c6b-8ad4-4dfb47e13e2f","block_type":"box","text":"transactions with other clients of BlackRock where such other clients have interests adverse to those of the Fund. At times,","page_number":103,"box":{"x":88,"y":746,"width":859,"height":12}},{"id":"8b6f63a4-22e5-4c14-8ea6-b90078d9502f","block_type":"box","text":"these activities may cause business units or entities within BlackRock to give advice to clients that may cause these clients to","page_number":103,"box":{"x":88,"y":761,"width":875,"height":13}},{"id":"5e2ec7c8-7d84-4bd0-9cc0-576ac815eb69","block_type":"box","text":"take actions adverse to the interests of the Fund. To the extent such transactions are permitted, a Fund will deal with","page_number":103,"box":{"x":88,"y":777,"width":817,"height":12}},{"id":"1d932b70-9d37-4516-bad3-82fb999e7b71","block_type":"box","text":"BlackRock on an arms-length basis.","page_number":103,"box":{"x":89,"y":792,"width":248,"height":12}},{"id":"2194b84c-d318-4124-bfba-15b8f6c75cc6","block_type":"box","text":"83","page_number":103,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b19a56b4-6580-481f-ae7e-b3d8fcd762cc","block_type":"box","text":"The results of a Fund’s investment activities may differ significantly from the results achieved by BlackRock for its proprietary","page_number":103,"box":{"x":88,"y":44,"width":874,"height":12}},{"id":"1dbe9fe9-1695-4012-9763-ba8f377570f8","block_type":"box","text":"accounts or other accounts (including investment companies or collective investment vehicles) that it manages or advises. It","page_number":103,"box":{"x":89,"y":59,"width":873,"height":12}},{"id":"01820371-856b-42b4-a56f-0f6951acebf5","block_type":"box","text":"is possible that one or more accounts managed or advised by BlackRock and such other accounts will achieve investment","page_number":103,"box":{"x":89,"y":74,"width":851,"height":12}},{"id":"dbd7a8a3-2608-4997-b3d4-b1b1261e7118","block_type":"box","text":"results that are substantially more or less favorable than the results achieved by a Fund. Moreover, it is possible that a Fund","page_number":103,"box":{"x":89,"y":89,"width":859,"height":13}},{"id":"6310e2ac-025d-4e7c-8830-6994e72726c6","block_type":"box","text":"will sustain losses during periods in which one or more proprietary or other accounts managed or advised by BlackRock","page_number":103,"box":{"x":88,"y":104,"width":840,"height":13}},{"id":"6ffe414d-dc8f-4791-9c17-b18252da9cb5","block_type":"box","text":"achieve significant profits. The opposite result is also possible.","page_number":103,"box":{"x":89,"y":119,"width":433,"height":13}},{"id":"6f28b8e9-d8e3-4bec-9040-bfa768070a93","block_type":"box","text":"From time to time, a Fund may be restricted from purchasing or selling securities, or from engaging in other investment","page_number":103,"box":{"x":89,"y":143,"width":838,"height":12}},{"id":"18591749-e498-4f30-817f-d951ee63e313","block_type":"box","text":"activities because of regulatory, legal or contractual requirements applicable to BlackRock or other accounts managed or","page_number":103,"box":{"x":89,"y":158,"width":845,"height":12}},{"id":"7d5998cd-0ef4-4188-8dde-2e922ef1d53f","block_type":"box","text":"advised by BlackRock, and/or the internal policies of BlackRock designed to comply with such requirements. As a result,","page_number":103,"box":{"x":89,"y":173,"width":839,"height":12}},{"id":"734f75d7-0aff-4e33-b413-7ca282e1885b","block_type":"box","text":"there may be periods, for example, when BlackRock will not initiate or recommend certain types of transactions in certain","page_number":103,"box":{"x":88,"y":188,"width":850,"height":12}},{"id":"766f8531-d176-49a2-9e85-58dfa4880c91","block_type":"box","text":"securities or instruments with respect to which BlackRock is performing services or when position limits have been reached.","page_number":103,"box":{"x":89,"y":203,"width":867,"height":12}},{"id":"7b1a7731-0471-4487-b9a7-29e0a59d4cf9","block_type":"box","text":"For example, the investment activities of BlackRock for its proprietary accounts and accounts under its management may","page_number":103,"box":{"x":89,"y":218,"width":850,"height":12}},{"id":"89ccf9f8-8ea3-420b-84d1-00f24e7048db","block_type":"box","text":"limit the investment opportunities for a Fund in certain emerging and other markets in which limitations are imposed upon","page_number":103,"box":{"x":89,"y":233,"width":860,"height":13}},{"id":"ac9bd99b-9da2-41a8-b2b5-7926abb75c67","block_type":"box","text":"the amount of investment, in the aggregate or in individual issuers, by affiliated foreign investors.","page_number":103,"box":{"x":88,"y":248,"width":678,"height":13}},{"id":"96843009-4a78-4f63-a632-9f206596e5ca","block_type":"box","text":"To the extent authorized by applicable law, BlackRock may act as broker, dealer, agent, lender or adviser or in other","page_number":103,"box":{"x":88,"y":815,"width":801,"height":12}},{"id":"dd6883c6-820a-4edf-8a07-12baff3676bb","block_type":"box","text":"commercial capacities for a Fund. It is anticipated that the commissions, mark-ups, markdowns, financial advisory fees,","page_number":103,"box":{"x":89,"y":830,"width":836,"height":12}},{"id":"6962fd98-5632-4138-a053-055a145aa278","block_type":"box","text":"underwriting and placement fees, sales fees, financing and commitment fees, brokerage fees, other fees, compensation or","page_number":103,"box":{"x":89,"y":845,"width":855,"height":12}},{"id":"5c3cc08d-681d-4c8e-8875-2d3ec24216bf","block_type":"box","text":"profits, rates, terms and conditions charged by BlackRock will be in its view commercially reasonable, although BlackRock,","page_number":103,"box":{"x":89,"y":860,"width":854,"height":12}},{"id":"c2273067-9d06-44ec-866f-833514e8e25d","block_type":"box","text":"obligation to allow its credit to be used in connection with a Fund’s establishment of its business relationships, nor is it","page_number":104,"box":{"x":89,"y":238,"width":831,"height":12}},{"id":"f93fbb9c-242f-4086-a645-76316e028bd8","block_type":"box","text":"expected that the Fund’s counterparties will rely on the credit of BlackRock in evaluating the Fund’s creditworthiness.","page_number":104,"box":{"x":89,"y":253,"width":820,"height":12}},{"id":"c1e83b03-d035-4e4f-b498-59ab50b9ee04","block_type":"box","text":"BTC, an affiliate of BlackRock, pursuant to SEC exemptive relief, acts as securities lending agent to, and receives a share of","page_number":104,"box":{"x":89,"y":275,"width":851,"height":13}},{"id":"19e5e2d3-97ad-43e3-b798-628ea32d6c8f","block_type":"box","text":"securities lending revenues from, the Funds. BlackRock will also receive compensation for managing the reinvestment of the","page_number":104,"box":{"x":89,"y":291,"width":869,"height":12}},{"id":"ab3d1d79-adc6-4370-a0d1-598c0a863aee","block_type":"box","text":"cash collateral from securities lending. There are potential conflicts of interests in managing a securities lending program,","page_number":104,"box":{"x":89,"y":306,"width":850,"height":12}},{"id":"970dfacc-5e21-447c-a06e-de28439e244d","block_type":"box","text":"including but not limited to: (i) BlackRock as securities lending agent may have an incentive to, among other things, increase","page_number":104,"box":{"x":89,"y":321,"width":872,"height":12}},{"id":"5a913cd7-eef4-41be-8956-f0729e796c22","block_type":"box","text":"or decrease the amount of securities on loan or to lend particular securities in order to generate additional risk-adjusted","page_number":104,"box":{"x":89,"y":336,"width":837,"height":12}},{"id":"01f3ab62-04b9-49de-9710-4b7dc1468eba","block_type":"box","text":"revenue for BlackRock and its affiliates; and (ii) BlackRock as securities lending agent may have an incentive to allocate loans","page_number":104,"box":{"x":89,"y":351,"width":871,"height":12}},{"id":"a85bbfa2-a8fe-4504-a202-8207fb2b8057","block_type":"box","text":"to clients that would provide more revenue to BlackRock. As described further below, BlackRock seeks to mitigate this","page_number":104,"box":{"x":88,"y":366,"width":825,"height":12}},{"id":"caa64cfe-7f53-4ffb-a42b-f5aaa4041eaa","block_type":"box","text":"conflict by providing its securities lending clients with equal lending opportunities over time in order to approximate pro rata","page_number":104,"box":{"x":89,"y":381,"width":870,"height":13}},{"id":"db6300bc-a5cb-405c-8f5b-1da904a52161","block_type":"box","text":"allocation.","page_number":104,"box":{"x":89,"y":396,"width":71,"height":10}},{"id":"9aac4702-8245-4d7a-9b0a-c51094e2668f","block_type":"box","text":"As part of its securities lending program, BlackRock indemnifies the Funds and certain other clients and/ or funds against a","page_number":104,"box":{"x":88,"y":416,"width":864,"height":12}},{"id":"53acf5f5-2197-4d29-8a19-e395244685dc","block_type":"box","text":"shortfall in collateral in the event of borrower default. On a regular basis, BlackRock calculates the potential dollar exposure of","page_number":104,"box":{"x":89,"y":431,"width":880,"height":13}},{"id":"9c2b06a3-37b9-455c-af45-d76a881531db","block_type":"box","text":"collateral shortfall resulting from a borrower default (“shortfall risk”) in the securities lending program. BlackRock establishes","page_number":104,"box":{"x":89,"y":446,"width":874,"height":13}},{"id":"56127f3a-6a6d-4ea7-b49d-c9dc208bd888","block_type":"box","text":"program-wide borrower limits (“credit limits”) to actively manage borrower-specific credit exposure. BlackRock oversees the","page_number":104,"box":{"x":89,"y":461,"width":869,"height":13}},{"id":"69171af6-8cfd-494e-861a-05bf8f914b31","block_type":"box","text":"risk model that calculates projected collateral shortfall values using loan-level factors such as loan and collateral type and","page_number":104,"box":{"x":89,"y":477,"width":848,"height":12}},{"id":"143c359e-52b7-4ff1-b900-be564db80b3b","block_type":"box","text":"market value as well as specific borrower credit characteristics. When necessary, BlackRock may adjust securities lending","page_number":104,"box":{"x":89,"y":492,"width":845,"height":12}},{"id":"c22f445e-6a5c-4ca9-a403-0d5b600b96d4","block_type":"box","text":"program attributes by restricting eligible collateral or reducing borrower credit limits. As a result, the management of","page_number":104,"box":{"x":89,"y":507,"width":818,"height":12}},{"id":"20e52401-a070-4d75-9d95-e58269c59823","block_type":"box","text":"program-wide exposure as well as BlackRock-specific indemnification exposure may affect the amount of securities lending","page_number":104,"box":{"x":89,"y":522,"width":865,"height":12}},{"id":"4bd2c4d3-7b84-49c5-8abe-7590b88dcb6f","block_type":"box","text":"activity BlackRock may conduct at any given point in time by reducing the volume of lending opportunities for certain loans","page_number":104,"box":{"x":89,"y":537,"width":863,"height":12}},{"id":"bd68f28c-9d67-4419-8ee4-f308b8708155","block_type":"box","text":"(including by asset type, collateral type and/or revenue profile).","page_number":104,"box":{"x":89,"y":552,"width":443,"height":13}},{"id":"0e971cfc-288e-4ea0-88f6-9a8397778786","block_type":"box","text":"BlackRock may decline to make a securities loan on behalf of a Fund, discontinue lending on behalf of a Fund or terminate a","page_number":104,"box":{"x":89,"y":575,"width":868,"height":12}},{"id":"6f2e7262-6f43-433e-86d1-052b58ab2c73","block_type":"box","text":"securities loan on behalf of a Fund for any reason, including but not limited to regulatory requirements and/or market rules,","page_number":104,"box":{"x":89,"y":590,"width":866,"height":12}},{"id":"945ca594-bb3e-4f2c-9566-562989b6d3a4","block_type":"box","text":"liquidity considerations, or credit considerations, which may impact Funds by reducing or eliminating the volume of lending","page_number":104,"box":{"x":89,"y":605,"width":865,"height":12}},{"id":"358d118b-1cc5-4c30-86b9-0eeb619fbdb3","block_type":"box","text":"opportunities for certain types of loans, loans in particular markets, loans of particular securities or types of securities, or for","page_number":104,"box":{"x":89,"y":620,"width":866,"height":12}},{"id":"7fa81207-f558-42e4-bb63-6c55be68e7c4","block_type":"box","text":"loans overall. In addition, some borrowers may prefer certain BlackRock lenders that provide additional protections against","page_number":104,"box":{"x":89,"y":635,"width":857,"height":12}},{"id":"8d9f2ab0-42e1-43b0-9881-da1cb9f26740","block_type":"box","text":"lender default that are favored by their prudential regulation.","page_number":104,"box":{"x":89,"y":650,"width":422,"height":13}},{"id":"37201e68-cfa8-4e58-9ce9-2112a092e7f9","block_type":"box","text":"BlackRock uses a predetermined systematic process in order to approximate pro rata allocation over time. In order to allocate","page_number":104,"box":{"x":89,"y":673,"width":876,"height":12}},{"id":"b8ec9b18-f043-4892-bd24-cd850c262130","block_type":"box","text":"a loan to a portfolio: (i) BlackRock as a whole must have sufficient lending capacity pursuant to the various program limits","page_number":104,"box":{"x":89,"y":688,"width":853,"height":12}},{"id":"2e41148c-7ea7-45ab-8696-6c068602272b","block_type":"box","text":"(","page_number":104,"box":{"x":89,"y":703,"width":4,"height":12}},{"id":"674381d9-659e-43fb-9ba8-50bb27454f08","block_type":"box","text":"i.e","page_number":104,"box":{"x":94,"y":704,"width":15,"height":9}},{"id":"d7ba3de3-370e-4e3e-a18f-bdbed83476d9","block_type":"box","text":"., indemnification exposure limit and borrower credit limits); (ii) the lending portfolio must hold the asset at the time a","page_number":104,"box":{"x":110,"y":703,"width":825,"height":12}},{"id":"30db6f67-d8c5-401a-84c3-912219d174dc","block_type":"box","text":"loan opportunity arrives; and (iii) the lending portfolio must also have enough inventory, either on its own or when","page_number":104,"box":{"x":89,"y":718,"width":799,"height":12}},{"id":"551af50f-899d-4476-b9d5-8a3a34d1982d","block_type":"box","text":"aggregated with other portfolios into one single market delivery, to satisfy the loan request. In doing so, BlackRock seeks to","page_number":104,"box":{"x":89,"y":733,"width":860,"height":12}},{"id":"631ab8a9-499f-4f7c-9ce6-6508cf6ad41e","block_type":"box","text":"provide equal lending opportunities for all portfolios, independent of whether BlackRock indemnifies the portfolio. Equal","page_number":104,"box":{"x":89,"y":748,"width":838,"height":13}},{"id":"904183f7-ae77-459b-b00f-093ee9bab9b2","block_type":"box","text":"opportunities for lending portfolios does not guarantee equal outcomes. Specifically, short and long-term outcomes for","page_number":104,"box":{"x":89,"y":763,"width":836,"height":13}},{"id":"37f64b14-72a4-4b6c-8ba9-cd73170d13cf","block_type":"box","text":"individual clients may vary due to asset mix, asset/liability spreads on different securities, and the overall limits imposed by","page_number":104,"box":{"x":89,"y":778,"width":858,"height":13}},{"id":"4911e079-9960-4f5a-ac45-c0066925ac2f","block_type":"box","text":"the firm.","page_number":104,"box":{"x":88,"y":794,"width":59,"height":9}},{"id":"7655492f-e1eb-449e-915f-e25cd7231018","block_type":"box","text":"84","page_number":104,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"db411467-7f72-4acc-a390-f2a60ce88d00","block_type":"box","text":"including its sales personnel, will have an interest in obtaining fees and other amounts that are favorable to BlackRock and","page_number":104,"box":{"x":89,"y":44,"width":855,"height":12}},{"id":"1d20743c-c8e0-4122-a942-de9ce93f061e","block_type":"box","text":"such sales personnel, which may have an adverse effect on the Funds. Index based funds may use an index provider that is","page_number":104,"box":{"x":89,"y":59,"width":858,"height":12}},{"id":"49cd8b3b-2584-429d-ac74-1e984857192a","block_type":"box","text":"affiliated with another service provider of the Fund or BlackRock that acts as a broker, dealer, agent, lender or in other","page_number":104,"box":{"x":89,"y":74,"width":820,"height":12}},{"id":"081205dc-c307-4060-84aa-8706de406d28","block_type":"box","text":"commercial capacities for a Fund or BlackRock.","page_number":104,"box":{"x":89,"y":89,"width":329,"height":13}},{"id":"f312db32-4a50-435a-b888-29a41f489e7b","block_type":"box","text":"Subject to applicable law, BlackRock (and its personnel and other distributors) will be entitled to retain fees and other","page_number":104,"box":{"x":88,"y":112,"width":821,"height":12}},{"id":"67dff9d8-b9a8-400c-817e-ce5a7061d855","block_type":"box","text":"amounts that they receive in connection with their service to the Funds as broker, dealer, agent, lender, adviser or in other","page_number":104,"box":{"x":89,"y":127,"width":850,"height":12}},{"id":"7be6c021-ad49-4195-bbef-12628a0beb69","block_type":"box","text":"commercial capacities. No accounting to the Funds or their shareholders will be required, and no fees or other compensation","page_number":104,"box":{"x":89,"y":142,"width":874,"height":12}},{"id":"e136899a-63b8-4084-bf46-ca015dce27d3","block_type":"box","text":"payable by the Funds or their shareholders will be reduced by reason of receipt by BlackRock of any such fees or other","page_number":104,"box":{"x":89,"y":157,"width":824,"height":12}},{"id":"a2a34f8a-cf1d-47b5-997a-17d54f40f421","block_type":"box","text":"amounts.","page_number":104,"box":{"x":89,"y":173,"width":65,"height":9}},{"id":"c2df7aba-6e87-44c0-83fd-36af7187807f","block_type":"box","text":"When BlackRock acts as broker, dealer, agent, adviser or in other commercial capacities in relation to the Funds, BlackRock","page_number":104,"box":{"x":88,"y":192,"width":858,"height":12}},{"id":"2a9adc15-b1cd-4642-983c-d1314aa7cf3b","block_type":"box","text":"may take commercial steps in its own interests, which may have an adverse effect on the Funds. A Fund will be required to","page_number":104,"box":{"x":89,"y":207,"width":856,"height":12}},{"id":"b25907b8-f95d-4c58-a9b4-ec1b2bd74133","block_type":"box","text":"establish business relationships with its counterparties based on the Fund’s own credit standing. BlackRock will not have any","page_number":104,"box":{"x":89,"y":222,"width":873,"height":12}},{"id":"cf68e9c2-79d6-4a6d-a4cc-2329d65d7cbb","block_type":"box","text":"Purchases and sales of securities and other assets for a Fund may be bunched or aggregated with orders for other BlackRock","page_number":104,"box":{"x":89,"y":813,"width":875,"height":13}},{"id":"ecdd7308-f777-4e22-aa6a-0c108f958700","block_type":"box","text":"client accounts, including with accounts that pay different transaction costs solely due to the fact that they have different","page_number":104,"box":{"x":89,"y":828,"width":848,"height":13}},{"id":"080a6016-8bd4-457e-817a-cfa1af3db098","block_type":"box","text":"research payment arrangements. BlackRock, however, is not required to bunch or aggregate orders if portfolio management","page_number":104,"box":{"x":89,"y":844,"width":868,"height":12}},{"id":"2a85f4bf-e153-4925-b945-68342bf9f648","block_type":"box","text":"decisions for different accounts are made separately, or if they determine that bunching or aggregating is not practicable or","page_number":104,"box":{"x":89,"y":859,"width":864,"height":12}},{"id":"97696413-9f29-4984-96b9-6080f71aff46","block_type":"box","text":"required, or in cases involving client direction.","page_number":104,"box":{"x":89,"y":874,"width":318,"height":12}},{"id":"16730990-4779-47f3-a686-5b84b3321e3b","block_type":"box","text":"traditional soft dollars may exist. For example, the research effectively will be paid by client commissions that also will be","page_number":105,"box":{"x":88,"y":170,"width":844,"height":13}},{"id":"caef2ec8-ecf8-49c0-b187-32bafd9b5b6f","block_type":"box","text":"used to pay for the execution, clearing, and settlement services provided by the broker-dealer and will not be paid by","page_number":105,"box":{"x":89,"y":185,"width":814,"height":13}},{"id":"f1a1de12-0d27-4358-8be9-9a720c376832","block_type":"box","text":"BlackRock.","page_number":105,"box":{"x":89,"y":201,"width":74,"height":9}},{"id":"bc473ad3-e11a-4c41-bf2e-76864e5854a4","block_type":"box","text":"Subject to applicable law, BlackRock may select brokers that furnish BlackRock, the Funds, other BlackRock client accounts or","page_number":105,"box":{"x":88,"y":219,"width":879,"height":12}},{"id":"16a31421-f75f-4741-a4e7-527e2037ba0c","block_type":"box","text":"personnel, directly or through correspondent relationships, with research or other appropriate services which provide, in","page_number":105,"box":{"x":89,"y":234,"width":841,"height":12}},{"id":"c497b859-5071-4580-accb-558a9483cbd9","block_type":"box","text":"BlackRock’s view, appropriate assistance to BlackRock in the investment decision-making process (including with respect to","page_number":105,"box":{"x":89,"y":249,"width":868,"height":12}},{"id":"9e51451b-a7c5-4b25-a695-9e1c44fbe195","block_type":"box","text":"futures, fixed-price offerings and OTC transactions). Such research or other services may include, to the extent permitted by","page_number":105,"box":{"x":88,"y":264,"width":868,"height":12}},{"id":"5d1d0baa-9a0d-4426-bb5b-a4f37ccfa7b8","block_type":"box","text":"law, research reports on companies, industries and securities; economic and financial data; financial publications; proxy","page_number":105,"box":{"x":89,"y":279,"width":836,"height":12}},{"id":"82e59671-1bec-45f2-8a85-6d9b2138213f","block_type":"box","text":"analysis; trade industry seminars; computer data bases; research-oriented software and other services and products.","page_number":105,"box":{"x":89,"y":294,"width":815,"height":12}},{"id":"4d42e110-8109-492e-b5d8-2aca75d6ca36","block_type":"box","text":"Research or other services obtained in this manner may be used in servicing any or all of the Funds and other BlackRock","page_number":105,"box":{"x":89,"y":315,"width":840,"height":12}},{"id":"d10886d1-9855-4889-9e6f-32b34e233118","block_type":"box","text":"client accounts, including in connection with BlackRock client accounts other than those that pay commissions to the broker","page_number":105,"box":{"x":89,"y":330,"width":875,"height":12}},{"id":"22e831b1-ebbe-4a5b-b12f-c6edc60d7c70","block_type":"box","text":"relating to the research or other service arrangements. Such products and services may disproportionately benefit other","page_number":105,"box":{"x":89,"y":345,"width":839,"height":12}},{"id":"48b10226-1d15-41fd-b4dd-3523a9f12d22","block_type":"box","text":"BlackRock client accounts relative to the Funds based on the amount of brokerage commissions paid by the Funds and such","page_number":105,"box":{"x":89,"y":360,"width":869,"height":12}},{"id":"980c99cb-9151-44a2-b7fa-897851cb77bd","block_type":"box","text":"other BlackRock client accounts. For example, research or other services that are paid for through one client’s commissions","page_number":105,"box":{"x":89,"y":375,"width":863,"height":13}},{"id":"57c5203d-d3e8-4a51-beb4-c94af17b0a67","block_type":"box","text":"may not be used in managing that client’s account. In addition, other BlackRock client accounts may receive the benefit,","page_number":105,"box":{"x":89,"y":390,"width":841,"height":13}},{"id":"aff5a13c-cb75-4fed-8b48-697b5d699acf","block_type":"box","text":"including disproportionate benefits, of economies of scale or price discounts in connection with products and services that","page_number":105,"box":{"x":89,"y":405,"width":861,"height":13}},{"id":"68e28546-105e-4a3d-82b9-faa950ae4d6f","block_type":"box","text":"may be provided to the Funds and to such other BlackRock client accounts. To the extent that BlackRock uses soft dollars, it","page_number":105,"box":{"x":89,"y":421,"width":867,"height":12}},{"id":"6f63fae0-542e-456f-9964-d0c7ce5f7fd3","block_type":"box","text":"will not have to pay for those products and services itself.","page_number":105,"box":{"x":88,"y":436,"width":400,"height":12}},{"id":"0c70ceb1-9e26-4332-9510-3173f650ca12","block_type":"box","text":"BlackRock, unless prohibited by applicable law, may endeavor to execute trades through brokers who, pursuant to such","page_number":105,"box":{"x":89,"y":456,"width":833,"height":13}},{"id":"e3adeb0d-4e3d-43fb-bec4-d0b7cbeb82b6","block_type":"box","text":"arrangements, provide research or other services in order to ensure the continued receipt of research or other services","page_number":105,"box":{"x":89,"y":471,"width":827,"height":13}},{"id":"7889afb5-9cf5-414d-9afa-00baec182e52","block_type":"box","text":"BlackRock believes are useful in its investment decision-making process. BlackRock may from time to time choose not to","page_number":105,"box":{"x":89,"y":487,"width":845,"height":12}},{"id":"3cae0ba4-9c77-44f5-851c-1d7edbda99a9","block_type":"box","text":"engage in the above described arrangements to varying degrees. BlackRock, unless prohibited by applicable law, may also","page_number":105,"box":{"x":89,"y":502,"width":850,"height":12}},{"id":"ede94247-d95f-474a-8f34-bd8d6ff157f6","block_type":"box","text":"enter into commission sharing arrangements under which BlackRock may execute transactions through a broker-dealer and","page_number":105,"box":{"x":89,"y":517,"width":870,"height":12}},{"id":"55e78c8d-5fb0-4025-a8f8-569ad3d17d82","block_type":"box","text":"request that the broker-dealer allocate a portion of the commissions or commission credits to another firm that provides","page_number":105,"box":{"x":89,"y":532,"width":845,"height":12}},{"id":"187175dd-1293-4475-8a4c-b6be82ea2d51","block_type":"box","text":"research to BlackRock. To the extent that BlackRock engages in commission sharing arrangements, many of the same","page_number":105,"box":{"x":89,"y":547,"width":825,"height":12}},{"id":"38a12305-fb50-4b81-b862-a6cd30316872","block_type":"box","text":"conflicts related to traditional soft dollars may exist.","page_number":105,"box":{"x":89,"y":562,"width":361,"height":12}},{"id":"4c4bdf9d-d1d7-4218-93ce-11f88e19f0bb","block_type":"box","text":"BlackRock may utilize certain electronic crossing networks (“ECNs”) (including, without limitation, ECNs in which BlackRock","page_number":105,"box":{"x":89,"y":583,"width":869,"height":12}},{"id":"bfa44124-4199-4649-b033-1ba42f02e0f8","block_type":"box","text":"has an investment or other interest, to the extent permitted by applicable law) in executing client securities transactions for","page_number":105,"box":{"x":89,"y":598,"width":862,"height":12}},{"id":"e3869b99-f44e-48de-b653-7aa255910274","block_type":"box","text":"certain types of securities. These ECNs may charge fees for their services, including access fees and transaction fees. The","page_number":105,"box":{"x":89,"y":613,"width":845,"height":12}},{"id":"e7251c70-df33-414c-abf7-0fd36cd0ea5a","block_type":"box","text":"transaction fees, which are similar to commissions or markups/markdowns, will generally be charged to clients and, like","page_number":105,"box":{"x":88,"y":628,"width":843,"height":12}},{"id":"6d4995e8-b9c3-40c0-ad02-8b64ba781433","block_type":"box","text":"commissions and markups/markdowns, would generally be included in the cost of the securities purchased. Access fees","page_number":105,"box":{"x":89,"y":643,"width":845,"height":13}},{"id":"60cc6467-5dab-4ecf-a39a-48f2f0e529bf","block_type":"box","text":"may be paid by BlackRock even though incurred in connection with executing transactions on behalf of clients, including the","page_number":105,"box":{"x":89,"y":658,"width":872,"height":13}},{"id":"807c55b8-ccf3-44d1-9618-6828a5fe391e","block_type":"box","text":"Funds. In certain circumstances, ECNs may offer volume discounts that will reduce the access fees typically paid by","page_number":105,"box":{"x":89,"y":673,"width":805,"height":13}},{"id":"10e42c95-94e1-4aa1-a7f5-601f3bbdf74a","block_type":"box","text":"BlackRock. BlackRock will only utilize ECNs consistent with its obligation to seek to obtain best execution in client","page_number":105,"box":{"x":89,"y":689,"width":793,"height":12}},{"id":"5c1ed948-45cc-4e4f-b552-e8f0598b2eef","block_type":"box","text":"transactions.","page_number":105,"box":{"x":88,"y":705,"width":90,"height":8}},{"id":"907f1412-a063-4a1a-844f-2030ea0edb45","block_type":"box","text":"BlackRock owns a minority interest in, and is a member of, Members Exchange (“MEMX”), a newly created U.S. stock","page_number":105,"box":{"x":89,"y":722,"width":821,"height":12}},{"id":"6e970564-bcb0-4005-bd62-e2f8abf5fb6c","block_type":"box","text":"exchange. Transactions for a Fund may be executed on MEMX if third party brokers select MEMX as the appropriate venue","page_number":105,"box":{"x":89,"y":737,"width":859,"height":12}},{"id":"df475b7a-752a-49e2-8988-bd3e1500d6c0","block_type":"box","text":"for execution of orders placed by BlackRock traders on behalf of client portfolios. In addition, transactions in ETF shares may","page_number":105,"box":{"x":88,"y":752,"width":870,"height":12}},{"id":"79f3f890-1ff5-489a-b173-d28d3a073644","block_type":"box","text":"be executed on MEMX if third party brokers select MEMX as the appropriate venue for the execution of such orders.","page_number":105,"box":{"x":89,"y":767,"width":810,"height":12}},{"id":"29e82531-f1d6-45c2-8bdd-eedfc196b35d","block_type":"box","text":"85","page_number":105,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"7de88c2e-e767-4e56-8911-9ef1e4383f74","block_type":"box","text":"BlackRock does not currently enter into arrangements to use the Fund’s assets for, or participate in, soft dollars, although","page_number":105,"box":{"x":89,"y":125,"width":847,"height":12}},{"id":"33eda2c7-5811-48c2-8c26-f3779ade257c","block_type":"box","text":"BlackRock may receive research that is bundled with the trade execution, clearing, and/or settlement services provided by a","page_number":105,"box":{"x":89,"y":140,"width":864,"height":12}},{"id":"6df9e62c-53bd-4deb-8691-df4544f26d21","block_type":"box","text":"particular broker-dealer. To the extent that BlackRock receives research on this basis, many of the same conflicts related to","page_number":105,"box":{"x":89,"y":155,"width":856,"height":13}},{"id":"bbd51b75-5e81-48c0-8382-eb3fb24d2fca","block_type":"box","text":"BlackRock has adopted policies and procedures designed to prevent conflicts of interest from influencing proxy voting","page_number":105,"box":{"x":89,"y":788,"width":826,"height":12}},{"id":"80e2deda-6a8b-4f98-aad7-721ba639c76c","block_type":"box","text":"decisions that it makes on behalf of advisory clients, including the Funds, and to help ensure that such decisions are made in","page_number":105,"box":{"x":89,"y":803,"width":872,"height":12}},{"id":"59936918-f9aa-417e-b393-e9e621b82c22","block_type":"box","text":"accordance with BlackRock’s fiduciary obligations to its clients. Nevertheless, notwithstanding such proxy voting policies and","page_number":105,"box":{"x":89,"y":818,"width":876,"height":12}},{"id":"691b5602-faba-45bd-9b65-e9768887e4a1","block_type":"box","text":"procedures, actual proxy voting decisions of BlackRock may have the effect of favoring the interests of other clients or","page_number":105,"box":{"x":89,"y":833,"width":824,"height":12}},{"id":"daeb37b2-2453-4d49-916c-6da8310dae46","block_type":"box","text":"businesses of other divisions or units of BlackRock, provided that BlackRock believes such voting decisions to be in","page_number":105,"box":{"x":89,"y":848,"width":801,"height":12}},{"id":"a3044c1b-b38e-4696-bc16-5e8e2438b743","block_type":"box","text":"accordance with its fiduciary obligations. For a more detailed discussion of these policies and procedures, see “Proxy Voting","page_number":105,"box":{"x":89,"y":863,"width":865,"height":13}},{"id":"5e7d69d5-8cbe-4c53-9bee-96be83f8fc37","block_type":"box","text":"Policies.”","page_number":105,"box":{"x":89,"y":878,"width":61,"height":10}},{"id":"c973ae8f-a7d1-492c-8d8d-3a03cfedcbcf","block_type":"box","text":"Prevailing trading activity frequently may make impossible the receipt of the same price or execution on the entire volume of","page_number":105,"box":{"x":89,"y":44,"width":873,"height":12}},{"id":"c3c53536-4263-402d-bf17-e4bb88b7aab2","block_type":"box","text":"securities purchased or sold. When this occurs, the various prices may be averaged, and the Funds will be charged or","page_number":105,"box":{"x":89,"y":59,"width":818,"height":12}},{"id":"4a0261d7-192d-497e-a873-2d19cc0261ee","block_type":"box","text":"credited with the average price. Thus, the effect of the aggregation may operate on some occasions to the disadvantage of","page_number":105,"box":{"x":89,"y":74,"width":860,"height":12}},{"id":"977165b7-9500-44c3-bebe-8ecde8560a1c","block_type":"box","text":"the Funds. In addition, under certain circumstances, the Funds will not be charged the same commission or commission","page_number":105,"box":{"x":88,"y":89,"width":844,"height":13}},{"id":"76d66e45-0de2-4264-ae47-de1ca6ff66eb","block_type":"box","text":"equivalent rates in connection with a bunched or aggregated order.","page_number":105,"box":{"x":89,"y":104,"width":470,"height":13}},{"id":"6ea21221-feef-46e7-b352-541ebdd9b774","block_type":"box","text":"BlackRock reserves the right, subject to compliance with applicable law, to sell into the market or redeem in Creation Units","page_number":106,"box":{"x":89,"y":110,"width":855,"height":12}},{"id":"5ffec40e-5e2b-4127-b572-7d13249a34a4","block_type":"box","text":"through an Authorized Participant at any time some or all of the shares of the Fund acquired for its own accounts or the","page_number":106,"box":{"x":88,"y":125,"width":840,"height":12}},{"id":"6015d64b-7422-4afb-9373-b1ebf985861d","block_type":"box","text":"account of a BlackRock advisory client. A large sale or redemption of shares of the Fund by BlackRock itself or a BlackRock","page_number":106,"box":{"x":89,"y":140,"width":855,"height":12}},{"id":"456d77fd-2db6-415a-b27f-03d7a8604360","block_type":"box","text":"advisory client could significantly reduce the asset size of the Fund, which might have an adverse effect on the Fund’s","page_number":106,"box":{"x":89,"y":155,"width":822,"height":12}},{"id":"b5a2d00e-a3c3-49a0-ab07-1c80d44fa956","block_type":"box","text":"liquidity, investment flexibility, portfolio diversification, expense ratio or ability to comply with the listing requirements for the","page_number":106,"box":{"x":89,"y":170,"width":872,"height":12}},{"id":"148e10f8-de9a-4c6b-aa54-822fd5699db3","block_type":"box","text":"Fund.","page_number":106,"box":{"x":89,"y":185,"width":38,"height":10}},{"id":"66979869-cbf0-4682-bdd4-ca50eba64712","block_type":"box","text":"It is possible that a Fund may invest in securities of, or engage in transactions with, companies in which BlackRock has","page_number":106,"box":{"x":89,"y":203,"width":828,"height":12}},{"id":"281ea5a1-8b23-4b91-bffe-4ca1d0448783","block_type":"box","text":"significant debt or equity investments or other interests. A Fund may also invest in issuances (such as structured notes) by","page_number":106,"box":{"x":89,"y":218,"width":857,"height":12}},{"id":"e3167b0f-63b4-429e-ab8b-404ad8541cfd","block_type":"box","text":"entities for which BlackRock provides and is compensated for cash management services relating to the proceeds from the","page_number":106,"box":{"x":89,"y":233,"width":860,"height":12}},{"id":"3c67acf8-e69e-4fdc-9dcd-41efa2dfb6fb","block_type":"box","text":"sale of such issuances. In making investment decisions for a Fund, BlackRock is not permitted to obtain or use material non","page_number":106,"box":{"x":89,"y":248,"width":869,"height":13}},{"id":"5c99538f-bd30-4e06-ab74-3e2dd4f5a4a4","block_type":"box","text":"public information acquired by any unit of BlackRock, in the course of these activities. In addition, from time to time, the","page_number":106,"box":{"x":89,"y":263,"width":839,"height":13}},{"id":"f10f0d76-9356-4c6d-b25b-eb03d674ccee","block_type":"box","text":"activities of BlackRock may limit a Fund’s flexibility in purchases and sales of securities. As indicated below, BlackRock may","page_number":106,"box":{"x":89,"y":278,"width":859,"height":13}},{"id":"b1e556f1-ef68-4234-b104-908d28e95b4a","block_type":"box","text":"engage in transactions with companies in which BlackRock-advised funds or other clients of BlackRock have an investment.","page_number":106,"box":{"x":89,"y":294,"width":866,"height":12}},{"id":"1a2bd340-afe9-41b2-8dc8-35e4fe4a0ab7","block_type":"box","text":"BlackRock and its personnel and other financial service providers may have interests in promoting sales of the Funds. With","page_number":106,"box":{"x":89,"y":314,"width":856,"height":12}},{"id":"dd3af43f-cde9-4885-80ce-de8a511747d9","block_type":"box","text":"respect to BlackRock and its personnel, the remuneration and profitability relating to services to and sales of the Funds or","page_number":106,"box":{"x":89,"y":329,"width":850,"height":12}},{"id":"106a6162-c397-4424-80c1-5d4038d6ecc3","block_type":"box","text":"other products may be greater than remuneration and profitability relating to services to and sales of certain funds or other","page_number":106,"box":{"x":89,"y":344,"width":863,"height":12}},{"id":"ef3e0d13-6f3c-4399-a3d0-b175ebf69eea","block_type":"box","text":"products that might be provided or offered. BlackRock and its sales personnel may directly or indirectly receive a portion of","page_number":106,"box":{"x":89,"y":359,"width":860,"height":13}},{"id":"ebe51583-722d-4a90-a005-416b89a52866","block_type":"box","text":"the fees and commissions charged to the Funds or their shareholders. BlackRock and its advisory or other personnel may","page_number":106,"box":{"x":88,"y":374,"width":849,"height":13}},{"id":"bc6d739b-d168-46c8-af7b-7aab16a07311","block_type":"box","text":"also benefit from increased amounts of assets under management. 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While BlackRock will generally communicate its valuation information","page_number":106,"box":{"x":89,"y":581,"width":877,"height":13}},{"id":"6b009da2-5ebd-4320-9f96-ed89f7667137","block_type":"box","text":"or determinations to a Fund’s pricing vendors and/or fund accountants, there may be instances where the Fund’s pricing","page_number":106,"box":{"x":89,"y":596,"width":848,"height":13}},{"id":"06ec58b3-0634-4587-9334-345c3254b478","block_type":"box","text":"vendors or fund accountants assign a different valuation to a security or other investment than the valuation for such","page_number":106,"box":{"x":88,"y":612,"width":821,"height":12}},{"id":"562b9ad1-9b7b-4151-850b-eb5060ece1a8","block_type":"box","text":"security or investment determined or recommended by BlackRock.","page_number":106,"box":{"x":89,"y":627,"width":466,"height":12}},{"id":"3ffc3759-c1f9-49e2-8cde-299b226c061b","block_type":"box","text":"As disclosed in more detail in “Determination of Net Asset Value” in this SAI, when market quotations are not readily","page_number":106,"box":{"x":88,"y":647,"width":817,"height":12}},{"id":"91151519-6f0e-4fed-a308-af2e04a33f47","block_type":"box","text":"available or are believed by BlackRock to be unreliable, a Fund’s investments are valued at fair value by BlackRock. BlackRock","page_number":106,"box":{"x":89,"y":662,"width":869,"height":12}},{"id":"9d242cda-a5eb-49c6-8ad7-e1a7c8b7e4cc","block_type":"box","text":"has been designated as the Fund’s valuation designee pursuant to Rule 2a-5 under the Investment Company Act and acts","page_number":106,"box":{"x":89,"y":677,"width":851,"height":13}},{"id":"eb563ba1-b733-469e-bfae-c752de8d802e","block_type":"box","text":"through BlackRock’s Rule 2a-5 Committee (the “2a-5 Committee”), with assistance from other BlackRock pricing committees","page_number":106,"box":{"x":88,"y":692,"width":879,"height":13}},{"id":"afbed418-269b-41cb-8ec3-10059eeefb02","block_type":"box","text":"and in accordance with BlackRock’s policies and procedures (the “Valuation Procedures”). When determining a “fair value","page_number":106,"box":{"x":89,"y":707,"width":853,"height":13}},{"id":"97570122-9b69-441b-a2f8-8ff42036a247","block_type":"box","text":"price,” the 2a-5 Committee seeks to determine the price that a Fund might reasonably expect to receive from the current sale","page_number":106,"box":{"x":89,"y":723,"width":877,"height":12}},{"id":"cff773b3-e8b2-46dc-8f44-eb51077e40dc","block_type":"box","text":"of that asset or liability in an arm’s-length transaction. The price generally may not be determined based on what a Fund","page_number":106,"box":{"x":89,"y":738,"width":844,"height":12}},{"id":"e2886d05-6568-4b68-b9cf-0b2c9a8e394c","block_type":"box","text":"might reasonably expect to receive for selling an asset or liability at a later time or if it holds the asset or liability to maturity.","page_number":106,"box":{"x":89,"y":753,"width":863,"height":12}},{"id":"70963a6a-7d67-4b7e-98f2-980e3d775fa9","block_type":"box","text":"While fair value determinations will be based upon all available factors that BlackRock deems relevant at the time of the","page_number":106,"box":{"x":88,"y":768,"width":835,"height":12}},{"id":"14fec2e4-69f2-460e-a20f-13313efd33d2","block_type":"box","text":"determination, and may be based on analytical values determined by BlackRock using proprietary or third party valuation","page_number":106,"box":{"x":89,"y":783,"width":845,"height":12}},{"id":"edc56c5e-8e62-4607-91c9-b4acad17ffdc","block_type":"box","text":"models, fair value represents only a good faith approximation of the value of an asset or liability. The fair value of one or more","page_number":106,"box":{"x":89,"y":798,"width":876,"height":13}},{"id":"9c6a4b2a-05ca-4757-abcd-67bf301e2bf5","block_type":"box","text":"assets or liabilities may not, in retrospect, be the price at which those assets or liabilities could have been sold during the","page_number":106,"box":{"x":89,"y":813,"width":842,"height":13}},{"id":"dd2893aa-76bc-477b-84d1-ad54d1e8aaea","block_type":"box","text":"period in which the particular fair values were used in determining a Fund’s NAV. 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In connection with any such investments,","page_number":107,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"ff449451-8c7d-4b28-9ad1-9b5cb78fa47a","block_type":"box","text":"a Fund, to the extent permitted by the Investment Company Act, may pay its share of expenses of a money market fund or","page_number":107,"box":{"x":89,"y":74,"width":857,"height":12}},{"id":"77c89957-d896-4b4a-bb82-b2912d385383","block_type":"box","text":"other similarly managed private fund in which it invests, which may result in a Fund bearing some additional expenses.","page_number":107,"box":{"x":89,"y":89,"width":831,"height":13}},{"id":"e89cd6eb-1534-48a3-990b-2a2160e066c6","block_type":"box","text":"BlackRock and its directors, officers and employees, may buy and sell securities or other investments for their own accounts","page_number":107,"box":{"x":89,"y":116,"width":866,"height":12}},{"id":"9a31bb35-61b2-4ed4-b040-a81eb2a3a3d9","block_type":"box","text":"and may have conflicts of interest with respect to investments made on behalf of a Fund. As a result of differing trading and","page_number":107,"box":{"x":89,"y":131,"width":865,"height":12}},{"id":"29d50636-f2ea-4936-879a-4d4f25ecb50f","block_type":"box","text":"investment strategies or constraints, positions may be taken by directors, officers and employees of BlackRock that are the","page_number":107,"box":{"x":89,"y":146,"width":855,"height":12}},{"id":"737c0544-1bdc-49f1-82e1-631d95350b7c","block_type":"box","text":"same, different from or made at different times than positions taken for the Fund. 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These transactions would be effected in","page_number":107,"box":{"x":89,"y":308,"width":852,"height":13}},{"id":"c57dc8be-8a18-407e-85ce-3c02106e9eb2","block_type":"box","text":"circumstances in which BlackRock determined that it would be appropriate for the Fund to purchase and another client of","page_number":107,"box":{"x":89,"y":324,"width":855,"height":12}},{"id":"7463babc-6aad-4200-8ea4-456cdd76302b","block_type":"box","text":"BlackRock to sell, or the Fund to sell and another client of BlackRock to purchase, the same security or instrument on the","page_number":107,"box":{"x":89,"y":339,"width":846,"height":12}},{"id":"44eccc76-a12a-435a-a6c2-e4bb821a5c63","block_type":"box","text":"same day. From time to time, the activities of a Fund may be restricted because of regulatory requirements applicable to","page_number":107,"box":{"x":89,"y":354,"width":839,"height":12}},{"id":"8e2131e3-fb65-4d57-9bac-93ccb4cdd6c8","block_type":"box","text":"BlackRock and/or BlackRock’s internal policies designed to comply with, limit the applicability of, or otherwise relate to such","page_number":107,"box":{"x":89,"y":369,"width":870,"height":12}},{"id":"4646df63-d050-41d2-b36c-5d6db3ceb361","block_type":"box","text":"requirements. A client not advised by BlackRock would not be subject to some of those considerations. There may be periods","page_number":107,"box":{"x":89,"y":384,"width":876,"height":12}},{"id":"c8bfb253-cadd-4443-805f-5d1a95bffff1","block_type":"box","text":"when BlackRock may not initiate or recommend certain types of transactions, or may otherwise restrict or limit its advice in","page_number":107,"box":{"x":88,"y":399,"width":864,"height":13}},{"id":"9858d156-0a76-48bd-a983-66282b3d2eb3","block_type":"box","text":"certain securities or instruments issued by or related to companies for which BlackRock is performing advisory or other","page_number":107,"box":{"x":89,"y":414,"width":834,"height":13}},{"id":"ac302e7e-980d-4019-bace-2981e49928d0","block_type":"box","text":"services or has proprietary positions. For example, when BlackRock is engaged to provide advisory or risk management","page_number":107,"box":{"x":89,"y":429,"width":834,"height":13}},{"id":"b5511985-572e-4ffe-9921-188c93358448","block_type":"box","text":"services for a company, BlackRock may be prohibited from or limited in purchasing or selling securities of that company on","page_number":107,"box":{"x":89,"y":445,"width":859,"height":12}},{"id":"7549e0b4-5b86-4337-9911-791d8b53a2c3","block_type":"box","text":"behalf of a Fund, particularly where such services result in BlackRock obtaining material non-public information about the","page_number":107,"box":{"x":89,"y":460,"width":853,"height":12}},{"id":"c29c2a47-94c6-4113-8e4e-7f804fde7fb1","block_type":"box","text":"company (","page_number":107,"box":{"x":89,"y":475,"width":73,"height":12}},{"id":"104d1f70-0946-46c8-88cd-3304b2d3155d","block_type":"box","text":"e.g","page_number":107,"box":{"x":164,"y":478,"width":20,"height":9}},{"id":"bd9e3db3-3085-4c42-bf0c-8aec5719eb5f","block_type":"box","text":"., in connection with participation in a creditors’ committee). Similar situations could arise if personnel of","page_number":107,"box":{"x":185,"y":475,"width":735,"height":12}},{"id":"81a9495b-1e1e-414e-8b19-6b3053cdee30","block_type":"box","text":"BlackRock serve as directors of companies the securities of which the Funds wish to purchase or sell. However, if permitted","page_number":107,"box":{"x":89,"y":490,"width":860,"height":12}},{"id":"ad5b3af3-2e1d-46ff-bd2a-0231a59ef360","block_type":"box","text":"by applicable law, and where consistent with BlackRock’s policies and procedures (including the necessary implementation","page_number":107,"box":{"x":89,"y":505,"width":860,"height":12}},{"id":"da36470d-7b03-4b51-84a7-0ecda6825cc8","block_type":"box","text":"of appropriate information barriers), the Funds may purchase securities or instruments that are issued by such companies,","page_number":107,"box":{"x":89,"y":520,"width":857,"height":12}},{"id":"d7bf7bac-5c95-4f97-abc9-c67e60e4a31c","block_type":"box","text":"are the subject of an advisory or risk management assignment by BlackRock, or where personnel of BlackRock are directors","page_number":107,"box":{"x":89,"y":535,"width":863,"height":13}},{"id":"01e171b3-b734-4d43-8958-a9c7147b13c4","block_type":"box","text":"or officers of the issuer.","page_number":107,"box":{"x":89,"y":550,"width":161,"height":10}},{"id":"394d0ce8-0f44-4706-8e9e-83981c23ac45","block_type":"box","text":"BlackRock has adopted and implemented policies and procedures that are designed to address potential conflicts that arise","page_number":107,"box":{"x":89,"y":577,"width":863,"height":12}},{"id":"fa74b063-15d0-439d-a81e-6cb8672a3354","block_type":"box","text":"in connection with the advisory services BlackRock provides to Funds and other clients. Certain BlackRock advisory personnel","page_number":107,"box":{"x":89,"y":592,"width":878,"height":12}},{"id":"ee370b92-28d7-4cc0-b427-a96095cf84ce","block_type":"box","text":"may take views, and make decisions or recommendations, that are different than or opposite those of other BlackRock","page_number":107,"box":{"x":89,"y":607,"width":829,"height":12}},{"id":"d6c00378-f261-4ed6-b539-a44cc737800e","block_type":"box","text":"advisory personnel. Certain portfolio management teams within BlackRock may make decisions or take (or refrain from","page_number":107,"box":{"x":89,"y":622,"width":834,"height":12}},{"id":"758075a6-4694-4b54-aab3-2036dfdce32b","block_type":"box","text":"taking) actions with respect to clients they advise in a manner different than or adverse to the decisions made or the actions","page_number":107,"box":{"x":88,"y":637,"width":870,"height":13}},{"id":"fb89c218-39a3-457e-85a3-7b5f89335505","block_type":"box","text":"taken (or not taken) by the Funds’ portfolio management teams. The various portfolio management teams may not share","page_number":107,"box":{"x":88,"y":652,"width":852,"height":13}},{"id":"0a56dee2-b443-4934-9d2f-b01ee0d687dc","block_type":"box","text":"information with each other, including as a result of certain information barriers and other policies, and will not have any","page_number":107,"box":{"x":89,"y":668,"width":843,"height":12}},{"id":"af38b7ec-feac-475e-85a4-d62d1d21c2fb","block_type":"box","text":"obligation or other duty to do so.","page_number":107,"box":{"x":89,"y":683,"width":230,"height":12}},{"id":"bee81d3b-9d7e-42ac-a8cc-eb4e0fe82b39","block_type":"box","text":"BlackRock has established certain information barriers and other policies to address the sharing of information between","page_number":107,"box":{"x":89,"y":709,"width":838,"height":12}},{"id":"a6038501-5a9a-4178-a73e-1cdb7369a2e2","block_type":"box","text":"different businesses within BlackRock, including, effective on or about January 21, 2025, with respect to personnel responsible","page_number":107,"box":{"x":89,"y":724,"width":879,"height":13}},{"id":"3c0cac97-8175-4192-affd-f4b7ea9c7a0f","block_type":"box","text":"with managing portfolios and voting proxies with respect to certain index equity portfolios versus those responsible for","page_number":107,"box":{"x":88,"y":739,"width":834,"height":13}},{"id":"6c78cff0-f285-4a2a-a8b2-be9bb407b4a0","block_type":"box","text":"managing portfolios and voting proxies with respect to all other portfolios. As a result of information barriers, certain units of","page_number":107,"box":{"x":89,"y":754,"width":875,"height":13}},{"id":"fab13c04-1904-4d53-9dcd-4332aab8f965","block_type":"box","text":"BlackRock generally will not have access, or will have limited access, to certain information and personnel, including senior","page_number":107,"box":{"x":89,"y":770,"width":859,"height":12}},{"id":"6cc98621-bbe7-4c5d-9205-b9af825d003d","block_type":"box","text":"personnel, in other units of BlackRock, and generally will not manage the Funds with the benefit of information possessed by","page_number":107,"box":{"x":89,"y":785,"width":875,"height":12}},{"id":"6ba56a87-4335-485f-bde0-aff79917dba2","block_type":"box","text":"such other units. Therefore, BlackRock may not be able to review potential investments for the Funds with the benefit of","page_number":107,"box":{"x":89,"y":800,"width":841,"height":12}},{"id":"1ebf8672-7a3b-48b6-bb56-3e4d2f14158a","block_type":"box","text":"information held by certain areas of BlackRock.","page_number":107,"box":{"x":89,"y":815,"width":328,"height":12}},{"id":"42ae5b9c-6675-4b78-a0f7-8005c1086eba","block_type":"box","text":"BlackRock may determine to move certain personnel, businesses, or business units from one side of an information barrier to","page_number":107,"box":{"x":89,"y":841,"width":875,"height":13}},{"id":"de377dba-9144-4310-9286-5bc89501a1dc","block_type":"box","text":"the other side of the information barrier. In connection therewith, BlackRock personnel, businesses, and business units that","page_number":107,"box":{"x":88,"y":856,"width":862,"height":13}},{"id":"c44030b3-7db9-4150-9244-69a15e736e42","block_type":"box","text":"87","page_number":107,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"2974c47c-a618-4008-861d-6fa6c1c38b5d","block_type":"box","text":"were moved will no longer have access to the information and personnel from the side of the information barrier from which","page_number":108,"box":{"x":88,"y":44,"width":873,"height":12}},{"id":"5a00f736-ec48-4c48-b782-e8d865408e58","block_type":"box","text":"they were moved. Information obtained in connection with such changes to information barriers may limit or restrict the","page_number":108,"box":{"x":88,"y":59,"width":845,"height":12}},{"id":"d3618f93-b1f5-4e9d-977c-f911f5d68c33","block_type":"box","text":"ability of BlackRock to engage in or otherwise effect transactions on behalf of the Funds (including purchasing or selling","page_number":108,"box":{"x":89,"y":74,"width":840,"height":12}},{"id":"ea1b2bd3-f095-47f0-a250-5431a1425141","block_type":"box","text":"securities that BlackRock may otherwise have purchased or sold for a client in the absence of a change to an information","page_number":108,"box":{"x":89,"y":89,"width":845,"height":13}},{"id":"b54238cd-03c2-4d74-a3b7-0e61fe7eaada","block_type":"box","text":"barrier). Information barriers may not have their intended impact due to, for example, changes in applicable law or","page_number":108,"box":{"x":89,"y":104,"width":800,"height":13}},{"id":"f530b7b1-628f-4c16-a992-e7bee460f9ea","block_type":"box","text":"inadvertent crossings of the barriers, and actions by personnel on one side of a barrier may impact the potential actions of","page_number":108,"box":{"x":89,"y":119,"width":856,"height":13}},{"id":"db773db0-fad4-4f35-9703-40c360f41cec","block_type":"box","text":"personnel on the other side of a barrier.","page_number":108,"box":{"x":89,"y":135,"width":274,"height":12}},{"id":"f3af94ae-a2dd-48ce-81f3-51483c1a3764","block_type":"box","text":"Although the information barriers are intended to allow for independent portfolio management decision making and proxy","page_number":108,"box":{"x":88,"y":161,"width":861,"height":12}},{"id":"6e4d74c5-bd7e-4db3-8566-f5496e56eb92","block_type":"box","text":"voting among certain BlackRock businesses, the investment activities of BlackRock for BlackRock clients, as well as","page_number":108,"box":{"x":88,"y":176,"width":803,"height":13}},{"id":"9cae558c-3471-486f-8a68-a47f960449ec","block_type":"box","text":"BlackRock’s proprietary accounts, may nonetheless limit the investment strategies and rights of other clients (including the","page_number":108,"box":{"x":89,"y":191,"width":862,"height":13}},{"id":"a52147fb-05f1-4805-b6d3-7810ad36710a","block_type":"box","text":"Funds). As BlackRock’s assets under management increases, BlackRock clients may face greater negative impacts due to","page_number":108,"box":{"x":89,"y":206,"width":845,"height":13}},{"id":"76aa7540-b3d9-43d7-924e-fcdf414c700f","block_type":"box","text":"ownership restrictions and limitations imposed by laws, regulations, rules, regulators, or issuers. For example, in certain","page_number":108,"box":{"x":89,"y":222,"width":834,"height":12}},{"id":"29a150ff-11a4-488e-946c-557464add4f2","block_type":"box","text":"circumstances where a BlackRock client invests in securities issued by companies that operate in certain industries (","page_number":108,"box":{"x":89,"y":237,"width":811,"height":12}},{"id":"3fc4fac7-84c6-477b-a5fe-72b67fed2ca9","block_type":"box","text":"e.g","page_number":108,"box":{"x":901,"y":240,"width":21,"height":9}},{"id":"67f0e7bc-84a4-427e-b2b6-347d32449530","block_type":"box","text":".,","page_number":108,"box":{"x":923,"y":245,"width":6,"height":3}},{"id":"e7fd676a-f18c-4ba5-b88f-9d73bbf8482f","block_type":"box","text":"banking, insurance, and utilities) or in certain emerging or international markets, or are subject to regulatory or corporate","page_number":108,"box":{"x":89,"y":252,"width":849,"height":12}},{"id":"07085a53-6b5c-471a-b3be-41048ba61e39","block_type":"box","text":"ownership restrictions (","page_number":108,"box":{"x":89,"y":267,"width":165,"height":12}},{"id":"967ea937-5d4d-496b-8648-4c8dede95c75","block_type":"box","text":"e.g","page_number":108,"box":{"x":255,"y":270,"width":20,"height":9}},{"id":"0c31c2d9-0633-4eb7-870c-00c0aa628610","block_type":"box","text":"., with mechanisms such as poison pills in place to prevent takeovers), or where a BlackRock client","page_number":108,"box":{"x":276,"y":267,"width":688,"height":12}},{"id":"0f23861f-5f81-4368-835d-6c2ed52a3f2a","block_type":"box","text":"invests in certain futures and derivatives, there may be limits on the aggregate amount invested by BlackRock for its clients","page_number":108,"box":{"x":89,"y":282,"width":857,"height":12}},{"id":"9402a3c4-a166-424b-8e5e-cc16bbf70263","block_type":"box","text":"and BlackRock’s proprietary accounts that may not be exceeded without the grant of a license or other regulatory or","page_number":108,"box":{"x":89,"y":297,"width":815,"height":12}},{"id":"2e6226dd-c104-4036-9035-d9930154c36c","block_type":"box","text":"corporate approval, order, consent, relief, waiver or non-disapproval or, if exceeded, may cause BlackRock or its clients to be","page_number":108,"box":{"x":89,"y":312,"width":864,"height":13}},{"id":"6a59738d-55b0-4386-95ce-87658d90a33e","block_type":"box","text":"subject to enforcement actions, disgorgement of share ownership or profits, regulatory restrictions, complex compliance","page_number":108,"box":{"x":89,"y":327,"width":846,"height":13}},{"id":"7ac6cf7c-0a03-48d6-9809-53f08a59b603","block_type":"box","text":"reporting, increased compliance costs or suffer disadvantages or business restrictions. In light of certain restrictions,","page_number":108,"box":{"x":89,"y":342,"width":813,"height":13}},{"id":"3d49e893-4364-4135-9cb7-abfbd979ada3","block_type":"box","text":"BlackRock may also seek to make indirect investments (","page_number":108,"box":{"x":89,"y":358,"width":390,"height":12}},{"id":"45334aea-2d08-4712-b67c-cb1df01b15ab","block_type":"box","text":"e.g","page_number":108,"box":{"x":480,"y":361,"width":20,"height":9}},{"id":"ef913910-2341-4dcf-8a0e-194dd5952071","block_type":"box","text":"., using derivatives) on behalf of its clients to receive exposure to","page_number":108,"box":{"x":501,"y":358,"width":451,"height":12}},{"id":"3b87fe25-ef39-415f-9f25-61a42fa061e9","block_type":"box","text":"certain securities in excess of the applicable ownership restrictions and limitations when legally permitted that will expose","page_number":108,"box":{"x":89,"y":373,"width":854,"height":12}},{"id":"078679c3-b1ef-4ecf-924b-5caf55833bb8","block_type":"box","text":"such clients to additional costs and additional risks, including any risks associated with investing in derivatives. There may be","page_number":108,"box":{"x":89,"y":388,"width":874,"height":12}},{"id":"cb788955-e742-496d-aac7-4edae2abcb7d","block_type":"box","text":"limited availability of derivatives that provide indirect exposure to an impacted security. In addition, BlackRock clients can be","page_number":108,"box":{"x":89,"y":403,"width":866,"height":12}},{"id":"2c6453d8-3d57-4791-a1d4-c6c0f75fc9ab","block_type":"box","text":"subject to more than one ownership limitation depending on each client’s holdings, and each ownership limitation can","page_number":108,"box":{"x":89,"y":418,"width":831,"height":12}},{"id":"8272b930-10db-411e-a69c-953069880b93","block_type":"box","text":"impact multiple securities held by the client. Certain clients or shareholders may have their own overlapping obligations to","page_number":108,"box":{"x":89,"y":433,"width":854,"height":13}},{"id":"2d9ca8ce-b563-4a8d-bf37-e489b6f6ff18","block_type":"box","text":"monitor their compliance with ownership limitations across their investments.","page_number":108,"box":{"x":89,"y":448,"width":547,"height":13}},{"id":"7bf9f0a5-a31c-4f5b-ac3d-8d3c7fb7b74c","block_type":"box","text":"If certain aggregate ownership thresholds are reached either through the actions of BlackRock or a BlackRock client or as a","page_number":108,"box":{"x":89,"y":475,"width":859,"height":12}},{"id":"22358201-e038-46b7-baf4-f31027298cab","block_type":"box","text":"result of corporate actions by the issuer, the ability of BlackRock on behalf of clients to purchase or dispose of investments, or","page_number":108,"box":{"x":89,"y":490,"width":878,"height":12}},{"id":"06fde5fb-f0ab-4809-8c92-4b12d308372a","block_type":"box","text":"exercise rights (including voting) or undertake business transactions, may be restricted by law, regulation, rule, or","page_number":108,"box":{"x":89,"y":505,"width":793,"height":12}},{"id":"54ca9f31-6cbb-4973-831a-3d78e630e22d","block_type":"box","text":"organizational documents or otherwise impaired. For example, to meet the requirements of an ownership limitation or","page_number":108,"box":{"x":89,"y":520,"width":828,"height":12}},{"id":"0ba564f4-831d-4ecd-8fed-b719898890e2","block_type":"box","text":"restriction, a client may be unable to purchase or directly hold a security the client would otherwise purchase or hold. The","page_number":108,"box":{"x":89,"y":535,"width":852,"height":13}},{"id":"37d63e97-9edb-45a8-805b-f07d927fb83e","block_type":"box","text":"limitation or restriction may be based on the holdings of other BlackRock clients instead of the specific client being restricted.","page_number":108,"box":{"x":89,"y":550,"width":877,"height":13}},{"id":"90c8d7ec-b525-4d42-b021-cb365e511d73","block_type":"box","text":"For index funds, this means a fund may not be able to track its index as closely as it would if it was not subject to an","page_number":108,"box":{"x":89,"y":565,"width":810,"height":13}},{"id":"154ae632-117b-4af1-8262-e42a62117832","block_type":"box","text":"ownership limitation or restriction because the fund cannot acquire the amount of the impacted security included in its","page_number":108,"box":{"x":89,"y":581,"width":835,"height":12}},{"id":"a6460253-312c-4479-9699-6abcf35caeb3","block_type":"box","text":"index. BlackRock on behalf of its clients may limit purchases, sell existing investments, utilize indirect investments, utilize","page_number":108,"box":{"x":89,"y":596,"width":841,"height":12}},{"id":"dd94c6fd-f3b9-4d2a-a022-e54b04e46da6","block_type":"box","text":"information barriers, or otherwise restrict, forgo, or limit the exercise of rights (including transferring, outsourcing, or limiting","page_number":108,"box":{"x":89,"y":611,"width":874,"height":12}},{"id":"ffc02bd5-0fa0-4711-adcd-a2ceba4a7be2","block_type":"box","text":"voting rights or forgoing the right to receive dividends) when BlackRock, in its sole discretion, deems it appropriate in light of","page_number":108,"box":{"x":88,"y":626,"width":876,"height":12}},{"id":"a885bfcc-268b-4b7b-93a5-e6fc2050e12a","block_type":"box","text":"potential regulatory or other restrictions on ownership or other consequences resulting from reaching investment thresholds.","page_number":108,"box":{"x":89,"y":641,"width":878,"height":12}},{"id":"7502e656-a9f0-4bb6-82d1-2e0b9082c148","block_type":"box","text":"These types of restrictions could negatively impact a client’s performance or ability to meet its investment objective.","page_number":108,"box":{"x":88,"y":656,"width":812,"height":13}},{"id":"c8d304a5-f2ee-4da1-b87e-626bae17b57e","block_type":"box","text":"When BlackRock or a BlackRock client is subject to an ownership limitation, BlackRock may in its discretion seek permission","page_number":108,"box":{"x":88,"y":683,"width":867,"height":12}},{"id":"aba455b9-301a-42c8-88ca-5c9524ebcad1","block_type":"box","text":"from the applicable issuers or regulators to exceed the limitation. However, there is no guarantee that permission will be","page_number":108,"box":{"x":88,"y":698,"width":840,"height":12}},{"id":"ecd882a5-2371-4464-8d04-2c336df90172","block_type":"box","text":"granted, or that, once granted, it will not be modified or revoked at a later date with minimal or no notice. The issuer and/or","page_number":108,"box":{"x":89,"y":713,"width":868,"height":12}},{"id":"b67c9be4-acd3-4b68-ba51-e03e86d82e00","block_type":"box","text":"regulator may also require that BlackRock on behalf of itself and its clients take or refrain from taking certain actions in","page_number":108,"box":{"x":89,"y":728,"width":829,"height":12}},{"id":"6892516b-09fa-4bcb-8793-aabf3bfcb200","block_type":"box","text":"connection with the approval, order, consent, relief or non-disapproval, which BlackRock may accept if it believes the benefits","page_number":108,"box":{"x":89,"y":743,"width":876,"height":12}},{"id":"7e713441-14ad-4aa3-a100-ba011648315e","block_type":"box","text":"outweigh the costs and may limit BlackRock from taking actions that it otherwise would take. In those circumstances where","page_number":108,"box":{"x":89,"y":758,"width":868,"height":13}},{"id":"41e5f52b-fdab-4c74-8ba4-fa6025d4e2ae","block_type":"box","text":"ownership thresholds or limitations must be observed, BlackRock seeks to allocate limited investment opportunities equitably","page_number":108,"box":{"x":89,"y":773,"width":879,"height":13}},{"id":"eed00a65-9587-4a6c-9cf9-2e8ec8d57e98","block_type":"box","text":"among clients, taking into consideration benchmark weight and investment strategy. BlackRock may adopt certain controls","page_number":108,"box":{"x":89,"y":788,"width":863,"height":13}},{"id":"03e5d684-3fff-4e03-97b2-430a86d767b8","block_type":"box","text":"designed to prevent the occurrence of a breach of any applicable ownership threshold or limits, including, for example, when","page_number":108,"box":{"x":89,"y":804,"width":874,"height":12}},{"id":"ff49a783-1169-4502-aa1f-b2f42f104732","block_type":"box","text":"ownership in certain securities nears an applicable threshold, BlackRock may limit additional purchases in such securities or,","page_number":108,"box":{"x":89,"y":819,"width":868,"height":12}},{"id":"2c88a308-3fb6-4c43-96aa-be45e3b8db75","block_type":"box","text":"with respect to ETFs, remove such securities from the list of Deposit Securities to be delivered to the Fund in connection with","page_number":108,"box":{"x":88,"y":834,"width":875,"height":12}},{"id":"4c606a8c-0e42-4eeb-886f-728b28c6f9de","block_type":"box","text":"purchases of Creation Units of such Fund. If client holdings of an issuer exceed an applicable threshold and BlackRock is","page_number":108,"box":{"x":89,"y":849,"width":840,"height":12}},{"id":"db2c9b21-c370-4ae7-bfc1-3b82ae021b4e","block_type":"box","text":"unable to obtain relief to enable the continued holding of such investments, it may be necessary to reduce these positions to","page_number":108,"box":{"x":89,"y":864,"width":872,"height":12}},{"id":"2d743593-5271-4943-a1d6-a4a62d5b9fae","block_type":"box","text":"88","page_number":108,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"b7cb8165-caa1-4ac9-b0d0-b5cbd8703fad","block_type":"box","text":"meet the applicable limitations and BlackRock or such client may be subject to regulatory actions. In these cases, the","page_number":109,"box":{"x":89,"y":44,"width":817,"height":12}},{"id":"820524cf-f95d-4ef2-8079-2b9f6b4d0a8d","block_type":"box","text":"investments will be sold in a manner that BlackRock deems fair and equitable over time.","page_number":109,"box":{"x":89,"y":59,"width":613,"height":12}},{"id":"463e5473-4b79-4ac1-915e-2cf25d205c75","block_type":"box","text":"Ownership limitations are highly complex. It is possible that, despite BlackRock’s intent to either comply with or be granted","page_number":109,"box":{"x":89,"y":85,"width":861,"height":13}},{"id":"ec4410c0-ceda-419c-b390-27279924949d","block_type":"box","text":"permission to exceed ownership limitations, it may inadvertently breach a limit or violate the corporate or regulatory","page_number":109,"box":{"x":89,"y":101,"width":814,"height":12}},{"id":"e47d15f2-4d59-4d81-b098-61f554d7503f","block_type":"box","text":"approval, order, consent, relief or non-disapproval that was obtained.","page_number":109,"box":{"x":89,"y":116,"width":481,"height":12}},{"id":"51ecc1ae-c744-42f4-926c-22c6527a3946","block_type":"box","text":"In addition to the foregoing, other ownership thresholds may trigger reporting requirements to governmental and regulatory","page_number":109,"box":{"x":89,"y":142,"width":872,"height":12}},{"id":"7cf0efec-9577-4afd-b9b9-3b817078059a","block_type":"box","text":"authorities, and such reports may entail the disclosure of the identity of a client or BlackRock’s intended strategy with respect","page_number":109,"box":{"x":89,"y":157,"width":878,"height":13}},{"id":"5c2276d2-7278-405a-9a6d-1f7ca4fd48bd","block_type":"box","text":"to such security or asset.","page_number":109,"box":{"x":88,"y":172,"width":174,"height":13}},{"id":"009a9ea5-70e9-49fe-b840-d6398c87f892","block_type":"box","text":"BlackRock may not serve as an Authorized Participant in the creation and redemption of iShares ETFs.","page_number":109,"box":{"x":89,"y":199,"width":710,"height":12}},{"id":"f000c372-2174-4b64-929a-cf8d35850aa2","block_type":"box","text":"Under an ETF Services Agreement, the Fund has, when applicable, retained BRIL, an affiliate of BFA, to perform certain order","page_number":109,"box":{"x":89,"y":225,"width":868,"height":13}},{"id":"a43c8321-1f4c-420d-99e0-6ca145ccbb3d","block_type":"box","text":"processing, Authorized Participant communications, and related services in connection with the issuance and redemption of","page_number":109,"box":{"x":89,"y":240,"width":873,"height":13}},{"id":"75bc1f33-ac4f-4374-a855-aead98ae222f","block_type":"box","text":"Creation Units of the Fund (“ETF Services”). BRIL has engaged Citibank, N.A. (“Citibank”) as a subcontractor to provide","page_number":109,"box":{"x":89,"y":256,"width":831,"height":12}},{"id":"692c51a1-f16b-45e8-9527-11b581e8472f","block_type":"box","text":"certain ETF Services. BRIL retains a portion of the standard transaction fee received from Authorized Participants on each","page_number":109,"box":{"x":89,"y":271,"width":845,"height":12}},{"id":"9d0a7afa-5d97-41db-b692-fdd18e7088c6","block_type":"box","text":"creation or redemption order from the Authorized Participant for the ETF Services provided. BlackRock collaborated with, and","page_number":109,"box":{"x":89,"y":286,"width":876,"height":12}},{"id":"12d9737b-9c9a-473a-aa04-da53cf0f7411","block_type":"box","text":"received payment from, Citibank on the design and development of the ETF Services platform. Citibank has, and from time to","page_number":109,"box":{"x":89,"y":301,"width":875,"height":12}},{"id":"5c59f777-cbeb-4690-8ebb-10ec5cb1aaf1","block_type":"box","text":"time may develop, additional relationships with BlackRock or funds managed by BFA and its affiliates.","page_number":109,"box":{"x":88,"y":316,"width":709,"height":12}},{"id":"25d2fa52-b4aa-40ec-92b7-b9a952ac7b9a","block_type":"box","text":"In order to defray transaction expenses and protect against possible shareholder dilution, the Fund may collect certain fees","page_number":109,"box":{"x":89,"y":342,"width":859,"height":13}},{"id":"33c872a9-274c-4b87-ab15-5e9a5e63dbaf","block_type":"box","text":"from Authorized Participants in connection with cash substitutions for creation and redemption transactions. While","page_number":109,"box":{"x":88,"y":358,"width":809,"height":12}},{"id":"b40158e5-047d-432b-af4b-e7db430008e7","block_type":"box","text":"BlackRock uses good faith estimates of the expected costs to the Fund in determining the rates for fees collected by the Fund","page_number":109,"box":{"x":89,"y":373,"width":877,"height":12}},{"id":"29382396-3688-4583-a39b-c46affeb87f6","block_type":"box","text":"related to creation and redemption activity, BlackRock may have incentives to improve Fund performance through the","page_number":109,"box":{"x":89,"y":388,"width":824,"height":12}},{"id":"6ed327f8-813c-4b96-922f-c75e63e93e2f","block_type":"box","text":"collection of these fees. As these charges are based on estimates, where the charges exceed actual transaction-related costs","page_number":109,"box":{"x":89,"y":403,"width":870,"height":12}},{"id":"1525b244-c7d9-4c54-bc20-ea57cc50f558","block_type":"box","text":"and/or expenses incurred by the Fund, Fund performance could improve as a result. BlackRock has established processes to","page_number":109,"box":{"x":89,"y":418,"width":869,"height":12}},{"id":"1ed3263d-de04-4294-a3d4-7257a1f49786","block_type":"box","text":"oversee the determination of these estimates in an effort to mitigate this conflict.","page_number":109,"box":{"x":89,"y":433,"width":566,"height":13}},{"id":"4e5d15fa-7d5d-4a2e-90b4-9328d9abd711","block_type":"box","text":"BlackRock may maintain securities indices. To the extent permitted by applicable laws, the Funds may seek to license and use","page_number":109,"box":{"x":89,"y":460,"width":877,"height":12}},{"id":"da67faa4-a5dc-4580-9b77-f810564c1ef9","block_type":"box","text":"such indices as part of their investment strategy. Index based funds that seek to track the performance of securities indices","page_number":109,"box":{"x":89,"y":475,"width":859,"height":12}},{"id":"8e9d9657-bb68-4b9f-ace3-bd2d4d01fd69","block_type":"box","text":"also may use the name of the index or index provider in the fund name. Index providers, including BlackRock (to the extent","page_number":109,"box":{"x":89,"y":490,"width":861,"height":12}},{"id":"8c1e1b9b-c25b-4ec7-8635-041514697c82","block_type":"box","text":"permitted by applicable law), may be paid licensing fees for use of their index or index name. In instances where BlackRock","page_number":109,"box":{"x":89,"y":505,"width":859,"height":12}},{"id":"76382819-7c0e-4cc5-9c69-a50566064554","block_type":"box","text":"charges a unitary management fee, BlackRock may have a financial incentive to use a BlackRock index that is less costly to","page_number":109,"box":{"x":89,"y":520,"width":856,"height":12}},{"id":"1137a339-57d3-4811-91f4-6ddb2bda50db","block_type":"box","text":"BlackRock than a third party index. BlackRock may benefit from the Funds using BlackRock indices by creating increasing","page_number":109,"box":{"x":89,"y":535,"width":846,"height":13}},{"id":"09e2a077-003d-4d3b-93cc-3c7868488cc5","block_type":"box","text":"acceptance in the marketplace for such indices. BlackRock is not obligated to license its indices to a Fund and the Funds are","page_number":109,"box":{"x":89,"y":550,"width":867,"height":13}},{"id":"1b18917b-074c-4cf1-8fde-693da7986e9e","block_type":"box","text":"under no obligation to use BlackRock indices. Any Fund that enters into a license for a BlackRock index cannot be assured","page_number":109,"box":{"x":89,"y":565,"width":852,"height":13}},{"id":"a54c5c25-5515-419d-b0ed-794824035fb6","block_type":"box","text":"that the terms of any index licensing agreement with BlackRock will be as favorable as those terms offered to other licensees.","page_number":109,"box":{"x":88,"y":581,"width":876,"height":12}},{"id":"f280200b-7f8d-45b6-af0b-5edf740be03d","block_type":"box","text":"BlackRock may enter into contractual arrangements with third-party service providers to a Fund (","page_number":109,"box":{"x":89,"y":607,"width":681,"height":12}},{"id":"360207d4-0c47-4214-9950-b2f3481cc17a","block_type":"box","text":"e.g","page_number":109,"box":{"x":771,"y":610,"width":20,"height":9}},{"id":"89afc485-3498-4134-ae22-c6f190daa4c6","block_type":"box","text":"., custodians,","page_number":109,"box":{"x":793,"y":607,"width":90,"height":11}},{"id":"525100bf-5ef7-40d6-92f8-d6e5bb24c518","block_type":"box","text":"administrators and index providers) pursuant to which BlackRock receives fee discounts or concessions in recognition of","page_number":109,"box":{"x":89,"y":622,"width":846,"height":12}},{"id":"0d43c756-ca8b-4b35-a3d1-942549e736cb","block_type":"box","text":"BlackRock’s overall relationship with such service providers. BlackRock may also enter into contractual arrangements with","page_number":109,"box":{"x":89,"y":637,"width":853,"height":13}},{"id":"5004d41f-f0a0-497b-b0f1-3565ac6e30b9","block_type":"box","text":"such service providers pursuant to which BlackRock incurs additional costs if the service provider’s services are terminated","page_number":109,"box":{"x":89,"y":652,"width":858,"height":13}},{"id":"f845684c-40da-4a29-bce3-77223c12bd7d","block_type":"box","text":"with respect to a Fund. 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A Fund service provider’s payments to BlackRock for the use of these systems may enhance the","page_number":110,"box":{"x":89,"y":104,"width":808,"height":13}},{"id":"2f69220d-177e-460c-a2ae-e379454cf8ac","block_type":"box","text":"profitability of BlackRock.","page_number":110,"box":{"x":89,"y":119,"width":176,"height":13}},{"id":"a8a967da-359f-4afc-9de1-41fa0af446fb","block_type":"box","text":"BlackRock’s receipt of fees from a service provider in connection with the use of systems provided by BlackRock may create","page_number":110,"box":{"x":89,"y":146,"width":863,"height":12}},{"id":"0e88bfbb-e151-42d2-8f26-12e3cf04cdc9","block_type":"box","text":"an incentive for BlackRock to recommend that a Fund enter into or renew an arrangement with the service provider.","page_number":110,"box":{"x":89,"y":161,"width":810,"height":12}},{"id":"7a275505-6142-4730-9fc9-50aa9300e64a","block_type":"box","text":"In recognition of a BlackRock client’s overall relationship with BlackRock, BlackRock may offer special pricing arrangements","page_number":110,"box":{"x":89,"y":188,"width":861,"height":12}},{"id":"f5bef1dd-5e43-436c-b5fb-710b8a4ae34a","block_type":"box","text":"for certain services provided by BlackRock. Any such special pricing arrangements will not affect Fund fees and expenses","page_number":110,"box":{"x":88,"y":203,"width":845,"height":12}},{"id":"d0321d7f-8447-4cd9-b359-a612481544f2","block_type":"box","text":"applicable to such client’s investment in a Fund.","page_number":110,"box":{"x":89,"y":218,"width":334,"height":12}},{"id":"be27a472-06d6-48d9-9000-0033a218e112","block_type":"box","text":"Present and future activities of BlackRock and its directors, officers and employees, in addition to those described in this","page_number":110,"box":{"x":89,"y":244,"width":838,"height":13}},{"id":"08334126-70b0-4402-90c0-c07e894840f8","block_type":"box","text":"section, may give rise to additional conflicts of interest.","page_number":110,"box":{"x":89,"y":259,"width":383,"height":13}},{"id":"e52b289f-31d0-410a-a081-551ec6b6d8ef","block_type":"box","text":"Investment Advisory, Administrative and","page_number":110,"box":{"x":91,"y":290,"width":676,"height":30}},{"id":"eaa30cd4-539a-47fd-9aaf-ee33cca0cf44","block_type":"box","text":"Distribution Services","page_number":110,"box":{"x":91,"y":320,"width":343,"height":24}},{"id":"8be81011-8e7c-4e39-a8bd-fccad7f32727","block_type":"box","text":"Investment Adviser.","page_number":110,"box":{"x":89,"y":361,"width":141,"height":10}},{"id":"b6cca56e-98f8-4a56-a21a-8ad7aee9f2db","block_type":"box","text":"BFA serves as investment adviser to each Fund pursuant to an investment advisory agreement between","page_number":110,"box":{"x":240,"y":361,"width":722,"height":13}},{"id":"b565b382-7d44-4efa-bb30-ca16bcb47d49","block_type":"box","text":"the Trust, on behalf of each Fund, and BFA. BFA is a California corporation indirectly owned by BlackRock, Inc. and is","page_number":110,"box":{"x":88,"y":376,"width":813,"height":13}},{"id":"ea44032f-f015-418a-9cdd-806e930aae06","block_type":"box","text":"registered as an investment adviser under the Investment Advisers Act of 1940, as amended. Under the investment advisory","page_number":110,"box":{"x":89,"y":392,"width":868,"height":12}},{"id":"f1310390-302b-409c-a200-fbb338f08580","block_type":"box","text":"agreement, BFA, subject to the supervision of the Board and in conformity with the stated investment policies of each Fund,","page_number":110,"box":{"x":89,"y":407,"width":865,"height":12}},{"id":"21374e62-7a4a-48f2-980a-cb38e234a6d7","block_type":"box","text":"manages and administers the Trust and the investment of each Fund’s assets. BFA is responsible for placing purchase and","page_number":110,"box":{"x":89,"y":422,"width":853,"height":12}},{"id":"d6908d34-9a91-465d-b0c6-68c38bab99b3","block_type":"box","text":"sale orders and providing continuous supervision of the investment portfolio of each Fund.","page_number":110,"box":{"x":89,"y":437,"width":634,"height":12}},{"id":"a67d8d2d-5214-44b9-a526-1c19c991691e","block_type":"box","text":"Pursuant to the investment advisory agreement, BFA may, from time to time, in its sole discretion and to the extent permitted","page_number":110,"box":{"x":89,"y":463,"width":876,"height":13}},{"id":"9f2e7101-34c5-4ff8-a7db-042a6e90d9ac","block_type":"box","text":"by applicable law, appoint one or more sub-advisers, including, without limitation, affiliates of BFA, to perform investment","page_number":110,"box":{"x":89,"y":479,"width":851,"height":12}},{"id":"392f9a4f-1e88-4274-b6cd-c882bf2b5c69","block_type":"box","text":"advisory or other services with respect to a Fund. In addition, BFA may delegate certain of its investment advisory functions","page_number":110,"box":{"x":89,"y":494,"width":863,"height":12}},{"id":"d3f49d22-5c63-4b6d-a322-15c019a69c8f","block_type":"box","text":"under the investment advisory agreement to one or more of its affiliates to the extent permitted by applicable law. BFA may","page_number":110,"box":{"x":89,"y":509,"width":862,"height":12}},{"id":"6a467110-2ec5-4639-a871-8f3e85a408c2","block_type":"box","text":"terminate any or all sub-advisers or such delegation arrangements in its sole discretion upon appropriate notice at any time","page_number":110,"box":{"x":88,"y":524,"width":865,"height":12}},{"id":"ef505e90-9626-4e83-a13a-1e04c0719706","block_type":"box","text":"to the extent permitted by applicable law.","page_number":110,"box":{"x":88,"y":539,"width":289,"height":12}},{"id":"b06fefe4-bde2-43d2-8a9b-e325919e24e9","block_type":"box","text":"BFA is responsible, under the investment advisory agreement, for substantially all expenses of the Funds, including the cost","page_number":110,"box":{"x":89,"y":565,"width":862,"height":13}},{"id":"69d45e9f-199d-46d0-8d69-2d80f490a814","block_type":"box","text":"of transfer agency, custody, fund administration, legal, audit and other services. BFA is not responsible for, and the Funds will","page_number":110,"box":{"x":89,"y":581,"width":871,"height":12}},{"id":"c59e6b4d-9abe-4bf3-935c-6391bb48a629","block_type":"box","text":"bear, the management fees, interest expenses, taxes, expenses incurred with respect to the acquisition and disposition of","page_number":110,"box":{"x":89,"y":596,"width":848,"height":12}},{"id":"7af41758-f5dc-422c-ac3c-b7c714094b3a","block_type":"box","text":"portfolio securities and the execution of portfolio transactions, including brokerage commissions, distribution fees or","page_number":110,"box":{"x":89,"y":611,"width":817,"height":12}},{"id":"527e0523-8990-4235-83e7-0cbe081383e9","block_type":"box","text":"expenses, and litigation expenses and any extraordinary expenses (as determined by a majority of the Independent Trustees).","page_number":110,"box":{"x":89,"y":626,"width":877,"height":12}},{"id":"919098ec-c554-46b7-9c14-6c16d1d9f7d1","block_type":"box","text":"The following describes the calculation of the management fee for each Fund whose management fee is subject to","page_number":110,"box":{"x":88,"y":652,"width":805,"height":13}},{"id":"17dfbee5-7186-474c-8a78-5e3e54d25913","block_type":"box","text":"breakpoints. The management fee for all Funds is set forth in the table that follows the description of breakpoints.","page_number":110,"box":{"x":89,"y":668,"width":796,"height":12}},{"id":"ed238bcc-453b-4a85-900a-a09c406a73b9","block_type":"box","text":"For its investment advisory services to each Fund in the table below, BFA is entitled to an annual investment advisory fee","page_number":110,"box":{"x":89,"y":694,"width":840,"height":12}},{"id":"af3464bb-cbff-4916-8a4f-0dfb176693ee","block_type":"box","text":"equal to the rate indicated below of the average daily value of each Fund’s net assets. The fees are accrued daily and typically","page_number":110,"box":{"x":89,"y":709,"width":875,"height":12}},{"id":"f699e26b-063e-4428-9e10-a1aa75aded1a","block_type":"box","text":"paid monthly by the Fund.","page_number":110,"box":{"x":89,"y":724,"width":182,"height":13}},{"id":"9e04ad51-5e5e-43ae-8c40-3792fac4c870","block_type":"box","text":"Fund","page_number":110,"box":{"x":89,"y":754,"width":27,"height":8}},{"id":"98ff6425-9a86-4d45-89f1-be445600f36c","block_type":"box","text":"Annual Rate","page_number":110,"box":{"x":897,"y":754,"width":71,"height":8}},{"id":"f7f8ce79-7c32-4a4b-a892-bc95ad4ccb80","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF 0.47%","page_number":110,"box":{"x":89,"y":776,"width":873,"height":12}},{"id":"47fa345a-3f7b-48fb-a8c6-56dbbf78f0ee","block_type":"box","text":"iShares Core MSCI EAFE ETF","page_number":110,"box":{"x":89,"y":791,"width":198,"height":10}},{"id":"59b1cd27-3fe0-4c1f-a0a9-2a8f28c3cdaf","block_type":"box","text":"0.07%","page_number":110,"box":{"x":918,"y":792,"width":44,"height":9}},{"id":"e8ceee38-3ec8-4abf-aa36-b139a5b33d05","block_type":"box","text":"iShares Core MSCI International Developed Markets ETF 0.04%","page_number":110,"box":{"x":89,"y":806,"width":873,"height":12}},{"id":"375d3743-9ed3-4acf-ac5c-b28e68efbe90","block_type":"box","text":"iShares Core MSCI Total International Stock ETF 0.07%","page_number":110,"box":{"x":89,"y":821,"width":873,"height":10}},{"id":"d1a500c2-6884-44d6-a615-5b45f7494f43","block_type":"box","text":"iShares Cybersecurity and Tech ETF","page_number":110,"box":{"x":89,"y":836,"width":249,"height":13}},{"id":"f5331c7e-504c-4ee4-acc3-46d39197c27f","block_type":"box","text":"0.47%","page_number":110,"box":{"x":920,"y":837,"width":42,"height":9}},{"id":"2d744e9b-b1dd-42f9-8c5c-f556ec0d9a72","block_type":"box","text":"iShares Energy Storage & Materials ETF","page_number":110,"box":{"x":89,"y":851,"width":274,"height":13}},{"id":"230e78d6-343d-40a8-ab51-cf4e1718fa21","block_type":"box","text":"0.47%","page_number":110,"box":{"x":920,"y":852,"width":42,"height":9}},{"id":"4cd8c6bc-9470-4111-918c-c97e6a43db8e","block_type":"box","text":"90","page_number":110,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"ed5d1637-7731-4e03-b865-a96cd7f47b5e","block_type":"box","text":"Fund","page_number":111,"box":{"x":89,"y":45,"width":27,"height":7}},{"id":"91ed92ba-735f-4005-8d66-8c5355fb1e02","block_type":"box","text":"Annual Rate","page_number":111,"box":{"x":897,"y":45,"width":71,"height":7}},{"id":"c0b83fb3-4b9e-48a5-9f14-f58cd6d9c2e4","block_type":"box","text":"iShares Genomics Immunology and Healthcare ETF 0.47%","page_number":111,"box":{"x":89,"y":67,"width":873,"height":12}},{"id":"bbcc8717-03d9-439f-bf96-6b3223d7ab17","block_type":"box","text":"iShares Global Equity Factor ETF","page_number":111,"box":{"x":89,"y":82,"width":224,"height":12}},{"id":"e416db13-acbd-4f12-9931-dc112bdd9b17","block_type":"box","text":"0.20%","page_number":111,"box":{"x":918,"y":82,"width":44,"height":9}},{"id":"26aa1841-5d41-48eb-bf66-8f1854507734","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF 0.20%","page_number":111,"box":{"x":89,"y":97,"width":873,"height":12}},{"id":"e4bdd9e7-aa85-4bca-b1ea-b209acdb3880","block_type":"box","text":"iShares MSCI China A ETF","page_number":111,"box":{"x":89,"y":112,"width":181,"height":10}},{"id":"8b1a2356-5dc5-4f0d-b463-1b382c8a3ff7","block_type":"box","text":"0.60%","page_number":111,"box":{"x":918,"y":112,"width":44,"height":10}},{"id":"77d56863-a153-474d-ad6a-1a79b36f6204","block_type":"box","text":"iShares Neuroscience and Healthcare ETF","page_number":111,"box":{"x":89,"y":127,"width":290,"height":10}},{"id":"35b1cd6c-69e3-469a-bfcf-30ab34f05a37","block_type":"box","text":"0.47%","page_number":111,"box":{"x":920,"y":128,"width":42,"height":9}},{"id":"f4a46e14-46c0-4bd7-b56f-83179ae6ece5","block_type":"box","text":"iShares Self-Driving EV and Tech ETF","page_number":111,"box":{"x":89,"y":142,"width":258,"height":12}},{"id":"3332b5be-0d7e-4ff1-ad1c-956ec53b636b","block_type":"box","text":"0.47%","page_number":111,"box":{"x":920,"y":143,"width":42,"height":9}},{"id":"d4f9811a-a9cc-43de-b981-2d96416c9a3e","block_type":"box","text":"Fund First $2 billion Greater than $2","page_number":111,"box":{"x":95,"y":178,"width":535,"height":9}},{"id":"557f1b6d-9ce0-4498-8c00-a7fa847f62c0","block_type":"box","text":"billion to $3 billion","page_number":111,"box":{"x":529,"y":189,"width":120,"height":10}},{"id":"45d67db4-b811-4bb2-80da-d12ce4bef126","block_type":"box","text":"Greater than $3","page_number":111,"box":{"x":677,"y":178,"width":101,"height":9}},{"id":"8131889a-178d-44b9-928e-9dc095930d87","block_type":"box","text":"billion to $4 billion","page_number":111,"box":{"x":677,"y":189,"width":120,"height":10}},{"id":"a3ce05e9-45d5-4636-9278-bad074378e4c","block_type":"box","text":"Greater than $4","page_number":111,"box":{"x":825,"y":178,"width":101,"height":9}},{"id":"f105edef-a9d8-4be3-afc4-81540d9f452a","block_type":"box","text":"billion","page_number":111,"box":{"x":825,"y":189,"width":39,"height":9}},{"id":"290f6b5c-f167-4f65-95f1-1681a4a961d0","block_type":"box","text":"iShares Future Exponential 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657,918,500,000","page_number":113,"box":{"x":89,"y":719,"width":879,"height":11}},{"id":"573aebbc-113a-4e64-b60f-940a9ac03b89","block_type":"box","text":"Steven White","page_number":113,"box":{"x":88,"y":754,"width":94,"height":10}},{"id":"f4ea7012-0b22-4ba8-8e79-29e70bb8e5e4","block_type":"box","text":"Types of Accounts","page_number":113,"box":{"x":88,"y":771,"width":107,"height":10}},{"id":"613e54a8-6155-4231-8472-67bc63e085d9","block_type":"box","text":"Number Total Assets","page_number":113,"box":{"x":671,"y":771,"width":263,"height":8}},{"id":"d4300568-8ca4-4e0f-81cd-a3a302fe32e0","block_type":"box","text":"Registered Investment Companies 350 $2,624,845,100,000","page_number":113,"box":{"x":89,"y":792,"width":879,"height":13}},{"id":"7156e2e8-73a5-4cfd-8611-a77fa7ded3ff","block_type":"box","text":"Other Pooled Investment Vehicles 7 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As a consequence, from time to","page_number":114,"box":{"x":88,"y":89,"width":855,"height":13}},{"id":"8f4fd907-2a41-4137-b7c9-3ef9e5fe3048","block_type":"box","text":"time each Fund may receive a smaller allocation of an investment opportunity than it would have if the Portfolio Managers","page_number":114,"box":{"x":88,"y":104,"width":857,"height":13}},{"id":"62bbed43-5418-4168-bacf-404215b7087f","block_type":"box","text":"and BFA and its affiliates did not manage other portfolios or accounts.","page_number":114,"box":{"x":89,"y":119,"width":489,"height":13}},{"id":"2fc79f4b-1231-4a06-bb70-cf35d3525e10","block_type":"box","text":"Like the Funds, the other portfolios or accounts for which the Portfolio Managers are primarily responsible for the day-to-day","page_number":114,"box":{"x":89,"y":146,"width":875,"height":12}},{"id":"40315c06-6778-4757-a082-b68edace5e05","block_type":"box","text":"portfolio management generally pay an asset-based fee to BFA or its affiliates, as applicable, for its advisory services. One or","page_number":114,"box":{"x":89,"y":161,"width":866,"height":12}},{"id":"54103dd6-17b9-42fe-858f-5f2a5d1a3f5e","block_type":"box","text":"more of those other portfolios or accounts, however, may pay BFA or its affiliates a performance-based fee in lieu of, or in","page_number":114,"box":{"x":89,"y":176,"width":846,"height":13}},{"id":"4f9a8775-7409-4ded-8981-beb0a982c42b","block_type":"box","text":"addition to, an asset-based fee for its advisory services. A portfolio or account with a performance-based fee would pay BFA","page_number":114,"box":{"x":89,"y":191,"width":866,"height":13}},{"id":"65260f78-64c5-467d-a505-5fbdab119a37","block_type":"box","text":"or its affiliates a portion of that portfolio’s or account’s gains, or would pay BFA or its affiliates more for its services than","page_number":114,"box":{"x":89,"y":206,"width":834,"height":13}},{"id":"ef0c87ee-0b30-4d81-8747-6b2d01cfe969","block_type":"box","text":"would otherwise be the case if BFA or any of its affiliates meets or exceeds specified performance targets. Performance-based","page_number":114,"box":{"x":88,"y":222,"width":879,"height":12}},{"id":"0001d87f-7024-4b24-8c8e-6e821abfaab3","block_type":"box","text":"fee arrangements could present an incentive for BFA or its affiliates to devote greater resources, and allocate more","page_number":114,"box":{"x":88,"y":237,"width":799,"height":12}},{"id":"c338ccd8-2bb7-4982-abd0-20ee3402b7ed","block_type":"box","text":"investment opportunities, to the portfolios or accounts that have those fee arrangements, relative to other portfolios or","page_number":114,"box":{"x":89,"y":252,"width":832,"height":12}},{"id":"5daf0a6f-063b-48b2-85a0-6faaa7a46acc","block_type":"box","text":"accounts, in order to earn larger fees. Although BFA and each of its affiliates have an obligation to allocate resources and","page_number":114,"box":{"x":89,"y":267,"width":843,"height":12}},{"id":"ec4d5ce5-8285-4474-98b4-9cd1f259bcd2","block_type":"box","text":"opportunities equitably among portfolios and accounts and intend to do so, shareholders of the Funds should be aware that,","page_number":114,"box":{"x":89,"y":282,"width":872,"height":12}},{"id":"e9a6fbcc-a100-4da5-ab77-7ed82e4b22d2","block_type":"box","text":"as with any group of portfolios and accounts managed by an investment adviser and/or its affiliates pursuant to varying fee","page_number":114,"box":{"x":89,"y":297,"width":865,"height":12}},{"id":"ac3fea5f-4154-4be1-8a2d-70752b380638","block_type":"box","text":"arrangements, including performance-based fee arrangements, there is the potential for a conflict of interest, which may","page_number":114,"box":{"x":89,"y":312,"width":845,"height":13}},{"id":"d41ac61c-02a3-414d-87d8-d31f71e78ada","block_type":"box","text":"result in the Portfolio Managers favoring those portfolios or accounts with performance-based fee arrangements.","page_number":114,"box":{"x":89,"y":327,"width":791,"height":13}},{"id":"0e6b3579-5943-451c-91b1-d2131a2a4770","block_type":"box","text":"The tables below show, for each Portfolio Manager, the number of portfolios or accounts of the types set forth in the above","page_number":114,"box":{"x":88,"y":354,"width":861,"height":12}},{"id":"d12ce00d-c4c8-429c-9f4c-e65c5358aaf9","block_type":"box","text":"tables and the aggregate of total assets in those portfolios or accounts with respect to which the investment management","page_number":114,"box":{"x":88,"y":369,"width":858,"height":12}},{"id":"7187ff85-2590-40da-9f19-bc0011eb526d","block_type":"box","text":"fees are based on the performance of those portfolios or accounts as of July 31, 2025:","page_number":114,"box":{"x":88,"y":384,"width":597,"height":12}},{"id":"54ddf745-5d4f-4591-97f3-c0b67f016e14","block_type":"box","text":"Jennifer Hsui","page_number":114,"box":{"x":88,"y":413,"width":92,"height":11}},{"id":"334c0929-21a9-448f-bd05-1715b04d001d","block_type":"box","text":"Types of Accounts","page_number":114,"box":{"x":88,"y":450,"width":107,"height":10}},{"id":"7b2f07b6-e55a-423b-b7ad-98997aa01b57","block_type":"box","text":"Number of Other Accounts","page_number":114,"box":{"x":643,"y":430,"width":155,"height":8}},{"id":"e190a1f3-d0b9-4828-b93a-b7b2d891ae3e","block_type":"box","text":"with Performance Fees","page_number":114,"box":{"x":654,"y":440,"width":132,"height":8}},{"id":"0dbebf60-a11e-4034-aea8-ca3c43126e3b","block_type":"box","text":"Managed by Portfolio 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State Street is authorized to appoint certain foreign custodians or foreign custody managers for","page_number":118,"box":{"x":89,"y":248,"width":861,"height":12}},{"id":"b63fd601-7758-4775-8a90-28fdb49d2588","block_type":"box","text":"Fund investments outside the U.S. Pursuant to the Service Module for Transfer Agency Services with the Trust, State Street","page_number":118,"box":{"x":89,"y":263,"width":858,"height":12}},{"id":"f790810a-1fc0-4161-a352-d184700aa836","block_type":"box","text":"acts as a transfer agent for each Fund’s authorized and issued shares of beneficial interest, and as dividend disbursing agent","page_number":118,"box":{"x":89,"y":278,"width":868,"height":13}},{"id":"2a679f5a-3f87-4b0f-9ab4-6079fe86c1b0","block_type":"box","text":"of the Trust. As compensation for these services, State Street receives certain out-of-pocket costs, transaction fees and","page_number":118,"box":{"x":89,"y":293,"width":832,"height":13}},{"id":"e7c91751-ac8d-4225-a30e-2f2bb3e3fef1","block_type":"box","text":"asset-based fees which are accrued daily and paid monthly by BFA. BFA pays the compensation because it has agreed to pay","page_number":118,"box":{"x":89,"y":308,"width":872,"height":13}},{"id":"a8f430e5-5e28-4842-8e08-df169eea08d8","block_type":"box","text":"these operating expenses under the Investment Advisory Agreement as described therein.","page_number":118,"box":{"x":88,"y":324,"width":631,"height":12}},{"id":"896ad6dc-8a35-47b8-bdb0-4b39e46a68c9","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":118,"box":{"x":88,"y":350,"width":821,"height":12}},{"id":"4a768b4f-e619-46c2-a7bf-bffb96e3bf6a","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares","page_number":118,"box":{"x":88,"y":365,"width":850,"height":12}},{"id":"04b31b09-d31f-4094-9450-c16d8167311c","block_type":"box","text":"Energy Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and","page_number":118,"box":{"x":88,"y":380,"width":825,"height":13}},{"id":"50830da6-2315-4bb2-80ab-31415523089f","block_type":"box","text":"Healthcare ETF, iShares Global Equity Factor ETF, iShares MSCI All Country Asia ex Japan ETF, iShares Neuroscience and","page_number":118,"box":{"x":88,"y":395,"width":868,"height":13}},{"id":"72165179-5cc7-43d1-a2cb-108d0b1706a5","block_type":"box","text":"Healthcare ETF and iShares Self-Driving EV and Tech ETF","page_number":118,"box":{"x":88,"y":410,"width":415,"height":13}},{"id":"f5bac0af-40a7-4d7e-ae3c-ef3ff1bd74d4","block_type":"box","text":"Citibank serves as administrator, custodian and transfer agent for the above listed Fund under the Master Services","page_number":118,"box":{"x":89,"y":437,"width":797,"height":12}},{"id":"0ff89981-092f-4530-8b9d-1111abace290","block_type":"box","text":"Agreement (the “Master Services Agreement”). Citibank’s principal address is 388 Greenwich Street, New York, NY 10013.","page_number":118,"box":{"x":88,"y":452,"width":853,"height":12}},{"id":"89ef0303-0f69-42d5-84f6-f88097edac2e","block_type":"box","text":"Pursuant to the Master Services Agreement with the Trust, Citibank provides necessary administrative, tax and accounting","page_number":118,"box":{"x":89,"y":467,"width":857,"height":13}},{"id":"f1ab175c-0b78-405f-89af-6da89a24f3ca","block_type":"box","text":"and financial reporting services for the maintenance and operations of the Trust and each Fund. In addition, Citibank makes","page_number":118,"box":{"x":89,"y":482,"width":866,"height":13}},{"id":"076c84a4-4a57-406a-99b2-ee117cb7d10e","block_type":"box","text":"available the office space, equipment, personnel and facilities required to provide such services. Pursuant to the Master","page_number":118,"box":{"x":89,"y":497,"width":832,"height":13}},{"id":"a8fc931f-de9b-47e7-b567-e96b6d629535","block_type":"box","text":"Services Agreement with the Trust, Citibank maintains, in separate accounts, cash, securities and other assets of the Trust","page_number":118,"box":{"x":88,"y":513,"width":855,"height":12}},{"id":"26c732ea-fbce-4679-824c-87bb04dadfd5","block_type":"box","text":"and each Fund, keeps all necessary accounts and records and provides other services. Citibank is required, upon the order of","page_number":118,"box":{"x":89,"y":528,"width":872,"height":12}},{"id":"7425293f-e8c7-4a76-adf1-9acf2e3c5e04","block_type":"box","text":"the Trust, to deliver securities held by Citibank and to make payments for securities purchased by the Trust for each Fund.","page_number":118,"box":{"x":88,"y":543,"width":851,"height":12}},{"id":"4ac18e87-2181-479a-a995-e6b47e66abec","block_type":"box","text":"Citibank is authorized to appoint certain foreign custodians or foreign custody managers for Fund investments outside the","page_number":118,"box":{"x":89,"y":558,"width":856,"height":12}},{"id":"c5a4378b-e264-42b0-928a-15af1402282a","block_type":"box","text":"U.S. Pursuant to the Master Services Agreement with the Trust, Citibank acts as a transfer agent for each Fund’s authorized","page_number":118,"box":{"x":89,"y":573,"width":862,"height":12}},{"id":"0aa21a6c-9843-4941-881d-ee4dc0419c0f","block_type":"box","text":"and issued shares of beneficial interest, and as dividend disbursing agent of the Trust. As compensation for these services,","page_number":118,"box":{"x":89,"y":588,"width":855,"height":12}},{"id":"a28d9b1c-bba2-4b79-a91a-a6b92940fc64","block_type":"box","text":"Citibank receives certain out-of-pocket costs, transaction fees and asset-based fees which are accrued daily and paid","page_number":118,"box":{"x":89,"y":603,"width":818,"height":13}},{"id":"468bcc14-97e7-4369-b039-66928f3edf7c","block_type":"box","text":"monthly by BFA. BFA pays the compensation because it has agreed to pay these operating expenses under the Investment","page_number":118,"box":{"x":89,"y":618,"width":854,"height":13}},{"id":"644b1749-f1ec-4add-9779-738902066a8c","block_type":"box","text":"Advisory Agreement as described therein.","page_number":118,"box":{"x":88,"y":633,"width":293,"height":13}},{"id":"9e3410fa-f06d-456b-a1c3-180fe3e356c0","block_type":"box","text":"Prior to September 8, 2025, State Street served as administrator, custodian and transfer agent for the iShares MSCI All","page_number":118,"box":{"x":89,"y":660,"width":823,"height":12}},{"id":"eae7e20d-ca91-4aeb-91be-efae3ad905b7","block_type":"box","text":"Country Asia ex Japan ETF.","page_number":118,"box":{"x":89,"y":676,"width":185,"height":11}},{"id":"4303f04b-3f5a-4528-b80b-cc1bbd89e9f8","block_type":"box","text":"Prior to November 10, 2025, State Street served as administrator, custodian and transfer agent for the iShares Breakthrough","page_number":118,"box":{"x":89,"y":702,"width":863,"height":12}},{"id":"7087f873-96fd-45fe-a691-0626a8bc25f1","block_type":"box","text":"Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International Developed Markets ETF, iShares","page_number":118,"box":{"x":89,"y":717,"width":863,"height":12}},{"id":"acbe40c4-d77b-468c-a348-8d85ddefce6d","block_type":"box","text":"Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares Energy Storage & Materials ETF, iShares","page_number":118,"box":{"x":89,"y":732,"width":875,"height":12}},{"id":"2fcc7153-434a-4275-a516-26477864dd98","block_type":"box","text":"Future Exponential Technologies ETF, iShares Genomics Immunology and Healthcare ETF, iShares Global Equity Factor ETF,","page_number":118,"box":{"x":89,"y":747,"width":859,"height":12}},{"id":"8b940f99-837f-46ff-8128-ae1663b09060","block_type":"box","text":"iShares Neuroscience and Healthcare ETF and iShares Self-Driving EV and Tech ETF.","page_number":118,"box":{"x":89,"y":762,"width":585,"height":12}},{"id":"3f47b996-044d-4d0c-b65b-fe7544e4d8e7","block_type":"box","text":"JPMorgan serves as custodian for certain Funds in connection with certain securities lending activities under a Custody","page_number":118,"box":{"x":88,"y":788,"width":834,"height":13}},{"id":"8215d0f7-7253-48e8-95d8-b6267e06f9e3","block_type":"box","text":"Services Agreement. JPMorgan’s principal address is 383 Madison Avenue, 11","page_number":118,"box":{"x":88,"y":804,"width":540,"height":12}},{"id":"295c957b-e7c8-4a18-afa7-c0d0dd048591","block_type":"box","text":"th","page_number":118,"box":{"x":632,"y":802,"width":10,"height":6}},{"id":"30368cbe-e6b7-48f0-beb5-c47ce2a9157a","block_type":"box","text":"Floor, New York, NY 10179. Pursuant to the","page_number":118,"box":{"x":648,"y":804,"width":299,"height":11}},{"id":"554a2fb1-3bd7-484f-a5ca-bd0c9abea522","block_type":"box","text":"Custody Services Agreement with BTC and the Trust, JPMorgan provides custody and related services required to facilitate","page_number":118,"box":{"x":89,"y":819,"width":854,"height":12}},{"id":"3b24fbf6-87ce-459a-bf69-599f3349b6b2","block_type":"box","text":"securities lending by each Fund. JPMorgan maintains custody as may be necessary to facilitate Fund securities lending","page_number":118,"box":{"x":89,"y":834,"width":827,"height":12}},{"id":"77d6c397-a467-45dd-909f-b1b0ed04b63c","block_type":"box","text":"98","page_number":118,"box":{"x":520,"y":894,"width":16,"height":9}},{"id":"fcaf75ae-5463-4348-81db-7db315e29efa","block_type":"box","text":"activity in coordination with other funds, maintains custodial records and provides other services. As compensation for these","page_number":119,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"ac8266a5-4997-487c-b375-b8e69ee24ab8","block_type":"box","text":"services, JPMorgan receives certain fees and expenses paid by BTC from its compensation for its services as securities lending","page_number":119,"box":{"x":89,"y":59,"width":876,"height":12}},{"id":"1f6b8468-778e-49c3-9c1d-576fcb1b013c","block_type":"box","text":"agent.","page_number":119,"box":{"x":89,"y":75,"width":42,"height":11}},{"id":"722ef0e1-9aa4-450b-933a-db968c966f52","block_type":"box","text":"Distributor.","page_number":119,"box":{"x":89,"y":101,"width":80,"height":9}},{"id":"3ab16276-ca78-470f-a28e-813a415dd432","block_type":"box","text":"The Distributor’s principal address is 50 Hudson Yards, New York, NY 10001. Shares are continuously offered for","page_number":119,"box":{"x":178,"y":101,"width":783,"height":12}},{"id":"f87e9b78-d8be-42ca-8189-ca87835c7234","block_type":"box","text":"sale by the Funds through the Distributor or its agent only in Creation Units, as described in the applicable Prospectus and","page_number":119,"box":{"x":89,"y":116,"width":854,"height":12}},{"id":"426170ae-7a13-4c96-9c7a-bdcc042cfc8d","block_type":"box","text":"below in the","page_number":119,"box":{"x":89,"y":131,"width":85,"height":10}},{"id":"d9a38b3e-4782-4983-8c05-a170c6337ba7","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":119,"box":{"x":179,"y":131,"width":300,"height":12}},{"id":"0696975b-50e0-4223-a8af-5e867aa521b1","block_type":"box","text":"section of this SAI. Fund shares in amounts less than Creation Units","page_number":119,"box":{"x":484,"y":131,"width":473,"height":10}},{"id":"5b56f663-282b-4872-a0c8-520c6516a259","block_type":"box","text":"are generally not distributed by the Distributor or its agent. The Distributor or its agent will arrange for the delivery of the","page_number":119,"box":{"x":89,"y":146,"width":845,"height":12}},{"id":"37d79ab8-7f6e-46fb-92f1-18453bfcf935","block_type":"box","text":"applicable Prospectus and, upon request, this SAI to persons purchasing Creation Units and will maintain records of both","page_number":119,"box":{"x":89,"y":161,"width":846,"height":12}},{"id":"8ebe8cf0-c71f-42da-8ee2-2d69519037e3","block_type":"box","text":"orders placed with it or its agents and confirmations of acceptance furnished by it or its agents. The Distributor is a broker","page_number":119,"box":{"x":89,"y":176,"width":861,"height":13}},{"id":"7e7a3317-82ea-4ff7-aae2-4296c8c2659d","block_type":"box","text":"dealer registered under the Securities Exchange Act of 1934, as amended (the “1934 Act”), and a member of the Financial","page_number":119,"box":{"x":89,"y":191,"width":852,"height":13}},{"id":"954e089e-41d7-4ed7-a13b-5260f25b01ae","block_type":"box","text":"Industry Regulatory Authority, Inc. (“FINRA”). The Distributor is also licensed as a broker-dealer in all 50 U.S. states, as well as","page_number":119,"box":{"x":89,"y":206,"width":876,"height":13}},{"id":"ed76c9e1-3979-4a43-a50d-2149a5e8feaf","block_type":"box","text":"in Puerto Rico, the U.S. Virgin Islands and the District of Columbia.","page_number":119,"box":{"x":89,"y":222,"width":462,"height":12}},{"id":"8ed0c542-20fc-4240-b607-2c4a523458c3","block_type":"box","text":"The Distribution Agreement for each Fund provides that it may be terminated at any time, without the payment of any","page_number":119,"box":{"x":88,"y":248,"width":829,"height":12}},{"id":"c44aa944-6617-49d8-9537-3d24565b05a2","block_type":"box","text":"penalty, on at least 60 days’ prior written notice to the other party following (i) the vote of a majority of the Independent","page_number":119,"box":{"x":89,"y":263,"width":840,"height":12}},{"id":"8e0f4f00-39e4-4ae3-9bd8-107d5768ef1d","block_type":"box","text":"Trustees, or (ii) the vote of a majority of the outstanding voting securities (as defined in the 1940 Act) of the relevant Fund.","page_number":119,"box":{"x":88,"y":278,"width":861,"height":13}},{"id":"f2d394c8-96c7-4026-b23d-c7284f222404","block_type":"box","text":"The Distribution Agreement will terminate automatically in the event of its assignment (as defined in the 1940 Act).","page_number":119,"box":{"x":88,"y":293,"width":811,"height":13}},{"id":"6d12d6c9-a90d-4729-a9b1-40841a47d739","block_type":"box","text":"The Distributor may also enter into agreements with securities dealers (“Soliciting Dealers”) who will solicit purchases of","page_number":119,"box":{"x":88,"y":320,"width":848,"height":12}},{"id":"9fa16f56-510e-4c8f-ab48-ccc3a20e667c","block_type":"box","text":"Creation Units of Fund shares. Such Soliciting Dealers may also be Authorized Participants (as described below), DTC","page_number":119,"box":{"x":89,"y":335,"width":818,"height":12}},{"id":"5bfc20a0-f31d-44a9-97b8-760b9e3abca1","block_type":"box","text":"participants and/or investor services organizations.","page_number":119,"box":{"x":89,"y":350,"width":357,"height":12}},{"id":"58769970-34f4-43f0-be02-b4497ea30d4c","block_type":"box","text":"BFA or its affiliates may, from time to time and from its own resources, pay, defray or absorb costs relating to distribution,","page_number":119,"box":{"x":89,"y":376,"width":847,"height":13}},{"id":"3c6f3757-4155-4f8a-894a-ddbb7f91b8ef","block_type":"box","text":"including payments out of its own resources to the Distributor, or to otherwise promote the sale of shares.","page_number":119,"box":{"x":89,"y":392,"width":743,"height":12}},{"id":"6c2ec601-4caf-4f3c-975e-9a856fe7a0f1","block_type":"box","text":"Securities Lending.","page_number":119,"box":{"x":88,"y":418,"width":137,"height":12}},{"id":"823eb4df-7cc6-4576-a6a1-a6676ba4e2ff","block_type":"box","text":"To the extent that a Fund engages in securities lending, each Fund conducts its securities lending","page_number":119,"box":{"x":234,"y":418,"width":681,"height":12}},{"id":"a641b094-7bc5-45e5-93ed-ef41a7ddf224","block_type":"box","text":"pursuant to SEC exemptive relief, and BTC acts as securities lending agent for the Funds, subject to the overall supervision of","page_number":119,"box":{"x":89,"y":433,"width":872,"height":13}},{"id":"df4a9aaf-192f-4986-8a67-d2b85bbe9380","block_type":"box","text":"BFA, pursuant to a written agreement (the “Securities Lending Agency Agreement”).","page_number":119,"box":{"x":89,"y":448,"width":592,"height":13}},{"id":"d259e37b-129c-465d-b94b-0ecd21dba549","block_type":"box","text":"Each Fund retains a portion of the securities lending income and remits the remaining portion to BTC as compensation for its","page_number":119,"box":{"x":89,"y":475,"width":876,"height":12}},{"id":"77441ecd-8d1f-4d68-9041-9b68885b6a37","block_type":"box","text":"services as securities lending agent. Securities lending income is generally equal to the total of income earned from the","page_number":119,"box":{"x":89,"y":490,"width":833,"height":12}},{"id":"11afa9b0-bbdc-4ef8-92bd-43d24a3d1477","block_type":"box","text":"reinvestment of cash collateral (and excludes collateral investment fees as defined below), and any fees or other payments to","page_number":119,"box":{"x":89,"y":505,"width":874,"height":12}},{"id":"2797f205-d2f0-4e16-a13a-76f9fa9756dc","block_type":"box","text":"and from borrowers of securities. As securities lending agent, BTC bears all operational costs directly related to securities","page_number":119,"box":{"x":89,"y":520,"width":844,"height":12}},{"id":"6126e30a-6869-4a2f-b313-d9eaf0becf77","block_type":"box","text":"lending, including custodial costs of JPMorgan. Each Fund is responsible for fees in connection with the investment of cash","page_number":119,"box":{"x":89,"y":535,"width":859,"height":13}},{"id":"4503ef31-ff88-4666-8f7d-180ce449c6c9","block_type":"box","text":"collateral received for securities on loan in a money market fund managed by BFA (the “collateral investment fees”); however,","page_number":119,"box":{"x":89,"y":550,"width":874,"height":13}},{"id":"5d499b04-4b24-49d9-914d-e66e5c44490d","block_type":"box","text":"BTC has agreed to reduce the amount of securities lending income it receives in order to effectively limit the collateral","page_number":119,"box":{"x":89,"y":565,"width":820,"height":13}},{"id":"4822d9e8-e178-45d6-aec2-1903d6b45375","block_type":"box","text":"investment fees a Fund bears to an annual rate of 0.04%. Such money market fund shares will not be subject to a sales load,","page_number":119,"box":{"x":89,"y":581,"width":870,"height":12}},{"id":"17795e7c-2d31-4b07-92f6-6c955c2d9126","block_type":"box","text":"redemption fee, distribution fee or service fee.","page_number":119,"box":{"x":89,"y":596,"width":319,"height":12}},{"id":"d667c60d-1cc2-40fa-bdc3-b432803210a0","block_type":"box","text":"To the extent that a Fund invests cash collateral in a non-government money market fund, the Fund may be subject to a","page_number":119,"box":{"x":88,"y":622,"width":841,"height":12}},{"id":"3f49f34d-9437-4468-9160-90656d536e3e","block_type":"box","text":"discretionary liquidity fee of up to 2% on all redemptions. Discretionary liquidity fees may be imposed or terminated at any","page_number":119,"box":{"x":89,"y":637,"width":858,"height":13}},{"id":"77a5b1d4-4724-4d59-bc45-05e0fa48a272","block_type":"box","text":"time at the discretion of the board of directors of the money market fund, or its delegate, if it is determined that such fee","page_number":119,"box":{"x":88,"y":652,"width":844,"height":13}},{"id":"116c42d8-9f55-4883-9ca1-d2f6518cf262","block_type":"box","text":"would be, or would not be, respectively, in the best interest of the money market fund. Additionally, a Fund will be subject to","page_number":119,"box":{"x":88,"y":668,"width":868,"height":12}},{"id":"c1a5d9ad-fcd0-4f1d-b912-034bfbc1c95d","block_type":"box","text":"a mandatory liquidity fee if the money market fund’s total net redemptions on a single day exceed 5% of the money market","page_number":119,"box":{"x":89,"y":683,"width":865,"height":12}},{"id":"f1460e0a-6da9-41a6-ad3f-4f87e40cb532","block_type":"box","text":"fund’s net assets, unless the liquidity costs are de minimis (","page_number":119,"box":{"x":88,"y":698,"width":415,"height":12}},{"id":"a5ed64c4-4948-49ae-912e-55c5057ea441","block_type":"box","text":"i.e","page_number":119,"box":{"x":504,"y":699,"width":15,"height":8}},{"id":"290d6c28-f22e-4a55-9cf8-cfbce132beee","block_type":"box","text":"., less than one basis point (0.01%)). The money market fund","page_number":119,"box":{"x":520,"y":698,"width":429,"height":12}},{"id":"0c3a7e04-ea4a-41af-a677-9d0eb88f46a5","block_type":"box","text":"will determine the size of the mandatory liquidity fee by making a good faith estimate of certain costs the money market fund","page_number":119,"box":{"x":88,"y":713,"width":879,"height":12}},{"id":"1cc04d34-b62c-4ac4-ae28-f3f945e7ccad","block_type":"box","text":"would incur if it were to sell a pro rata amount of each security in the portfolio to satisfy the amount of net redemptions on","page_number":119,"box":{"x":88,"y":728,"width":861,"height":12}},{"id":"3d4dddde-753e-434c-93be-1d5e0489520d","block_type":"box","text":"that day. There is no limit to the size of a mandatory liquidity fee. 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The imposition of any such discretionary or mandatory","page_number":119,"box":{"x":89,"y":773,"width":835,"height":13}},{"id":"fe4fb0a5-8d6b-424a-9a27-8b9d0b4b898f","block_type":"box","text":"liquidity fee would reduce the Fund’s returns on securities lending.","page_number":119,"box":{"x":89,"y":788,"width":464,"height":13}},{"id":"28c8081b-d14a-4718-b708-cce74d892a0e","block_type":"box","text":"Under the securities lending program, the Funds are categorized into one of several specific asset classes. 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in","page_number":121,"box":{"x":118,"y":264,"width":173,"height":12}},{"id":"aefb0863-0004-4a50-8184-021acc971687","block_type":"box","text":"securities lending","page_number":121,"box":{"x":118,"y":279,"width":121,"height":12}},{"id":"cada142c-aa2f-4ff1-a18e-5fda1c4f7018","block_type":"box","text":"income paid to BTC","page_number":121,"box":{"x":118,"y":294,"width":136,"height":12}},{"id":"02d6cef8-fbc4-4fc9-9b69-c1662330a555","block_type":"box","text":"71 343,825 42,188 165,992","page_number":121,"box":{"x":429,"y":232,"width":530,"height":10}},{"id":"8b7d03da-0653-4a57-bcd3-5568175399dc","block_type":"box","text":"Administrative fees not","page_number":121,"box":{"x":117,"y":312,"width":163,"height":9}},{"id":"2ef452f8-bf39-46a2-9707-7c50168e7f77","block_type":"box","text":"included in securities","page_number":121,"box":{"x":118,"y":327,"width":147,"height":9}},{"id":"3c0c59be-3333-416f-bea3-6485af611c5a","block_type":"box","text":"lending income 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registered","page_number":124,"box":{"x":346,"y":250,"width":540,"height":12}},{"id":"32679a65-28ee-411e-9c1a-dc2ffcc45e7b","block_type":"box","text":"investment advisers, banks and other financial intermediaries (“Intermediaries”) for certain activities related to the Fund and","page_number":124,"box":{"x":89,"y":265,"width":870,"height":12}},{"id":"14adbc7a-10e2-405b-97a5-57259b121ccd","block_type":"box","text":"other funds or products sponsored and/or advised by BFA Entities (collectively for purposes of this section, the “Products”).","page_number":124,"box":{"x":89,"y":280,"width":866,"height":12}},{"id":"e399a6de-7a7b-4b9f-9f70-27a045df3315","block_type":"box","text":"BFA Entities make these payments from their own assets and not from the assets of the Fund. Although a portion of BFA","page_number":124,"box":{"x":89,"y":295,"width":843,"height":13}},{"id":"13b30939-a21b-4fce-b910-d6a06d68f7e9","block_type":"box","text":"Entities’ revenue comes directly or indirectly in part from fees paid by the Fund or other Products (including, if applicable, any","page_number":124,"box":{"x":89,"y":310,"width":876,"height":13}},{"id":"e3db022d-02ca-4a63-ab62-17396a4ea802","block_type":"box","text":"underlying Products held by the Fund), these payments do not increase the price paid by investors for the purchase of shares","page_number":124,"box":{"x":89,"y":325,"width":873,"height":13}},{"id":"e5c64b47-427b-4129-8532-2b95c223daa9","block_type":"box","text":"of, or the cost of owning, the Fund or other Products. BFA Entities make payments for Intermediaries’ participation in","page_number":124,"box":{"x":89,"y":341,"width":816,"height":12}},{"id":"6f8fac7c-dc0f-4d57-9e99-7c99d20f2288","block_type":"box","text":"activities that are designed to make registered representatives, other professionals and individual investors more","page_number":124,"box":{"x":89,"y":356,"width":785,"height":12}},{"id":"bfa434d2-580c-4ac8-bff2-72cb53a5417f","block_type":"box","text":"knowledgeable about exchange-traded products, including the Fund and other Products, or for other activities, such as","page_number":124,"box":{"x":89,"y":371,"width":834,"height":12}},{"id":"26f7dc3b-d13c-4c5e-a529-76dac41cee42","block_type":"box","text":"participation in marketing activities and presentations, educational training programs, conferences, the development of","page_number":124,"box":{"x":89,"y":386,"width":836,"height":12}},{"id":"1a69c0d5-12e9-4309-974a-414d9ef43985","block_type":"box","text":"technology platforms and reporting systems (“Education Costs”). BFA Entities also make payments to Intermediaries for","page_number":124,"box":{"x":88,"y":401,"width":841,"height":12}},{"id":"258cf25c-6d59-4c1a-96a3-341fb6bdad8c","block_type":"box","text":"certain printing, publishing and mailing costs or materials relating to the Fund or other Products (“Publishing Costs”). In","page_number":124,"box":{"x":89,"y":416,"width":841,"height":13}},{"id":"5da29186-ef84-42a4-bf7f-86c0b898c94c","block_type":"box","text":"addition, BFA Entities make payments to Intermediaries that make shares of the Fund or other Products available to their","page_number":124,"box":{"x":89,"y":431,"width":843,"height":13}},{"id":"a10055aa-a3c4-485a-a144-c11069fac2dd","block_type":"box","text":"clients, in some cases at a waived or reduced commission rate or ticket charge, develop new products that feature iShares,","page_number":124,"box":{"x":89,"y":446,"width":856,"height":13}},{"id":"c563de53-ee78-425b-acfc-bac1d3cc2cab","block_type":"box","text":"create educational content about the Fund or other Products that is featured on an Intermediary’s platform, or otherwise","page_number":124,"box":{"x":89,"y":462,"width":846,"height":12}},{"id":"24ad02ed-ae19-4f6d-b573-b9e1152b44ad","block_type":"box","text":"promote the Fund or other Products. BFA Entities may also reimburse expenses or make payments from their own assets to","page_number":124,"box":{"x":89,"y":477,"width":864,"height":12}},{"id":"2dfaefb3-c268-4982-805f-e35ed2cf9de0","block_type":"box","text":"Intermediaries or other persons in consideration of services or other activities that the BFA Entities believe may benefit the","page_number":124,"box":{"x":89,"y":492,"width":854,"height":12}},{"id":"cde39b2e-2568-418c-9ea4-a821c94beae5","block_type":"box","text":"business of the BFA Entities or facilitate investment in the Fund or other Products. Payments of the type described above are","page_number":124,"box":{"x":89,"y":507,"width":868,"height":12}},{"id":"18e37947-56df-4490-872f-51aee484da53","block_type":"box","text":"sometimes referred to as revenue-sharing payments.","page_number":124,"box":{"x":89,"y":522,"width":369,"height":12}},{"id":"0361b8f4-1981-4120-bbfc-c6008d2427ba","block_type":"box","text":"Payments to an Intermediary may be significant to the Intermediary, and amounts that Intermediaries pay to your","page_number":124,"box":{"x":89,"y":548,"width":795,"height":13}},{"id":"9ecb1879-af0f-4f16-8122-2fd3dace0c82","block_type":"box","text":"salesperson or other investment professional may also be significant for your salesperson or other investment professional.","page_number":124,"box":{"x":89,"y":564,"width":861,"height":12}},{"id":"154e7b7a-7624-4dc2-8de9-ea597e4dd697","block_type":"box","text":"Because an Intermediary may make decisions about which investment options it will recommend or make available to its","page_number":124,"box":{"x":89,"y":579,"width":845,"height":12}},{"id":"b3f6810c-85f4-47d6-96e7-f6fd0dc3f706","block_type":"box","text":"clients, what services to provide for various products or what marketing content to make available to its clients based on","page_number":124,"box":{"x":89,"y":594,"width":842,"height":12}},{"id":"f5a1c8c2-b490-4e35-bb1e-fd50ca7c9698","block_type":"box","text":"payments it receives or is eligible to receive, such payments may create conflicts of interest between the Intermediary and its","page_number":124,"box":{"x":89,"y":609,"width":871,"height":12}},{"id":"ec03e384-1d59-4854-8208-56246e87a4c6","block_type":"box","text":"clients. These financial incentives may cause the Intermediary to recommend the Fund or other Products or otherwise","page_number":124,"box":{"x":89,"y":624,"width":827,"height":12}},{"id":"842ad1a7-217f-4ed1-8d99-c81ffc7a9e95","block_type":"box","text":"promote the Fund or other Products over other investments. The same conflicts of interest and financial incentives exist with","page_number":124,"box":{"x":89,"y":639,"width":874,"height":13}},{"id":"35e846aa-93c8-47d5-95bd-b9928967ddd7","block_type":"box","text":"respect to your salesperson or other investment professional if he or she receives similar payments from his or her","page_number":124,"box":{"x":89,"y":654,"width":798,"height":13}},{"id":"47024686-cc26-4ab1-ba91-c94e28695546","block_type":"box","text":"Intermediary firm.","page_number":124,"box":{"x":89,"y":669,"width":125,"height":13}},{"id":"8e4e3aa8-0097-4de4-9b99-7384290cf93f","block_type":"box","text":"In addition to the payments described above, BFA Entities have developed proprietary tools, calculators and related","page_number":124,"box":{"x":89,"y":696,"width":802,"height":12}},{"id":"ed8ee634-f63f-41bf-a006-487d31910cf9","block_type":"box","text":"interactive or digital content that is made available through the www.blackrock.com website at no additional cost to","page_number":124,"box":{"x":89,"y":711,"width":812,"height":12}},{"id":"28f9fdc1-ddc8-44b0-8fa3-863bf791d77e","block_type":"box","text":"Intermediaries. BlackRock may configure these tools and calculators and localize the content for Intermediaries as part of its","page_number":124,"box":{"x":89,"y":726,"width":868,"height":12}},{"id":"8465cd9d-a8aa-43f7-a6d0-badef5cf94a1","block_type":"box","text":"customary digital marketing support and promotion of the Fund or other Products.","page_number":124,"box":{"x":89,"y":741,"width":581,"height":13}},{"id":"b5e72a24-3f0b-4767-aaf6-86d078653d36","block_type":"box","text":"As of March 1, 2013, BFA Entities have contractual arrangements to make payments (in addition to payments for Education","page_number":124,"box":{"x":88,"y":768,"width":862,"height":12}},{"id":"30dfb7aa-870e-4e04-b796-7e8a46b46acf","block_type":"box","text":"Costs or Publishing Costs) to one Intermediary, Fidelity Brokerage Services LLC (“FBS”). Effective June 4, 2016, this","page_number":124,"box":{"x":89,"y":783,"width":795,"height":12}},{"id":"3fcc5c39-2c14-4ca1-86cf-ca333d936e3c","block_type":"box","text":"relationship was expanded to include National Financial Services, LLC (“NFS”), an affiliate of FBS. Pursuant to this special,","page_number":124,"box":{"x":89,"y":798,"width":847,"height":12}},{"id":"def51058-6108-49e5-b149-e4d8db5eee71","block_type":"box","text":"long-term and significant arrangement (the “Marketing Program”), FBS, NFS and certain of their affiliates (collectively","page_number":124,"box":{"x":89,"y":813,"width":824,"height":12}},{"id":"7d2c11e1-2024-4c08-a130-5d0228862751","block_type":"box","text":"“Fidelity”) have agreed, among other things, to actively promote certain funds and Products to customers, investment","page_number":124,"box":{"x":89,"y":828,"width":826,"height":12}},{"id":"b03e9374-a63d-437e-97d6-a499c2fa6ffd","block_type":"box","text":"professionals and other intermediaries and in advertising campaigns as the preferred exchange-traded product, to offer","page_number":124,"box":{"x":89,"y":843,"width":835,"height":13}},{"id":"2ab8be55-bd3b-4e4e-b6fc-d2e0d1b006ff","block_type":"box","text":"certain funds and Products in certain Fidelity platforms and investment programs, in some cases at a waived or reduced","page_number":124,"box":{"x":89,"y":858,"width":838,"height":13}},{"id":"64d3cd46-e5e2-4133-a666-797cc8e32def","block_type":"box","text":"104","page_number":124,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"231358d8-abf2-4c6c-a960-6f63ebe9db37","block_type":"box","text":"commission rate or ticket charge, and to provide marketing data to BFA Entities. BFA Entities have agreed to facilitate the","page_number":125,"box":{"x":89,"y":44,"width":844,"height":12}},{"id":"4d99eb2e-3676-46d0-b590-5bce7562f5a1","block_type":"box","text":"Marketing Program by, among other things, making certain payments to FBS and NFS for marketing and implementing","page_number":125,"box":{"x":89,"y":59,"width":831,"height":12}},{"id":"a2c76c90-7350-49ae-a4c9-ef920dac5fb9","block_type":"box","text":"certain brokerage and investment programs. Upon termination of the arrangement, the BFA Entities will make additional","page_number":125,"box":{"x":89,"y":74,"width":840,"height":12}},{"id":"17b38e29-7187-46b7-b33d-bdacc050722b","block_type":"box","text":"payments to FBS and/or NFS based upon a number of criteria, including the overall success of the Marketing Program and","page_number":125,"box":{"x":89,"y":89,"width":856,"height":13}},{"id":"6e222948-a383-4ab8-915d-8f46807c599c","block_type":"box","text":"the level of services provided by FBS and NFS during the wind-down period.","page_number":125,"box":{"x":88,"y":104,"width":529,"height":13}},{"id":"d46b510d-607a-49d1-b715-1fda466fcaa8","block_type":"box","text":"In addition, BFA Entities have entered into other contractual arrangements with Intermediaries and certain other third parties","page_number":125,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"1e645f71-bb38-4273-bf93-6d2aa3ac16ff","block_type":"box","text":"that the BFA Entities believe may benefit the business of the BFA Entities or facilitate investment in the Fund or certain","page_number":125,"box":{"x":88,"y":146,"width":824,"height":12}},{"id":"759aa29c-7375-4efe-b996-0c5c4fd93090","block_type":"box","text":"Products. Such agreements can include payments by BFA Entities to such Intermediaries and third parties for data collection","page_number":125,"box":{"x":89,"y":161,"width":868,"height":12}},{"id":"6166c19d-6654-41a1-ad19-fb4d9df68ea7","block_type":"box","text":"and provision, technology support, platform enhancement, or educational content, co-marketing and cross-promotional","page_number":125,"box":{"x":89,"y":176,"width":844,"height":13}},{"id":"b2f872c9-5587-4018-8be6-631388631b32","block_type":"box","text":"efforts. In certain cases, such payments to Intermediaries are subject to certain minimum payment levels or tiered payments.","page_number":125,"box":{"x":89,"y":191,"width":871,"height":13}},{"id":"e81158ff-ab38-4e3d-a984-e1edfb5a5160","block_type":"box","text":"With respect to certain funds and Products, payments by the BFA Entities may take the form of, among other things, “due","page_number":125,"box":{"x":88,"y":206,"width":850,"height":13}},{"id":"c74f1a03-532d-4103-95ca-f381606302a1","block_type":"box","text":"diligence” payments for an Intermediary’s review of such funds and Products; payment for providing employee training and","page_number":125,"box":{"x":89,"y":222,"width":863,"height":12}},{"id":"16421837-8b34-48f7-aefc-d90fffee138c","block_type":"box","text":"information relating to such funds and Products; fees for access (in some cases on a preferential basis) to an Intermediary’s","page_number":125,"box":{"x":89,"y":237,"width":864,"height":12}},{"id":"69ec282f-14a9-4a3d-abab-e6fe6ecb6375","block_type":"box","text":"registered representatives, salespersons or other personnel, fees for maintaining an Intermediary’s investor platform, “shelf","page_number":125,"box":{"x":89,"y":252,"width":861,"height":12}},{"id":"17998173-da58-4e39-a2e2-911ce0d398f8","block_type":"box","text":"space” payments for making such funds and Products available on the Intermediary’s platform or fees for providing","page_number":125,"box":{"x":89,"y":267,"width":807,"height":12}},{"id":"a5c256d0-44fe-4bd0-a342-28d4568da72e","block_type":"box","text":"assistance in promoting the sale of such funds and Products. In such cases, the payments to Intermediaries may be tiered or","page_number":125,"box":{"x":89,"y":282,"width":871,"height":12}},{"id":"464a2a3f-87b4-4d97-85da-0ba992f8f0e8","block_type":"box","text":"based on a percentage of the value of the funds and Products held by customers of the applicable Intermediary and may also","page_number":125,"box":{"x":89,"y":297,"width":875,"height":12}},{"id":"acd11eb2-fd9b-4a8b-a8bf-b54da358ea45","block_type":"box","text":"be subject to minimum payment levels. Payments made pursuant to such arrangements may vary in any year and may be","page_number":125,"box":{"x":89,"y":312,"width":851,"height":13}},{"id":"d2f7e84b-59a3-4f3e-8b42-d7f1880fb0fe","block_type":"box","text":"different for different Intermediaries and third parties and may reflect different services provided. 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Any additions, modifications, or deletions to Intermediaries and other third","page_number":125,"box":{"x":88,"y":479,"width":842,"height":12}},{"id":"c02e561b-3502-4828-9b45-a91da6025fea","block_type":"box","text":"parties listed above that have occurred since the date of this SAI are not included in the list.","page_number":125,"box":{"x":89,"y":494,"width":637,"height":12}},{"id":"1c0e58b9-6321-4182-b8fd-1ac4898112aa","block_type":"box","text":"Further, BFA Entities make Education Costs and Publishing Costs payments to other Intermediaries that are not listed in the","page_number":125,"box":{"x":89,"y":520,"width":861,"height":12}},{"id":"5f186c25-9274-41cb-876e-cec33cd0a411","block_type":"box","text":"immediately preceding paragraph. BFA Entities may determine to make such payments based on any number of metrics. For","page_number":125,"box":{"x":89,"y":535,"width":870,"height":13}},{"id":"6437bf76-5648-4963-b7a4-931b1c675fc7","block_type":"box","text":"example, BFA Entities may make payments at year-end or other intervals in a fixed amount, an amount based upon an","page_number":125,"box":{"x":89,"y":550,"width":826,"height":13}},{"id":"eace336c-2b63-4168-b9d5-952a165b46d2","block_type":"box","text":"Intermediary’s services at defined levels or an amount based on the Intermediary’s net sales of one or more Products,","page_number":125,"box":{"x":89,"y":565,"width":821,"height":13}},{"id":"56fcbca4-58b1-406a-84ec-18b7f8b7bb40","block_type":"box","text":"including the Fund, in a year or other period, any of which arrangements may include an agreed-upon minimum or","page_number":125,"box":{"x":89,"y":581,"width":805,"height":12}},{"id":"1042b63b-53b0-4243-b127-57624097dbfd","block_type":"box","text":"maximum payment, or any combination of the foregoing. Please contact your salesperson or other investment professional","page_number":125,"box":{"x":89,"y":596,"width":862,"height":12}},{"id":"eeda42e2-d702-471b-9a29-31e5d87965e5","block_type":"box","text":"for more information regarding any such payments or financial incentives his or her Intermediary firm may receive. Any","page_number":125,"box":{"x":88,"y":611,"width":835,"height":12}},{"id":"5584ba25-2f26-4f3a-bd85-431c638e76c8","block_type":"box","text":"payments made, or financial incentives offered, by the BFA Entities to an Intermediary may create the incentive for the","page_number":125,"box":{"x":89,"y":626,"width":823,"height":12}},{"id":"6383f2d2-0ed1-41d2-8aa9-7195b4b86bf8","block_type":"box","text":"Intermediary to encourage customers to buy shares of the Fund or other Products.","page_number":125,"box":{"x":89,"y":641,"width":578,"height":12}},{"id":"4d80a730-3b19-48c0-b3bf-80d368e79509","block_type":"box","text":"The Fund may participate in certain market maker incentive programs of a national securities exchange in which an affiliate","page_number":125,"box":{"x":88,"y":668,"width":864,"height":12}},{"id":"6f59557f-403a-4d0a-a148-35e449ef7472","block_type":"box","text":"of the Fund would pay a fee to the exchange used for the purpose of incentivizing one or more market makers in the","page_number":125,"box":{"x":89,"y":683,"width":814,"height":12}},{"id":"fb85b55a-6e3e-4755-a381-fd95b7c70b1d","block_type":"box","text":"securities of the Fund to enhance the liquidity and quality of the secondary market of securities of the Fund. The fee would","page_number":125,"box":{"x":89,"y":698,"width":859,"height":12}},{"id":"155ebd18-15db-4f43-8ede-142e5d51e455","block_type":"box","text":"then be credited by the exchange to one or more market makers that meet or exceed liquidity and market quality standards","page_number":125,"box":{"x":88,"y":713,"width":865,"height":12}},{"id":"2e60e827-80ed-482a-ab1d-e5ccaba7a82f","block_type":"box","text":"with respect to the securities of the Fund. Each market maker incentive program is subject to approval from the SEC. Any","page_number":125,"box":{"x":88,"y":728,"width":847,"height":12}},{"id":"2fe591d0-8e44-45e5-8e17-61c93342d2a6","block_type":"box","text":"such fee payments made to an exchange will be made by an affiliate of the Fund solely for the benefit of the Fund and will","page_number":125,"box":{"x":89,"y":743,"width":851,"height":12}},{"id":"21c9242f-fa0e-48f9-b22c-87c8e8778c1b","block_type":"box","text":"not be paid from any Fund assets. Other funds managed by BFA may also participate in such programs.","page_number":125,"box":{"x":89,"y":758,"width":722,"height":13}},{"id":"17808506-82fb-4b6e-a34a-f78891ca8fd2","block_type":"box","text":"Determination of Net Asset Value","page_number":125,"box":{"x":91,"y":789,"width":558,"height":23}},{"id":"4c859337-9cd9-4890-94d1-c5b566ef0d95","block_type":"box","text":"Valuation of Shares.","page_number":125,"box":{"x":88,"y":830,"width":144,"height":10}},{"id":"a56c8f90-5f8c-433d-9060-ce630582dd3e","block_type":"box","text":"The NAV for each Fund is generally calculated as of the close of regular trading hours on the New York","page_number":125,"box":{"x":237,"y":830,"width":717,"height":12}},{"id":"565b065f-8302-4936-af11-1f87830d633e","block_type":"box","text":"Stock Exchange (“NYSE”) (normally 4:00 p.m., Eastern Time) on each business day the NYSE is open. Valuation of assets held","page_number":125,"box":{"x":88,"y":845,"width":877,"height":12}},{"id":"082b6579-71b3-4606-ba26-2eedff0c1ac9","block_type":"box","text":"by a Fund is as follows:","page_number":125,"box":{"x":89,"y":860,"width":159,"height":13}},{"id":"e9a8ff13-d3cb-4aaf-b09a-5cbefd0bc3a2","block_type":"box","text":"105","page_number":125,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"27e593f5-e861-4485-95f5-57692b41fa1c","block_type":"box","text":"Equity Investments.","page_number":126,"box":{"x":89,"y":45,"width":139,"height":11}},{"id":"f59308cb-4352-4507-a5f2-61c013dcbe28","block_type":"box","text":"Equity securities traded on a recognized securities exchange (","page_number":126,"box":{"x":235,"y":44,"width":429,"height":12}},{"id":"38af9b93-3a12-4dde-92a4-f295c4b90424","block_type":"box","text":"e.g.","page_number":126,"box":{"x":665,"y":47,"width":23,"height":9}},{"id":"e0f9536e-8219-4bb0-a329-13dc3b7618bd","block_type":"box","text":", NYSE), on separate trading boards of a","page_number":126,"box":{"x":690,"y":44,"width":277,"height":12}},{"id":"6204c15d-ab1f-450d-9a0a-001da4777b41","block_type":"box","text":"securities exchange or through a market system that provides contemporaneous transaction pricing information (each an","page_number":126,"box":{"x":89,"y":59,"width":853,"height":12}},{"id":"9eb0b86a-877e-4215-9397-3854d8e8ec2f","block_type":"box","text":"“Exchange”) are valued using information obtained via independent pricing services, generally at the Exchange closing price","page_number":126,"box":{"x":89,"y":74,"width":869,"height":12}},{"id":"330a1808-8681-465c-b5b7-980a4e62e528","block_type":"box","text":"or, if an Exchange closing price is not available, the last traded price on that Exchange prior to the time as of which the assets","page_number":126,"box":{"x":89,"y":89,"width":874,"height":13}},{"id":"1b7a001b-679f-46ba-bca1-d77a272c3dc5","block_type":"box","text":"or liabilities are valued. However, under certain circumstances, other means of determining current market value may be","page_number":126,"box":{"x":89,"y":104,"width":841,"height":13}},{"id":"2af0c61b-1b94-47d7-9ebe-8d0235217579","block_type":"box","text":"used. If an equity security is traded on more than one Exchange, the current market value of the security where it is primarily","page_number":126,"box":{"x":89,"y":119,"width":872,"height":13}},{"id":"b8b6e27a-e66b-460f-b52b-061d6e4ff68c","block_type":"box","text":"traded generally will be used. In the event that there are no sales involving an equity security held by a Fund on a day on","page_number":126,"box":{"x":88,"y":135,"width":838,"height":12}},{"id":"61b0a22d-039e-46f9-89ed-12b2270b7354","block_type":"box","text":"which a Fund values such security, the prior day’s price will be used, unless BFA determines that such prior day’s price no","page_number":126,"box":{"x":88,"y":150,"width":848,"height":12}},{"id":"6bc652fc-7ebc-47b2-ace9-919d8c6bd006","block_type":"box","text":"longer reflects the fair value of the security, in which case such asset would be treated as a Fair Value Asset (as defined","page_number":126,"box":{"x":89,"y":165,"width":829,"height":12}},{"id":"fc0b8424-2703-4bbd-8dec-4a70962195b9","block_type":"box","text":"below).","page_number":126,"box":{"x":89,"y":180,"width":50,"height":12}},{"id":"32020b5d-8bbc-469e-af3b-77ba1954e98e","block_type":"box","text":"Options, Futures, Swaps and Other Derivatives.","page_number":126,"box":{"x":89,"y":206,"width":337,"height":13}},{"id":"f9cceaa9-3aac-49b8-9e52-d15c0a126ef8","block_type":"box","text":"Exchange-traded equity options (except ETF options, equity index options","page_number":126,"box":{"x":432,"y":206,"width":518,"height":13}},{"id":"3ca9a8e8-77a7-45ec-a900-651938c61b16","block_type":"box","text":"or those that are customized) for which market quotations are readily available are valued at the mean of the last bid and ask","page_number":126,"box":{"x":89,"y":222,"width":874,"height":12}},{"id":"e3430a94-07df-4bb4-9a04-54a2fb4bd66b","block_type":"box","text":"prices as quoted on the Exchange or the board of trade on which such options are traded. In the event that there is no mean","page_number":126,"box":{"x":89,"y":237,"width":868,"height":12}},{"id":"3d14a1b3-8c94-42cd-9989-dfab5a9517a4","block_type":"box","text":"price available for such exchange traded equity option held by a Fund on a day on which a Fund values such option, the last","page_number":126,"box":{"x":89,"y":252,"width":865,"height":12}},{"id":"46dd5d84-ceb6-4051-9807-8500132083c3","block_type":"box","text":"bid (long positions) or ask (short positions) price, if available, will be used as the value of such option. If no bid or ask price is","page_number":126,"box":{"x":89,"y":267,"width":873,"height":12}},{"id":"26295656-e7e8-45a2-86c2-0e78c95237c1","block_type":"box","text":"available on a day on which a Fund values such option, the prior day’s price will be used, unless BFA determines that such","page_number":126,"box":{"x":89,"y":282,"width":850,"height":12}},{"id":"bec9fbcd-e8d0-417d-a95b-613c445ae45b","block_type":"box","text":"prior day’s price no longer reflects the fair value of the option, in which case such option will be treated as a Fair Value Asset.","page_number":126,"box":{"x":89,"y":297,"width":871,"height":12}},{"id":"ffb78ecd-c5dd-4931-97a8-d0ce9f99fa8d","block_type":"box","text":"Customized exchange-traded equity options, ETF options, equity index options and OTC derivatives, may be valued using a","page_number":126,"box":{"x":89,"y":312,"width":859,"height":13}},{"id":"733a47d3-30e2-42f3-ba99-f1aaa9c1560f","block_type":"box","text":"mathematical model which may incorporate a number of market data factors. Financial futures contracts and options","page_number":126,"box":{"x":89,"y":327,"width":824,"height":13}},{"id":"343d5661-c293-4d2b-b8e0-96dcfaed9917","block_type":"box","text":"thereon, which are traded on exchanges, are valued at their last sale price or settle price as of the close of such exchanges.","page_number":126,"box":{"x":88,"y":342,"width":857,"height":13}},{"id":"5b3e5084-c51b-44e7-b381-57d484284db0","block_type":"box","text":"Swap agreements and other derivatives are generally valued daily based upon quotations from market makers or by a pricing","page_number":126,"box":{"x":88,"y":358,"width":874,"height":12}},{"id":"ee7ffc09-cde8-4ce8-a892-c607c01a2129","block_type":"box","text":"service in accordance with the Valuation Procedures.","page_number":126,"box":{"x":89,"y":373,"width":368,"height":9}},{"id":"a2df0c69-6d72-46db-a2ce-9a81b76d7c1b","block_type":"box","text":"Underlying Funds.","page_number":126,"box":{"x":89,"y":399,"width":130,"height":13}},{"id":"3859ac5d-5121-43b9-9cce-a3a420c9ca83","block_type":"box","text":"Shares of underlying open-end funds (including money market funds) are valued at NAV. Shares of","page_number":126,"box":{"x":224,"y":399,"width":694,"height":13}},{"id":"7b71a19d-6caa-4d44-b3ff-54b82652546b","block_type":"box","text":"underlying exchange-traded closed-end funds or other ETFs will be valued at their most recent closing price.","page_number":126,"box":{"x":89,"y":414,"width":759,"height":13}},{"id":"fd0857dd-0650-4e33-bb61-e8a8c2e69f9f","block_type":"box","text":"General Valuation Information.","page_number":126,"box":{"x":89,"y":441,"width":222,"height":10}},{"id":"4e1e7d49-3f13-4f6c-8e75-eb47e8dfd07f","block_type":"box","text":"Prices obtained from independent third-party pricing services, broker-dealers or market","page_number":126,"box":{"x":317,"y":441,"width":612,"height":12}},{"id":"d505c8a0-3da3-445d-9f50-d8b6a94ea2da","block_type":"box","text":"makers to value a Fund’s securities and other assets and liabilities are based on information available at the time a Fund","page_number":126,"box":{"x":89,"y":456,"width":836,"height":10}},{"id":"c6acf9cc-aae5-4559-aead-1871f64c1a51","block_type":"box","text":"values its assets and liabilities. In the event that a pricing service quotation is revised or updated subsequent to the day on","page_number":126,"box":{"x":88,"y":471,"width":853,"height":12}},{"id":"7e26c5b3-8ffb-4678-b7fe-c2012eb017c8","block_type":"box","text":"which a Fund valued such security, the revised pricing service quotation generally will be applied prospectively. Such","page_number":126,"box":{"x":88,"y":486,"width":813,"height":12}},{"id":"ece4c472-296c-4c40-9448-b9d2e5462119","block_type":"box","text":"determination will be made considering pertinent facts and circumstances surrounding the revision.","page_number":126,"box":{"x":89,"y":501,"width":700,"height":13}},{"id":"183dec6d-9a20-4209-8d8b-fe24e4ba77e0","block_type":"box","text":"The price a Fund could receive upon the sale of any particular portfolio investment may differ from a Fund’s valuation of the","page_number":126,"box":{"x":88,"y":528,"width":867,"height":12}},{"id":"973f1d09-a559-4329-aa29-c98b3f99a0bb","block_type":"box","text":"investment, particularly for assets that trade in thin or volatile markets or that are valued using a fair valuation methodology","page_number":126,"box":{"x":89,"y":543,"width":866,"height":12}},{"id":"99be8534-4dd6-4011-8a49-1bc2e261ee2b","block_type":"box","text":"or a price provided by an independent pricing service. As a result, the price received upon the sale of an investment may be","page_number":126,"box":{"x":89,"y":558,"width":859,"height":12}},{"id":"1629c7fa-f31f-4144-8eee-d5d153e15654","block_type":"box","text":"less than the value ascribed by a Fund, and a Fund could realize a greater than expected loss or lesser than expected gain","page_number":126,"box":{"x":89,"y":573,"width":846,"height":12}},{"id":"a1581d33-9881-43c2-8e2d-d11307532549","block_type":"box","text":"upon the sale of the investment. A Fund’s ability to value its investment may also be impacted by technological issues and/or","page_number":126,"box":{"x":89,"y":588,"width":876,"height":12}},{"id":"8b3ba312-c65c-4c89-9b94-b9bc121f6ccd","block_type":"box","text":"errors by pricing services or other third-party service providers.","page_number":126,"box":{"x":89,"y":603,"width":439,"height":13}},{"id":"8997c87a-f03c-4d2b-8e11-60324d11173d","block_type":"box","text":"All cash, receivables and current payables are carried on a Fund’s books at their fair value.","page_number":126,"box":{"x":88,"y":630,"width":627,"height":12}},{"id":"61eb6318-8456-4abf-af79-c995657e5d6f","block_type":"box","text":"In the event that application of the methods of valuation discussed above result in a price for a security which is deemed not","page_number":126,"box":{"x":89,"y":656,"width":871,"height":13}},{"id":"dd2a3f95-0b57-4fa6-b902-74c8a1c2f1c4","block_type":"box","text":"to be representative of the fair market value of such security, the security will be valued by, under the direction of or in","page_number":126,"box":{"x":88,"y":671,"width":823,"height":13}},{"id":"e374c56f-8a58-4795-a947-50c3eaac28a7","block_type":"box","text":"accordance with a method approved by BFA, each Fund’s valuation designee, as reflecting fair value. All other assets and","page_number":126,"box":{"x":89,"y":686,"width":843,"height":13}},{"id":"1649b00b-2c92-4659-b9af-47615f2c821f","block_type":"box","text":"liabilities (including securities for which market quotations are not readily available) held by a Fund (including restricted","page_number":126,"box":{"x":89,"y":702,"width":836,"height":12}},{"id":"7d8d898e-4d7d-4f52-b921-51f92ff30523","block_type":"box","text":"securities) are valued at fair value as determined in good faith by BFA pursuant to the Valuation Procedures. Any assets and","page_number":126,"box":{"x":89,"y":717,"width":862,"height":12}},{"id":"576f3279-deea-4dcd-8739-b2818f1e2dc3","block_type":"box","text":"liabilities which are denominated in a foreign currency are translated into U.S. dollars at the prevailing market rates.","page_number":126,"box":{"x":89,"y":732,"width":805,"height":12}},{"id":"e5be7dce-f0d1-47bd-92be-5b1832de1585","block_type":"box","text":"Use of fair value prices and certain current market valuations could result in a difference between the prices used to calculate","page_number":126,"box":{"x":89,"y":758,"width":874,"height":13}},{"id":"dc56d36e-d8e9-40db-9299-8e4aae6a81fa","block_type":"box","text":"a Fund’s NAV and the prices used in the Underlying Index, which, in turn, could result in a difference between a Fund’s","page_number":126,"box":{"x":89,"y":773,"width":826,"height":13}},{"id":"0d04790e-eb66-4b9a-b490-c15cd0b5b5da","block_type":"box","text":"performance and the performance of the Underlying Index.","page_number":126,"box":{"x":89,"y":788,"width":413,"height":13}},{"id":"ad966202-8f9d-44b6-9d2c-1facc4238a79","block_type":"box","text":"Fair Value.","page_number":126,"box":{"x":89,"y":815,"width":73,"height":10}},{"id":"f6db73eb-7353-4190-a3ab-713d8ca9389c","block_type":"box","text":"When market quotations are not readily available or are believed by BFA to be unreliable, a Fund’s investments are","page_number":126,"box":{"x":167,"y":815,"width":796,"height":12}},{"id":"c10357d9-3551-4a1e-b36a-20b1e19e2d0d","block_type":"box","text":"valued at fair value (“Fair Value Assets”). Fair Value Assets are valued by BFA in accordance with the Valuation Procedures.","page_number":126,"box":{"x":88,"y":830,"width":854,"height":12}},{"id":"aae1faa2-bf99-497b-b388-72c46fa70d9d","block_type":"box","text":"Pursuant to Rule 2a-5 under the Investment Company Act, the Board of Trustees has designated BFA as the valuation","page_number":126,"box":{"x":89,"y":845,"width":820,"height":12}},{"id":"69fe386e-265b-40d3-be74-cec39324d467","block_type":"box","text":"designee for the respective Funds for which it serves as investment adviser. BFA may reasonably conclude that a market","page_number":126,"box":{"x":89,"y":860,"width":837,"height":13}},{"id":"2a136669-9a3e-4f23-8f3f-d7e042503e85","block_type":"box","text":"106","page_number":126,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"409006cf-6957-420d-ae7d-30f452b979c4","block_type":"box","text":"quotation is not readily available or is unreliable if, among other things, a security or other asset or liability does not have a","page_number":127,"box":{"x":89,"y":44,"width":855,"height":12}},{"id":"72fa0261-34dd-47bb-89cb-aa143e4fcecb","block_type":"box","text":"price source due to its complete lack of trading, if BFA believes a market quotation from a broker-dealer or other source is","page_number":127,"box":{"x":89,"y":59,"width":851,"height":12}},{"id":"6c19308a-fd1b-45fb-a284-b19663aa4df4","block_type":"box","text":"unreliable (","page_number":127,"box":{"x":89,"y":74,"width":77,"height":12}},{"id":"ac77fb10-19e4-4305-94f7-c9ccb758c9aa","block_type":"box","text":"e.g.","page_number":127,"box":{"x":167,"y":77,"width":23,"height":9}},{"id":"f9327406-4247-4ddf-a182-1fdaa84b075f","block_type":"box","text":", where it varies significantly from a recent trade, or no longer reflects the fair value of the security or other","page_number":127,"box":{"x":192,"y":74,"width":745,"height":12}},{"id":"8053f4c1-d12e-49a0-b79a-1ac2b381fdeb","block_type":"box","text":"asset or liability subsequent to the most recent market quotation), or where the security or other asset or liability is only","page_number":127,"box":{"x":89,"y":89,"width":839,"height":13}},{"id":"525d75c1-17e5-4925-8091-3742b3785125","block_type":"box","text":"thinly traded or due to the occurrence of a significant event subsequent to the most recent market quotation. For this","page_number":127,"box":{"x":88,"y":104,"width":822,"height":13}},{"id":"0188fe2d-1973-4e8b-9f1d-18776364b810","block_type":"box","text":"purpose, a “significant event” is deemed to occur if BFA determines, in its reasonable business judgment, that an event has","page_number":127,"box":{"x":89,"y":119,"width":860,"height":13}},{"id":"3ea4a4d4-4cfa-41f6-a80f-440f4aa3ae98","block_type":"box","text":"occurred after the close of trading for an asset or liability but prior to or at the time of pricing a Fund’s assets or liabilities, is","page_number":127,"box":{"x":89,"y":135,"width":862,"height":12}},{"id":"574e799d-8bd1-4dc8-9a11-bd254ebe3e81","block_type":"box","text":"likely to cause a material change to the last exchange closing price or closing market price of one or more assets held by, or","page_number":127,"box":{"x":89,"y":150,"width":864,"height":12}},{"id":"0c28996a-7be7-46bb-96e8-bfe50967e923","block_type":"box","text":"liabilities of, a Fund. On any day the NYSE is open and a foreign market or the primary exchange on which a foreign asset or","page_number":127,"box":{"x":89,"y":165,"width":864,"height":12}},{"id":"4061ab63-ff4f-4e1a-ae42-907860b69232","block_type":"box","text":"liability is traded is closed, such asset or liability will be valued using the prior day’s price, provided that BFA is not aware of","page_number":127,"box":{"x":89,"y":180,"width":858,"height":12}},{"id":"a68d8ad0-c6a0-4f40-a020-65cbba4842dc","block_type":"box","text":"any significant event or other information that would cause such price to no longer reflect the fair value of the asset or","page_number":127,"box":{"x":89,"y":195,"width":829,"height":12}},{"id":"5dfedc48-a78d-4a8b-8404-77a444e5d672","block_type":"box","text":"liability, in which case such asset or liability would be treated as a Fair Value Asset.","page_number":127,"box":{"x":89,"y":210,"width":573,"height":13}},{"id":"95e3dbe1-c89d-4305-a315-c8907c3a12ea","block_type":"box","text":"For certain foreign assets, a third-party vendor supplies evaluated, systematic fair value pricing based upon the movement of","page_number":127,"box":{"x":89,"y":237,"width":874,"height":12}},{"id":"b099cadf-96d9-451d-ab19-0a32d573e0bd","block_type":"box","text":"a proprietary multi-factor model after the relevant foreign markets have closed. This systematic fair value pricing","page_number":127,"box":{"x":89,"y":252,"width":787,"height":12}},{"id":"8b9d6517-8023-455c-baa4-8c2dee73ce8b","block_type":"box","text":"methodology is designed to correlate the prices of foreign assets in one or more non-U.S. markets following the close of the","page_number":127,"box":{"x":89,"y":267,"width":867,"height":12}},{"id":"5533513a-a57a-4a3e-9eb8-dbc7677aa9ae","block_type":"box","text":"local markets to the prices that might have prevailed as of a Fund’s pricing time.","page_number":127,"box":{"x":89,"y":282,"width":559,"height":12}},{"id":"e41448a4-e186-44d4-8821-f84a9704e408","block_type":"box","text":"BFA’s Rule 2a-5 Committee is responsible for reviewing and approving methodologies by investment type and significant","page_number":127,"box":{"x":89,"y":308,"width":843,"height":13}},{"id":"85f5bddc-b02d-46f8-b920-d8c2e4791739","block_type":"box","text":"inputs used in the fair valuation of Fund assets or liabilities. In addition, a Fund’s accounting agent assists BFA by periodically","page_number":127,"box":{"x":89,"y":324,"width":874,"height":12}},{"id":"6e206e3f-a5dd-4fe6-babc-50b95764a994","block_type":"box","text":"endeavoring to confirm the prices it receives from all third-party pricing services, index providers and broker-dealers. BFA","page_number":127,"box":{"x":89,"y":339,"width":847,"height":12}},{"id":"919d26e0-0c8b-4bf7-a8b0-58df72df26d1","block_type":"box","text":"regularly evaluates the values assigned to the securities and other assets and liabilities of a Fund.","page_number":127,"box":{"x":89,"y":354,"width":676,"height":12}},{"id":"932df8b4-39f4-4265-bd16-aff381bf0045","block_type":"box","text":"When determining the price for a Fair Value Asset, BFA will seek to determine the price that a Fund might reasonably expect","page_number":127,"box":{"x":88,"y":380,"width":868,"height":13}},{"id":"57f94abb-1e58-4530-9ba6-70a8eb5ff5ec","block_type":"box","text":"to receive from the current sale of that asset or liability in an arm’s-length transaction on the date on which the asset or","page_number":127,"box":{"x":88,"y":395,"width":838,"height":13}},{"id":"5bdfea22-f6bd-455f-ad0e-36d8f22a0127","block_type":"box","text":"liability is being valued, and does not seek to determine the price a Fund might reasonably expect to receive for selling an","page_number":127,"box":{"x":89,"y":410,"width":847,"height":13}},{"id":"3c5d845a-7372-4466-8b19-e3baf3230ab1","block_type":"box","text":"asset or liability at a later time or if it holds the asset or liability to maturity. Fair value determinations will be based upon all","page_number":127,"box":{"x":89,"y":426,"width":856,"height":12}},{"id":"4043296b-c2b7-4e74-a70b-3ed14f273c07","block_type":"box","text":"available factors that BFA deems relevant at the time of the determination, and may be based on analytical values determined","page_number":127,"box":{"x":89,"y":441,"width":877,"height":12}},{"id":"34521c2a-3b58-4812-b906-60f45e363ba8","block_type":"box","text":"by BFA using proprietary or third-party valuation models.","page_number":127,"box":{"x":89,"y":456,"width":397,"height":12}},{"id":"fea673be-fe74-40c7-a6f7-0c9c3b95889f","block_type":"box","text":"Fair value represents a good faith approximation of the value of an asset or liability. When determining the fair value of an","page_number":127,"box":{"x":89,"y":482,"width":848,"height":13}},{"id":"8e75f8b6-1669-4c3e-ac06-cdf3252c877e","block_type":"box","text":"investment, one or more fair value methodologies may be used (depending on certain factors, including the asset type). For","page_number":127,"box":{"x":89,"y":497,"width":865,"height":13}},{"id":"d28a14eb-61cd-4431-8f5b-9373688ff698","block_type":"box","text":"example, the investment may be initially priced based on the original cost of the investment or, alternatively, using proprietary","page_number":127,"box":{"x":89,"y":513,"width":878,"height":12}},{"id":"e063c095-00e6-44cf-bc29-f7bcdb1a3580","block_type":"box","text":"or third-party models that may rely upon one or more unobservable inputs. Prices of actual, executed or historical","page_number":127,"box":{"x":89,"y":528,"width":795,"height":12}},{"id":"57940020-1b11-45a5-9b96-07053b3973f1","block_type":"box","text":"transactions in the relevant investment (or comparable instruments) or, where appropriate, an appraisal by a third-party","page_number":127,"box":{"x":88,"y":543,"width":839,"height":12}},{"id":"f8c25c04-dec3-43b5-84cc-8eb13b06b1c4","block_type":"box","text":"experienced in the valuation of similar instruments, may also be used as a basis for establishing the fair value of an","page_number":127,"box":{"x":89,"y":558,"width":801,"height":12}},{"id":"b1e548a6-c51b-4338-ad80-646468e1df72","block_type":"box","text":"investment.","page_number":127,"box":{"x":89,"y":574,"width":80,"height":9}},{"id":"5167e3f0-09b9-455b-8140-53cd6849143f","block_type":"box","text":"The fair value of one or more assets or liabilities may not, in retrospect, be the price at which those assets or liabilities could","page_number":127,"box":{"x":88,"y":599,"width":865,"height":13}},{"id":"dab47c40-f77e-4e9a-85b8-7a7e9a1f5698","block_type":"box","text":"have been sold during the period in which the particular fair values were used in determining a Fund’s NAV. As a result, a","page_number":127,"box":{"x":89,"y":615,"width":843,"height":12}},{"id":"006afb68-9e32-432c-81b7-3803bf5ac19b","block_type":"box","text":"Fund’s sale or redemption of its shares at NAV, at a time when a holding or holdings are valued at fair value, may have the","page_number":127,"box":{"x":89,"y":630,"width":850,"height":12}},{"id":"aec54c42-f465-485d-ba5d-7b391d9cd8ab","block_type":"box","text":"effect of diluting or increasing the economic interest of existing shareholders.","page_number":127,"box":{"x":89,"y":645,"width":540,"height":12}},{"id":"afce6661-d0af-49ad-bad4-d69815a23a95","block_type":"box","text":"Each Fund’s annual audited financial statements, which are prepared in accordance with accounting principles generally","page_number":127,"box":{"x":89,"y":671,"width":843,"height":13}},{"id":"1632e2ad-91df-44e1-ad7f-fe82c4c96fb1","block_type":"box","text":"accepted in the United States of America (“US GAAP”), follow the requirements for valuation set forth in Financial","page_number":127,"box":{"x":89,"y":686,"width":795,"height":13}},{"id":"f5e8a640-1380-49f1-9d48-2fb5d28fa4a3","block_type":"box","text":"Accounting Standards Board Accounting Standards Codification Topic 820, “Fair Value Measurements and Disclosures”","page_number":127,"box":{"x":88,"y":702,"width":838,"height":12}},{"id":"a5c41d8a-084a-4408-af7e-8eb850defd12","block_type":"box","text":"(“ASC 820”), which defines and establishes a framework for measuring fair value under US GAAP and expands financial","page_number":127,"box":{"x":89,"y":717,"width":835,"height":12}},{"id":"ba5a91ab-c044-4236-9e70-c49ab827b3e7","block_type":"box","text":"statement disclosure requirements relating to fair value measurements.","page_number":127,"box":{"x":89,"y":732,"width":499,"height":12}},{"id":"d270ec53-60b2-418e-9fbb-27e6ada8cf80","block_type":"box","text":"Generally, ASC 820 and other accounting rules applicable to funds and various assets in which they invest are evolving. Such","page_number":127,"box":{"x":89,"y":758,"width":870,"height":13}},{"id":"c96dadb5-141c-4cc1-91ad-2bd1ac2ee708","block_type":"box","text":"changes may adversely affect a Fund. For example, the evolution of rules governing the determination of the fair market","page_number":127,"box":{"x":89,"y":773,"width":839,"height":13}},{"id":"e5d183e7-af44-4452-bbaa-61be2061f52e","block_type":"box","text":"value of assets or liabilities, to the extent such rules become more stringent, would tend to increase the cost and/or reduce","page_number":127,"box":{"x":88,"y":788,"width":863,"height":13}},{"id":"02ef8cc4-e64d-4a9e-9a6f-fc8c40f3fd97","block_type":"box","text":"the availability of third-party determinations of fair market value. This may in turn increase the costs associated with selling","page_number":127,"box":{"x":88,"y":804,"width":863,"height":12}},{"id":"1ebfc480-0752-4292-bcc4-495edc56a81a","block_type":"box","text":"assets or affect their liquidity due to a Fund’s inability to obtain a third-party determination of fair market value.","page_number":127,"box":{"x":89,"y":819,"width":778,"height":12}},{"id":"62a02ec8-267c-461c-8932-2a858a02550e","block_type":"box","text":"107","page_number":127,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"e850ca13-9f25-42eb-967c-5f72e6125cbe","block_type":"box","text":"Brokerage Transactions","page_number":128,"box":{"x":91,"y":44,"width":390,"height":30}},{"id":"b6ee06c6-d2e0-4bb2-be11-afe438069295","block_type":"box","text":"Subject to policies established by the Board, BFA is primarily responsible for the execution of a Fund’s portfolio transactions","page_number":128,"box":{"x":88,"y":85,"width":863,"height":13}},{"id":"477cb7df-4fdb-4501-b86d-f1e3fd541b29","block_type":"box","text":"and the allocation of brokerage. BFA does not execute transactions through any particular broker or dealer, but seeks to","page_number":128,"box":{"x":89,"y":101,"width":835,"height":12}},{"id":"a471c5bf-3578-494b-a25a-a24207cbe0c9","block_type":"box","text":"obtain the best net results for the Funds, taking into account such factors as price (including the applicable brokerage","page_number":128,"box":{"x":89,"y":116,"width":824,"height":12}},{"id":"e64b159d-1f95-40ce-96ae-fda9932aa7fa","block_type":"box","text":"commission or dealer spread), size of order, difficulty of execution, operational facilities of the firm and the firm’s risk and skill","page_number":128,"box":{"x":89,"y":131,"width":877,"height":12}},{"id":"921bb367-dfca-4d6f-949e-192ecfd92012","block_type":"box","text":"in positioning blocks of securities. While BFA generally seeks reasonable trade execution costs, a Fund does not necessarily","page_number":128,"box":{"x":89,"y":146,"width":861,"height":12}},{"id":"aef0d555-4aa3-4fd9-8782-ea887caa54ce","block_type":"box","text":"pay the lowest spread or commission available, and payment of the lowest commission or spread is not necessarily","page_number":128,"box":{"x":89,"y":161,"width":805,"height":12}},{"id":"80091dfe-11fe-4995-94f7-fce7657c6b6b","block_type":"box","text":"consistent with obtaining the best price and execution in particular transactions. Subject to applicable legal requirements,","page_number":128,"box":{"x":89,"y":176,"width":851,"height":13}},{"id":"f0023c2c-7750-4e2f-99dd-b0641a3ef811","block_type":"box","text":"BFA may select a broker based partly upon brokerage or research services provided to BFA and its clients, including a Fund. In","page_number":128,"box":{"x":89,"y":191,"width":876,"height":13}},{"id":"05c0de0f-7dfc-42ba-93a8-60c52963b3b1","block_type":"box","text":"return for such services, BFA may cause a Fund to pay a higher commission than other brokers would charge if BFA","page_number":128,"box":{"x":89,"y":206,"width":807,"height":13}},{"id":"9697dda8-a2bb-48f9-a3cb-cf4a11f813ca","block_type":"box","text":"determines in good faith that the commission is reasonable in relation to the services provided.","page_number":128,"box":{"x":89,"y":222,"width":664,"height":12}},{"id":"951a2984-d10f-436e-8efc-3bca4aee12f7","block_type":"box","text":"In selecting brokers or dealers to execute portfolio transactions, BFA seeks to obtain the best price and most favorable","page_number":128,"box":{"x":89,"y":248,"width":825,"height":12}},{"id":"86a6b5e1-b362-45ef-bf48-5c02399fa166","block_type":"box","text":"execution for a Fund and may take into account a variety of factors including: (i) the size, nature and character of the security","page_number":128,"box":{"x":89,"y":263,"width":878,"height":12}},{"id":"4c4f801a-5266-46b0-a730-f1a94ba0f298","block_type":"box","text":"or instrument being traded and the markets in which it is purchased or sold; (ii) the desired timing of the transaction; (iii)","page_number":128,"box":{"x":89,"y":278,"width":846,"height":13}},{"id":"94dde5f3-93c3-45e1-827c-945d037c65f9","block_type":"box","text":"BFA’s knowledge of the expected commission rates and spreads currently available; (iv) the activity existing and expected in","page_number":128,"box":{"x":89,"y":293,"width":865,"height":13}},{"id":"68d07cf1-8677-4298-9d1d-b1af05f8a246","block_type":"box","text":"the market for the particular security or instrument, including any anticipated execution difficulties; (v) the full range of","page_number":128,"box":{"x":88,"y":308,"width":835,"height":13}},{"id":"afc3773e-11ab-46ce-ae50-fe62a9f0db9c","block_type":"box","text":"brokerage services provided; (vi) the broker’s or dealer’s capital; (vii) the quality of research and research services provided;","page_number":128,"box":{"x":89,"y":324,"width":860,"height":12}},{"id":"03d5a092-89b1-414f-99b3-7b31ae9973f5","block_type":"box","text":"(viii) the reasonableness of the commission, dealer spread or its equivalent for the specific transaction; and (ix) BFA’s","page_number":128,"box":{"x":89,"y":339,"width":816,"height":12}},{"id":"4f265e91-d9e9-485e-ac40-bef564bda235","block_type":"box","text":"knowledge of any actual or apparent operational problems of a broker or dealer. Brokers may also be selected because of","page_number":128,"box":{"x":89,"y":354,"width":846,"height":12}},{"id":"1a22baa3-2391-48bd-837e-6fec67bb1f43","block_type":"box","text":"their ability to handle special or difficult executions, such as may be involved in large block trades, thinly traded securities, or","page_number":128,"box":{"x":88,"y":369,"width":870,"height":12}},{"id":"f5e526fb-9957-433e-84fb-a3bb9eec393e","block_type":"box","text":"other circumstances.","page_number":128,"box":{"x":89,"y":384,"width":146,"height":10}},{"id":"41858373-ffab-46ab-a106-a1b7354f0e6b","block_type":"box","text":"Section 28(e) of the 1934 Act (“Section 28(e)”) permits a U.S. investment adviser, under certain circumstances, to cause an","page_number":128,"box":{"x":88,"y":410,"width":863,"height":13}},{"id":"635c2489-d4f2-4782-b687-6d8dd60a1a59","block_type":"box","text":"account to pay a broker or dealer a commission for effecting a transaction in securities that exceeds the amount another","page_number":128,"box":{"x":89,"y":426,"width":844,"height":12}},{"id":"43114011-51c4-45cc-b93c-609d7e2e22b4","block_type":"box","text":"broker or dealer would have charged for effecting the same transaction in recognition of the value of brokerage and research","page_number":128,"box":{"x":89,"y":441,"width":871,"height":12}},{"id":"1a9effa3-f1f9-455a-9aaf-5cadaa59ca9d","block_type":"box","text":"services provided by that broker or dealer. This includes commissions paid on riskless principal transactions in securities","page_number":128,"box":{"x":89,"y":456,"width":839,"height":12}},{"id":"51f4809b-ce0f-4009-b81e-8467bf8c1e3c","block_type":"box","text":"under certain conditions.","page_number":128,"box":{"x":89,"y":471,"width":174,"height":10}},{"id":"e933f1b8-94b9-46b0-ac79-208bfe913ad3","block_type":"box","text":"From time to time, a Fund may purchase new issues of securities in a fixed price offering. In these situations, the broker may","page_number":128,"box":{"x":89,"y":497,"width":869,"height":13}},{"id":"e9f03806-b8dd-4c76-953b-43a11a0b460e","block_type":"box","text":"be a member of the selling group that will, in addition to selling securities, provide BFA with research services. FINRA has","page_number":128,"box":{"x":89,"y":513,"width":844,"height":12}},{"id":"c1d1b1ab-4b3c-4842-8bf3-e6570f426202","block_type":"box","text":"adopted rules expressly permitting these types of arrangements under certain circumstances. Generally, the broker will","page_number":128,"box":{"x":89,"y":528,"width":831,"height":12}},{"id":"18f8a987-1e3d-459f-91b5-54ef35922690","block_type":"box","text":"provide research “credits” in these situations at a rate that is higher than that available for typical secondary market","page_number":128,"box":{"x":89,"y":543,"width":807,"height":12}},{"id":"e95311f7-d338-47eb-a77d-1a6232a8b7e7","block_type":"box","text":"transactions. These arrangements may not fall within the safe harbor of Section 28(e).","page_number":128,"box":{"x":88,"y":558,"width":605,"height":12}},{"id":"d9073537-c2df-4eca-9327-d08343d6ef7e","block_type":"box","text":"The Funds anticipate that brokerage transactions involving foreign equity securities generally will be conducted primarily on","page_number":128,"box":{"x":88,"y":584,"width":868,"height":13}},{"id":"6e92ab50-39b5-456b-9e64-6fe289897785","block_type":"box","text":"the principal stock exchanges of the applicable country. Foreign equity securities may be held by the Funds in the form of","page_number":128,"box":{"x":88,"y":599,"width":849,"height":13}},{"id":"a28b0afb-041b-4635-992e-0874cc3fe4e6","block_type":"box","text":"depositary receipts, or other securities convertible into foreign equity securities. Depositary receipts may be listed on stock","page_number":128,"box":{"x":89,"y":615,"width":857,"height":12}},{"id":"d8e39a96-b109-44ab-9147-0fade2c411bc","block_type":"box","text":"exchanges, or traded in OTC markets in the U.S. or Europe, as the case may be. ADRs, like other securities traded in the U.S.,","page_number":128,"box":{"x":89,"y":630,"width":865,"height":12}},{"id":"0d4910da-600c-4960-81d6-957039231d35","block_type":"box","text":"will be subject to negotiated commission rates.","page_number":128,"box":{"x":88,"y":645,"width":330,"height":12}},{"id":"85145f65-34cb-43f1-aff7-d688b9052430","block_type":"box","text":"OTC issues, including most fixed-income securities such as corporate debt and U.S. Government securities, are normally","page_number":128,"box":{"x":89,"y":671,"width":842,"height":13}},{"id":"459f3a6a-12cc-43a2-a686-89f877eabb40","block_type":"box","text":"traded on a “net” basis without a stated commission, through dealers acting for their own account and not as brokers. The","page_number":128,"box":{"x":88,"y":686,"width":861,"height":13}},{"id":"d9298096-2a23-4ea4-b053-fd5a4f6fd25e","block_type":"box","text":"Funds will primarily engage in transactions with these dealers or deal directly with the issuer unless a better price or","page_number":128,"box":{"x":89,"y":702,"width":811,"height":12}},{"id":"5e8eb8c1-12d9-4401-b38f-e00c037767b2","block_type":"box","text":"execution could be obtained by using a broker. Prices paid to a dealer with respect to both foreign and domestic securities","page_number":128,"box":{"x":89,"y":717,"width":853,"height":12}},{"id":"d9ab733f-d21b-4643-804b-7870dbaf35af","block_type":"box","text":"will generally include a “spread,” which is the difference between the prices at which the dealer is willing to purchase and sell","page_number":128,"box":{"x":88,"y":732,"width":875,"height":12}},{"id":"d60bb9b1-6158-4b20-b0c9-dde070bebf44","block_type":"box","text":"the specific security at the time, and includes the dealer’s normal profit.","page_number":128,"box":{"x":88,"y":747,"width":501,"height":12}},{"id":"21c4fd22-add8-4612-adfa-33f3a039c67a","block_type":"box","text":"Under the 1940 Act, persons affiliated with a Fund and persons who are affiliated with such affiliated persons are prohibited","page_number":128,"box":{"x":89,"y":773,"width":866,"height":13}},{"id":"740a6816-318e-422c-8ac2-915aac41f045","block_type":"box","text":"from dealing with the Fund as principal in the purchase and sale of securities unless a permissive order allowing such","page_number":128,"box":{"x":88,"y":788,"width":820,"height":13}},{"id":"53840fc5-cce6-41db-8446-bb47cf7eebef","block_type":"box","text":"transactions is obtained from the SEC. Since transactions in the OTC market usually involve transactions with the dealers","page_number":128,"box":{"x":88,"y":804,"width":845,"height":12}},{"id":"dfb4c072-3645-48b1-ab86-cd1f5bad74eb","block_type":"box","text":"acting as principal for their own accounts, the Funds will not deal with affiliated persons and affiliated persons of such","page_number":128,"box":{"x":89,"y":819,"width":826,"height":12}},{"id":"49a7d293-f99e-4f04-8268-29a83fbd2f03","block_type":"box","text":"affiliated persons in connection with such transactions. The Funds will not purchase securities during the existence of any","page_number":128,"box":{"x":89,"y":834,"width":854,"height":12}},{"id":"ea19afa6-3e4d-4e01-a8e5-6c2772b10d0d","block_type":"box","text":"108","page_number":128,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"9ace2d7a-09e5-4f7a-ab3c-6ae7e7630c29","block_type":"box","text":"underwriting or selling group relating to such securities of which BFA, BRIL or any affiliated person (as defined in the 1940","page_number":129,"box":{"x":89,"y":44,"width":853,"height":12}},{"id":"316d6e7d-870e-4e76-8ee3-c924f0dd7b51","block_type":"box","text":"Act) thereof is a member except pursuant to procedures adopted by the Board in accordance with Rule 10f-3 under the 1940","page_number":129,"box":{"x":88,"y":59,"width":875,"height":12}},{"id":"956c95ce-4981-4a55-86ca-0a2b445ef905","block_type":"box","text":"Act.","page_number":129,"box":{"x":88,"y":75,"width":27,"height":9}},{"id":"88b5d0ec-ccef-4858-81f0-36328fd0eeb7","block_type":"box","text":"Purchases of money market instruments by the Funds are made from dealers, underwriters and issuers. The Funds do not","page_number":129,"box":{"x":89,"y":101,"width":854,"height":12}},{"id":"f798b0c2-7e2d-447a-a993-9c04bbf6f370","block_type":"box","text":"currently expect to incur any brokerage commission expense on such transactions because money market instruments are","page_number":129,"box":{"x":89,"y":116,"width":860,"height":12}},{"id":"4d291df1-fc35-464a-86be-aec163c6c49a","block_type":"box","text":"generally traded on a “net” basis with dealers acting as principal for their own accounts without a stated commission. The","page_number":129,"box":{"x":89,"y":131,"width":855,"height":12}},{"id":"1561bd0e-fd92-4ceb-baeb-1a421f5f8fac","block_type":"box","text":"price of the security, however, usually includes a profit to the dealer.","page_number":129,"box":{"x":89,"y":146,"width":472,"height":12}},{"id":"f35e294f-8d06-4990-bf3d-691fd5033562","block_type":"box","text":"BFA may, from time to time, effect trades on behalf of and for the account of the Funds with brokers or dealers that are","page_number":129,"box":{"x":89,"y":172,"width":831,"height":13}},{"id":"a6d0508c-5f4b-43b6-a410-8c8804aa5025","block_type":"box","text":"affiliated with BFA, in conformity with Rule 17e-1 under the 1940 Act and SEC rules and regulations. Under these provisions,","page_number":129,"box":{"x":89,"y":188,"width":865,"height":12}},{"id":"e85c36c8-2b93-43cb-88b6-1cc52c786e5f","block_type":"box","text":"any commissions paid to affiliated brokers or dealers must be reasonable and fair compared to the commissions charged by","page_number":129,"box":{"x":89,"y":203,"width":867,"height":12}},{"id":"dab71b29-055e-47f7-baad-832c8f072f35","block_type":"box","text":"other brokers or dealers in comparable transactions.","page_number":129,"box":{"x":89,"y":218,"width":364,"height":12}},{"id":"6f485521-590a-471f-997b-6ba332b7fc24","block_type":"box","text":"Securities purchased in underwritten offerings include a fixed amount of compensation to the underwriter, generally referred","page_number":129,"box":{"x":88,"y":244,"width":874,"height":13}},{"id":"61ac9c3f-1477-4576-8cd4-cc93356a6045","block_type":"box","text":"to as the underwriter’s concession or discount. When securities are purchased or sold directly from or to an issuer, no","page_number":129,"box":{"x":88,"y":259,"width":824,"height":13}},{"id":"c544cdcb-b8f4-4b49-8815-c43b5eaa169c","block_type":"box","text":"commissions or discounts are paid.","page_number":129,"box":{"x":89,"y":274,"width":246,"height":13}},{"id":"08342387-3f88-4350-9acd-d884350664e6","block_type":"box","text":"Investment decisions for the Funds and for other investment accounts managed by BFA and the other Affiliates are made","page_number":129,"box":{"x":89,"y":301,"width":847,"height":12}},{"id":"471c36ff-c5f2-498b-ba2f-3f926a2080a2","block_type":"box","text":"independently of each other in light of differing conditions. A variety of factors will be considered in making investment","page_number":129,"box":{"x":89,"y":316,"width":835,"height":12}},{"id":"e5f3290e-ac98-48a5-b39d-912368c4118c","block_type":"box","text":"allocations. These factors include: (i) investment objectives or strategies for particular accounts, including sector, industry,","page_number":129,"box":{"x":89,"y":331,"width":854,"height":12}},{"id":"8ec2d304-a7a9-420a-acd2-bafd223d5eeb","block_type":"box","text":"country or region and capitalization weightings; (ii) tax considerations of an account; (iii) risk or investment concentration","page_number":129,"box":{"x":89,"y":346,"width":854,"height":13}},{"id":"0f94893c-c9e2-49fa-afb2-2c70d5ef5fbb","block_type":"box","text":"parameters for an account; (iv) supply or demand for a security at a given price level; (v) size of available investment; (vi)","page_number":129,"box":{"x":89,"y":361,"width":842,"height":13}},{"id":"b260340a-c478-46ef-8181-886d75ccb6ad","block_type":"box","text":"cash availability and liquidity requirements for accounts; (vii) regulatory restrictions; (viii) minimum investment size of an","page_number":129,"box":{"x":89,"y":376,"width":845,"height":13}},{"id":"88d49057-84f0-4048-b8ee-cd33f088e4ba","block_type":"box","text":"account; (ix) relative size of account; and (x) such other factors as may be approved by BlackRock’s general counsel.","page_number":129,"box":{"x":89,"y":392,"width":812,"height":12}},{"id":"8723631a-655a-4665-ab0d-91e4ac88ea1f","block_type":"box","text":"Moreover, investments may not be allocated to one client account over another based on any of the following considerations:","page_number":129,"box":{"x":89,"y":407,"width":876,"height":12}},{"id":"34958fc8-32d5-4a61-9eb4-5490381a93c2","block_type":"box","text":"(i) to favor one client account at the expense of another; (ii) to generate higher fees paid by one client account over another","page_number":129,"box":{"x":89,"y":422,"width":866,"height":12}},{"id":"49b90ef6-189a-4c39-9ac6-b03c78bdd6e5","block_type":"box","text":"or to produce greater performance compensation to BlackRock; (iii) to develop or enhance a relationship with a client or","page_number":129,"box":{"x":89,"y":437,"width":842,"height":12}},{"id":"ed7046eb-8b71-404a-ad1e-00f323ddac69","block_type":"box","text":"prospective client; (iv) to compensate a client for past services or benefits rendered to BlackRock or to induce future services","page_number":129,"box":{"x":89,"y":452,"width":871,"height":12}},{"id":"877926e3-dbd2-4817-a811-34f168319d28","block_type":"box","text":"or benefits to be rendered to BlackRock; or (v) to manage or equalize investment performance among different client","page_number":129,"box":{"x":89,"y":467,"width":817,"height":13}},{"id":"7f0fd433-c99f-4485-999c-57d62e4b21f7","block_type":"box","text":"accounts. BFA and the other Affiliates may deal, trade and invest for their own respective accounts in the types of securities","page_number":129,"box":{"x":89,"y":482,"width":862,"height":13}},{"id":"958944ec-5449-4364-931f-45aa32c15c8e","block_type":"box","text":"in which the Funds may invest.","page_number":129,"box":{"x":89,"y":497,"width":215,"height":13}},{"id":"edabe6ba-e122-44ca-9694-644dd43302ac","block_type":"box","text":"Initial public offerings (“IPOs”) of securities may be over-subscribed and subsequently trade at a premium in the secondary","page_number":129,"box":{"x":89,"y":524,"width":862,"height":12}},{"id":"381375d9-ff4a-4303-a25c-bf51b49d70d5","block_type":"box","text":"market. When BFA is given an opportunity to invest in such an initial offering or “new” or “hot” issue, the supply of securities","page_number":129,"box":{"x":89,"y":539,"width":872,"height":12}},{"id":"248e2fca-e4fb-468d-8e04-82d10804ca8c","block_type":"box","text":"available for client accounts is often less than the amount of securities the accounts would otherwise take. In order to","page_number":129,"box":{"x":89,"y":554,"width":823,"height":10}},{"id":"18f6144c-559d-4928-9f54-1750f70bc12b","block_type":"box","text":"allocate these investments fairly and equitably among client accounts over time, each portfolio manager or a member of his","page_number":129,"box":{"x":89,"y":569,"width":867,"height":13}},{"id":"85c57240-3d37-4e27-9761-283347fc3283","block_type":"box","text":"or her respective investment team will indicate to BFA’s trading desk their level of interest in a particular offering with respect","page_number":129,"box":{"x":89,"y":584,"width":872,"height":13}},{"id":"4cdf1430-d454-444f-8dcb-22bc69f6deb4","block_type":"box","text":"to eligible clients’ accounts for which that team is responsible. IPOs of U.S. equity securities will be identified as eligible for","page_number":129,"box":{"x":88,"y":599,"width":855,"height":13}},{"id":"dbb5850c-0f7c-46e7-a139-528eb74b8cf8","block_type":"box","text":"particular client accounts that are managed by portfolio teams who have indicated interest in the offering based on market","page_number":129,"box":{"x":89,"y":615,"width":859,"height":12}},{"id":"23cf256c-4b7c-4052-be85-0325d6f3c2c5","block_type":"box","text":"capitalization of the issuer of the security and the investment mandate of the client account and in the case of international","page_number":129,"box":{"x":89,"y":630,"width":863,"height":12}},{"id":"6a05c8af-2710-40cd-b92c-f49423655884","block_type":"box","text":"equity securities, the country where the offering is taking place and the investment mandate of the client account. Generally,","page_number":129,"box":{"x":89,"y":645,"width":870,"height":12}},{"id":"fe0b63b4-d0e7-45c5-b82f-a73d27dfb48f","block_type":"box","text":"shares received during the IPO will be allocated among participating client accounts within each investment mandate on a","page_number":129,"box":{"x":89,"y":660,"width":856,"height":12}},{"id":"4f56e36a-e7b4-408d-b2a1-64c7c5502954","block_type":"box","text":"pro rata","page_number":129,"box":{"x":87,"y":676,"width":56,"height":11}},{"id":"098575e6-bfc6-4ee6-98d7-85e5551be4af","block_type":"box","text":"basis. This","page_number":129,"box":{"x":149,"y":675,"width":71,"height":10}},{"id":"a9ec7137-0d30-4d2f-adae-0eb77bdc40fb","block_type":"box","text":"pro rata","page_number":129,"box":{"x":224,"y":676,"width":56,"height":11}},{"id":"769ac74f-5f8e-467a-a099-b4eccb300c0e","block_type":"box","text":"allocation may result in a Fund receiving less of a particular security than if pro-rating had not","page_number":129,"box":{"x":285,"y":675,"width":656,"height":12}},{"id":"7adede27-5519-43da-acbe-bcd6bef02416","block_type":"box","text":"occurred. All allocations of securities will be subject, where relevant, to share minimums established for accounts and","page_number":129,"box":{"x":89,"y":690,"width":822,"height":13}},{"id":"36dbda47-d6e3-4175-b30a-adbe59e42e3a","block_type":"box","text":"compliance constraints. In situations where supply is too limited to be allocated among all accounts for which the","page_number":129,"box":{"x":89,"y":705,"width":797,"height":13}},{"id":"b842ae97-6bab-4f63-95f8-c9d147c26b1a","block_type":"box","text":"investment is eligible, portfolio managers may rotate such investment opportunities among one or more accounts so long as","page_number":129,"box":{"x":89,"y":720,"width":873,"height":13}},{"id":"173ff023-009c-45a1-a93c-2f777e85a619","block_type":"box","text":"the rotation system provides for fair access for all client accounts over time. Other allocation methodologies that are","page_number":129,"box":{"x":88,"y":736,"width":814,"height":12}},{"id":"0b171f4f-f20a-43ad-926d-1ec6b6d8e42b","block_type":"box","text":"considered by BFA to be fair and equitable to clients may be used as well.","page_number":129,"box":{"x":89,"y":751,"width":510,"height":12}},{"id":"d7b2b341-abfa-4d2b-a5d0-890b2394998c","block_type":"box","text":"Because different accounts may have differing investment objectives and policies, BFA may buy and sell the same securities","page_number":129,"box":{"x":89,"y":777,"width":861,"height":12}},{"id":"8361db85-c983-4154-9a98-8a8e6923575e","block_type":"box","text":"at the same time for different clients based on the particular investment objective, guidelines and strategies of those","page_number":129,"box":{"x":89,"y":792,"width":811,"height":13}},{"id":"8825582d-5272-447f-8f42-8080f091a4be","block_type":"box","text":"accounts. For example, BFA may decide that it may be entirely appropriate for a growth fund to sell a security at the same","page_number":129,"box":{"x":89,"y":807,"width":850,"height":13}},{"id":"2011ed01-d6e2-4e16-a27f-1658cb9ca82f","block_type":"box","text":"time a value fund is buying that security. To the extent that transactions on behalf of more than one client of BFA or the other","page_number":129,"box":{"x":88,"y":822,"width":878,"height":13}},{"id":"704d5da6-5b58-42cd-9f54-b030903e1bc1","block_type":"box","text":"Affiliates during the same period increase the demand for securities being purchased or the supply of securities being sold,","page_number":129,"box":{"x":88,"y":838,"width":860,"height":12}},{"id":"3defcee8-65da-4da4-8547-64437a7bfd0f","block_type":"box","text":"there may be an adverse effect on price. For example, sales of a security by BlackRock on behalf of one or more of its clients","page_number":129,"box":{"x":88,"y":853,"width":865,"height":12}},{"id":"83bc5de4-38f8-44d4-b2c9-03ee2ee26f07","block_type":"box","text":"109","page_number":129,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"49e58de7-fcb6-4a2f-8e37-4fc4d81e9550","block_type":"box","text":"may decrease the market price of such security, adversely impacting other BlackRock clients that still hold the security. If","page_number":130,"box":{"x":89,"y":44,"width":843,"height":12}},{"id":"d754928d-78e5-4935-b749-5c3c37b419f3","block_type":"box","text":"purchases or sales of securities arise for consideration at or about the same time that would involve the Funds or other","page_number":130,"box":{"x":89,"y":59,"width":831,"height":12}},{"id":"016e6cc5-362a-491d-af89-1b26265afcb7","block_type":"box","text":"clients or funds for which BFA or another Affiliate act as investment manager, transactions in such securities will be made,","page_number":130,"box":{"x":89,"y":74,"width":854,"height":12}},{"id":"377bb8a7-a7d7-4db4-94af-7e504c730927","block_type":"box","text":"insofar as feasible, for the respective funds and clients in a manner deemed equitable to all.","page_number":130,"box":{"x":89,"y":89,"width":637,"height":13}},{"id":"d5f9b173-164e-4bc6-af47-de1523414c0d","block_type":"box","text":"In certain instances, BFA may find it efficient for purposes of seeking to obtain best execution, to aggregate or “bunch”","page_number":130,"box":{"x":89,"y":116,"width":831,"height":12}},{"id":"9e78b601-25d4-4f75-ac89-5654480e2e33","block_type":"box","text":"certain contemporaneous purchases or sale orders of its advisory accounts and advisory accounts of affiliates. In general, all","page_number":130,"box":{"x":89,"y":131,"width":869,"height":12}},{"id":"d8ed72c1-5ae2-4962-a47e-721077518004","block_type":"box","text":"contemporaneous trades for client accounts under management by the same portfolio manager or investment team will be","page_number":130,"box":{"x":89,"y":146,"width":864,"height":12}},{"id":"9110c0c7-0fae-4fe9-b206-0b86a9c67f8a","block_type":"box","text":"bunched in a single order if the trader believes the bunched trade would provide each client with an opportunity to achieve a","page_number":130,"box":{"x":89,"y":161,"width":871,"height":12}},{"id":"71d1461e-4413-4798-a2fa-14501b0f7920","block_type":"box","text":"more favorable execution at a potentially lower execution cost. The costs associated with a bunched order will be shared","page_number":130,"box":{"x":89,"y":176,"width":844,"height":13}},{"id":"39877c76-e877-4274-8726-aa74eb91237a","block_type":"box","text":"pro","page_number":130,"box":{"x":937,"y":179,"width":23,"height":10}},{"id":"e144af6d-f5cc-45d0-ac65-31c2c312c5d2","block_type":"box","text":"rata","page_number":130,"box":{"x":88,"y":193,"width":28,"height":8}},{"id":"8e30b8b1-bf31-4445-93bc-fb621ab58f0e","block_type":"box","text":"among the clients in the bunched order. Generally, if an order for a particular portfolio manager or management team is","page_number":130,"box":{"x":121,"y":191,"width":838,"height":13}},{"id":"7001a2a3-009c-42dc-9d60-9a03dab293a7","block_type":"box","text":"filled at several different prices through multiple trades, all accounts participating in the order will receive the average price","page_number":130,"box":{"x":88,"y":206,"width":857,"height":13}},{"id":"666b919d-65a5-4f99-a279-f2b6574b6fb3","block_type":"box","text":"(except in the case of certain international markets where average pricing is not permitted). While in some cases this practice","page_number":130,"box":{"x":89,"y":222,"width":877,"height":12}},{"id":"708cdbcc-fab5-43f5-b0ec-fee76723af7c","block_type":"box","text":"could have a detrimental effect upon the price or value of the security as far as the Funds are concerned, in other cases it","page_number":130,"box":{"x":89,"y":237,"width":845,"height":12}},{"id":"52a5b9b7-03c2-4c4f-9de0-79a921a74041","block_type":"box","text":"could be beneficial to the Funds. Transactions effected by BFA or the other Affiliates on behalf of more than one of its clients","page_number":130,"box":{"x":89,"y":252,"width":869,"height":12}},{"id":"7f82d4d2-3c7d-48d1-b00a-01e3d92d75bf","block_type":"box","text":"during the same period may increase the demand for securities being purchased or the supply of securities being sold,","page_number":130,"box":{"x":89,"y":267,"width":828,"height":12}},{"id":"c6234f9a-3a47-43c2-a3f2-f7840b79e93c","block_type":"box","text":"causing an adverse effect on price. The trader will give the bunched order to the broker-dealer that the trader has identified","page_number":130,"box":{"x":89,"y":282,"width":861,"height":12}},{"id":"95aa221f-1124-484b-a44f-3149d21230cc","block_type":"box","text":"as being able to provide the best execution of the order. Orders for purchase or sale of securities will be placed within a","page_number":130,"box":{"x":89,"y":297,"width":831,"height":12}},{"id":"a76db453-3ff3-4deb-8f65-b2f49cf719e0","block_type":"box","text":"reasonable amount of time of the order receipt and bunched orders will be kept bunched only long enough to execute the","page_number":130,"box":{"x":89,"y":312,"width":854,"height":13}},{"id":"50515054-0be0-4f84-a9d4-f1d4980ce67a","block_type":"box","text":"order.","page_number":130,"box":{"x":89,"y":327,"width":38,"height":10}},{"id":"161e5432-aa17-4ba5-a525-d46c2e7877c4","block_type":"box","text":"The table below sets forth the brokerage commissions paid by each Fund for the fiscal years noted. Any differences in","page_number":130,"box":{"x":88,"y":354,"width":822,"height":12}},{"id":"577be49d-1a20-445e-b1ac-676e5f742f77","block_type":"box","text":"brokerage commissions paid by a Fund from year to year are principally due to increases or decreases in that Fund’s assets","page_number":130,"box":{"x":89,"y":369,"width":858,"height":12}},{"id":"ecc3625e-bab2-4767-8c5c-6a4afbe7a0bc","block_type":"box","text":"over those periods or the magnitude of changes to the components of a Fund’s Underlying Index:","page_number":130,"box":{"x":89,"y":384,"width":682,"height":12}},{"id":"a64b39e5-d674-4d78-a3fa-53b2e8f1db7b","block_type":"box","text":"Fund","page_number":130,"box":{"x":89,"y":457,"width":27,"height":7}},{"id":"49cf8e43-0e5a-4df6-82eb-d383c1f5e4cc","block_type":"box","text":"Brokerage","page_number":130,"box":{"x":518,"y":416,"width":58,"height":10}},{"id":"e5653f38-fc48-4c2b-8697-f428d5d288de","block_type":"box","text":"Commissions","page_number":130,"box":{"x":508,"y":427,"width":77,"height":7}},{"id":"26faa64f-53fa-48a5-b393-d0da6f7b0a20","block_type":"box","text":"Paid During","page_number":130,"box":{"x":513,"y":436,"width":67,"height":10}},{"id":"51f397a3-a7bf-419f-93d3-0c352bb95bce","block_type":"box","text":"Fiscal Year","page_number":130,"box":{"x":517,"y":446,"width":60,"height":8}},{"id":"d047d803-b067-49ab-859b-29c05c12a89a","block_type":"box","text":"Ended July 31, 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2024","page_number":130,"box":{"x":674,"y":457,"width":111,"height":9}},{"id":"3b809faf-79ba-4cb6-9248-a517d6e447c2","block_type":"box","text":"Brokerage","page_number":130,"box":{"x":883,"y":416,"width":58,"height":10}},{"id":"c6ee65cf-aeb5-4822-9478-bd4cd205b4b1","block_type":"box","text":"Commissions","page_number":130,"box":{"x":873,"y":427,"width":77,"height":7}},{"id":"87f0cbb3-32fd-4068-bf91-a27fbb4104b6","block_type":"box","text":"Paid During","page_number":130,"box":{"x":878,"y":436,"width":67,"height":10}},{"id":"45774479-e0dd-4bee-9e7d-605996e01281","block_type":"box","text":"Fiscal Year","page_number":130,"box":{"x":882,"y":446,"width":60,"height":8}},{"id":"5b9247d1-b312-415c-bb9a-313891dafffd","block_type":"box","text":"Ended July 31, 2023","page_number":130,"box":{"x":856,"y":457,"width":111,"height":9}},{"id":"75538371-3069-4c04-ac52-0f8f12fef29f","block_type":"box","text":"iShares Breakthrough Environmental 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BlackRock may, from time to time, effect trades on behalf of and for the account of the Funds with brokers","page_number":132,"box":{"x":89,"y":428,"width":874,"height":12}},{"id":"77fcf13e-2359-4889-9245-1778e69e9639","block_type":"box","text":"or dealers that are affiliated with BFA, in conformity with the 1940 Act and SEC rules and regulations. Under these provisions,","page_number":132,"box":{"x":89,"y":443,"width":874,"height":13}},{"id":"fc0a1730-9553-45a0-a2dc-c78360bb8a4c","block_type":"box","text":"any commissions paid to affiliated brokers or dealers must be reasonable and fair compared to the commissions charged by","page_number":132,"box":{"x":89,"y":458,"width":867,"height":13}},{"id":"a2a7535a-1caa-43cb-8a96-55d250bd680e","block_type":"box","text":"other brokers or dealers in comparable transactions. 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annualized.","page_number":132,"box":{"x":126,"y":863,"width":822,"height":10}},{"id":"7544a61f-bcfb-456b-b0a4-df4f0085c297","block_type":"box","text":"112","page_number":132,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"55bedf12-291f-4ce0-b3b4-ba7d7b912399","block_type":"box","text":"Creation or redemption transactions, to the extent consisting of cash, may require a Fund to contemporaneously transact","page_number":133,"box":{"x":89,"y":44,"width":851,"height":12}},{"id":"a7d2f50e-f095-45d5-a284-3a38ae817e82","block_type":"box","text":"with broker-dealers for purchases of Deposit Securities (as defined below under","page_number":133,"box":{"x":88,"y":59,"width":559,"height":12}},{"id":"eace4d3f-1642-4fd2-ba91-8235c3a65490","block_type":"box","text":"Fund Deposit","page_number":133,"box":{"x":652,"y":59,"width":92,"height":12}},{"id":"af186f9d-f567-4ea1-8c7d-df297a18f746","block_type":"box","text":") or sales of Fund Securities (as","page_number":133,"box":{"x":745,"y":59,"width":218,"height":12}},{"id":"f44f0e12-4062-46e2-9429-b4266c7a698f","block_type":"box","text":"defined below under","page_number":133,"box":{"x":89,"y":74,"width":143,"height":10}},{"id":"c628c71f-760a-46e7-80f7-c78dc8f749e0","block_type":"box","text":"Redemption of Creation Units","page_number":133,"box":{"x":237,"y":74,"width":206,"height":12}},{"id":"aa38ce5c-577d-40ec-ab05-49c8934a2712","block_type":"box","text":"), as applicable. Such transactions with a particular broker-dealer may be","page_number":133,"box":{"x":444,"y":74,"width":509,"height":12}},{"id":"73407f9f-3156-4a19-abdf-ee818997d076","block_type":"box","text":"conditioned upon the broker-dealer’s agreement to transact at guaranteed price levels in order to reduce transaction costs","page_number":133,"box":{"x":89,"y":89,"width":857,"height":13}},{"id":"0a3bf7c5-3688-4d43-a5e4-d35ca63c805e","block_type":"box","text":"the Funds would otherwise incur as a consequence of settling creation or redemption baskets in cash rather than in-kind.","page_number":133,"box":{"x":88,"y":104,"width":850,"height":13}},{"id":"5ddd71ea-22bd-4198-928a-f91ddf89c829","block_type":"box","text":"Following a Fund’s receipt of an order to purchase or redeem creation or redemption baskets, to the extent such purchases","page_number":133,"box":{"x":89,"y":131,"width":860,"height":12}},{"id":"57f499fc-0125-4575-9120-ec5ed900635a","block_type":"box","text":"or redemptions consist of a cash portion, the Funds will enter an order with a broker or dealer to purchase or sell the Deposit","page_number":133,"box":{"x":89,"y":146,"width":874,"height":12}},{"id":"56a4a210-7039-4149-9d66-a0a49ffa7a37","block_type":"box","text":"Securities or Fund Securities, as applicable. The terms of such order may, depending on the timing of the transaction and","page_number":133,"box":{"x":88,"y":161,"width":847,"height":12}},{"id":"73cf6d94-63c6-479e-b8ce-b7aff6429420","block_type":"box","text":"certain other factors, require the broker or dealer to guarantee that the Funds will achieve execution of their order at a price","page_number":133,"box":{"x":89,"y":176,"width":864,"height":13}},{"id":"2e893e2d-c9a0-41dc-a9c5-9c6c00f044a1","block_type":"box","text":"at least as favorable to the Funds as the Funds’ valuation of the Deposit Securities/Fund Securities used for purposes of","page_number":133,"box":{"x":89,"y":191,"width":837,"height":13}},{"id":"150ff328-5c68-4ae2-b578-6cf938db5985","block_type":"box","text":"calculating the NAV applied to the creation or redemption transaction giving rise to the order (the “Execution Performance","page_number":133,"box":{"x":89,"y":206,"width":856,"height":13}},{"id":"38253a76-18d0-4215-9789-c545984ea452","block_type":"box","text":"Guarantee”). Such orders may be placed with the purchasing or redeeming Authorized Participant (or a broker-dealer","page_number":133,"box":{"x":89,"y":222,"width":822,"height":12}},{"id":"7c46c66f-0cbe-402a-a619-8537da285555","block_type":"box","text":"affiliated with the Authorized Participant or a third-party broker-dealer engaged through the Authorized Participant) in its","page_number":133,"box":{"x":89,"y":237,"width":848,"height":12}},{"id":"d73fb375-5946-4a93-864e-7abd6140e10e","block_type":"box","text":"capacity as a broker-dealer. The amount payable to the Funds in respect of any Execution Performance Guarantee will","page_number":133,"box":{"x":89,"y":252,"width":822,"height":12}},{"id":"cb322fda-4099-4944-b975-c7e26d960246","block_type":"box","text":"depend on the results achieved by the executing firm and will vary depending on market activity, timing and a variety of other","page_number":133,"box":{"x":89,"y":267,"width":878,"height":12}},{"id":"bd0a0360-81bf-482e-8e3a-6ac1157766ed","block_type":"box","text":"factors. The Execution Performance Guarantee will apply for any orders executed by the Authorized Participant (or an","page_number":133,"box":{"x":88,"y":282,"width":821,"height":12}},{"id":"d6331f2f-0209-4cf4-8258-7010497df753","block_type":"box","text":"affiliated or unaffiliated broker-dealer), even if the trades have not settled before the redemption transaction settles.","page_number":133,"box":{"x":89,"y":297,"width":807,"height":12}},{"id":"b66d84a1-e9a7-405d-8a0e-b4e9c483c373","block_type":"box","text":"To ensure that an Execution Performance Guarantee will be honored on orders arising from creation transactions executed by","page_number":133,"box":{"x":88,"y":324,"width":880,"height":12}},{"id":"e9ce7d2f-46a8-4000-9246-187407f78c37","block_type":"box","text":"an Authorized Participant (or an affiliated or unaffiliated broker-dealer), an Authorized Participant is required to deposit an","page_number":133,"box":{"x":89,"y":339,"width":853,"height":12}},{"id":"22b9ce2d-4c32-42f4-b13f-58e83319a6ee","block_type":"box","text":"amount with the Funds (the “Execution Performance Deposit”). If the broker-dealer executing the order achieves executions","page_number":133,"box":{"x":89,"y":354,"width":869,"height":12}},{"id":"4af5caa3-e489-4973-a225-f3a90d864dba","block_type":"box","text":"in market transactions at a price more favorable than the Funds’ valuation of the Deposit Securities, then the Authorized","page_number":133,"box":{"x":89,"y":369,"width":840,"height":12}},{"id":"e4cbb9e1-1fc3-4de8-8415-e85bc6cb9c5f","block_type":"box","text":"Participant generally may retain the benefit of the favorable executions, and the Fund will return to the Authorized Participant","page_number":133,"box":{"x":89,"y":384,"width":876,"height":12}},{"id":"348832c3-9265-468c-a562-c0f0db0b0ef7","block_type":"box","text":"the Execution Performance Deposit. If, however, the broker-dealer executing the order is unable to achieve executions in","page_number":133,"box":{"x":88,"y":399,"width":840,"height":13}},{"id":"fd1d4c7b-fc64-4efb-8f77-ea99296fa89b","block_type":"box","text":"market transactions at a price at least equal to the Funds’ valuation of the securities, the Funds retain the portion of the","page_number":133,"box":{"x":89,"y":414,"width":835,"height":13}},{"id":"9af0963e-fe4f-4080-ae72-2e2933c8f07a","block_type":"box","text":"Execution Performance Deposit equal to the full amount of the execution shortfall (including any taxes, brokerage","page_number":133,"box":{"x":89,"y":429,"width":795,"height":13}},{"id":"c6271309-3a23-4a6f-869d-a93eb6f5d481","block_type":"box","text":"commissions or other costs) and may require the Authorized Participant to deposit any additional amount required to cover","page_number":133,"box":{"x":89,"y":445,"width":866,"height":12}},{"id":"3cad167b-0333-44b4-9247-3077b7572070","block_type":"box","text":"the full amount of the actual Execution Performance Guarantee.","page_number":133,"box":{"x":88,"y":460,"width":447,"height":9}},{"id":"f9f7e0a5-a8fd-4c4c-8182-8d28bdac8a75","block_type":"box","text":"To ensure that an Execution Performance Guarantee will be honored for brokerage orders arising from redemption","page_number":133,"box":{"x":88,"y":486,"width":800,"height":12}},{"id":"69d519ab-5511-4741-ab80-af3a955c65cf","block_type":"box","text":"transactions executed by an Authorized Participant (or an affiliated or unaffiliated broker-dealer) as broker-dealer, an","page_number":133,"box":{"x":88,"y":501,"width":816,"height":13}},{"id":"8a4b8387-3bfd-48d6-8e73-a8bde2ad1ca6","block_type":"box","text":"Authorized Participant agrees to pay the shortfall amount (the “Execution Performance Offset”). If the broker-dealer","page_number":133,"box":{"x":88,"y":516,"width":811,"height":13}},{"id":"3d936f1e-aa22-4fac-9907-e1edce945b4c","block_type":"box","text":"executing the order achieves executions in market transactions at a price more favorable than the Funds’ valuation of the","page_number":133,"box":{"x":89,"y":531,"width":847,"height":13}},{"id":"0579e375-c655-491e-b3c1-9742d2b22a97","block_type":"box","text":"Fund Securities, then the Authorized Participant generally may retain the benefit of the favorable executions and the","page_number":133,"box":{"x":89,"y":547,"width":811,"height":12}},{"id":"eeaf1f4c-6be2-4527-9a1f-864b0e7538ba","block_type":"box","text":"Authorized Participant is not called upon to honor the Execution Performance Offset. If, however, the broker-dealer is unable","page_number":133,"box":{"x":88,"y":562,"width":869,"height":12}},{"id":"1d1f3ceb-83b6-4c35-9eee-c37b774dfb51","block_type":"box","text":"to achieve executions in market transactions at a price at least equal to the Funds’ valuation of the securities, the Funds will","page_number":133,"box":{"x":88,"y":577,"width":864,"height":12}},{"id":"421944ea-8d6b-4a9e-8b56-5c063c951b9a","block_type":"box","text":"be entitled to the portion of the Execution Performance Offset equal to the full amount of the execution shortfall (including","page_number":133,"box":{"x":89,"y":592,"width":859,"height":12}},{"id":"c68440e3-214f-4e0a-b42c-0946ed50a76f","block_type":"box","text":"any taxes, brokerage commissions or other costs).","page_number":133,"box":{"x":89,"y":607,"width":351,"height":12}},{"id":"4b2ed365-13bb-4bae-a471-1b0c72046317","block_type":"box","text":"The circumstances under which the Execution Performance Guarantee will be used and the expected amount of any","page_number":133,"box":{"x":88,"y":633,"width":816,"height":13}},{"id":"205d0ecb-ce69-4bc3-bb23-68c52ce1241e","block_type":"box","text":"Execution Performance Deposit or Execution Performance Offset for the Funds will be disclosed in the procedures handbook","page_number":133,"box":{"x":89,"y":649,"width":871,"height":12}},{"id":"b3d1ff90-2302-42ad-9069-c4a4d2cd429b","block_type":"box","text":"for Authorized Participants and may change from time to time based on the actual experience of the Funds.","page_number":133,"box":{"x":88,"y":664,"width":754,"height":12}},{"id":"4c3e7272-510f-4c17-b790-7b53a52207d1","block_type":"box","text":"Additional Information Concerning the Trust","page_number":133,"box":{"x":88,"y":694,"width":750,"height":30}},{"id":"3ac6b908-9feb-4602-a61b-42f00d3d006d","block_type":"box","text":"Shares.","page_number":133,"box":{"x":88,"y":736,"width":52,"height":9}},{"id":"fb257aed-c2ca-4e6d-b850-513855a4f8c3","block_type":"box","text":"The Trust issues shares of beneficial interests in the funds with no par value. The Board may designate additional","page_number":133,"box":{"x":149,"y":736,"width":789,"height":12}},{"id":"f4a3b60b-4a23-4aa4-ad36-70ba48ad0cd9","block_type":"box","text":"iShares funds.","page_number":133,"box":{"x":89,"y":751,"width":97,"height":9}},{"id":"6e43726c-7cab-4d7b-a352-52b13e59798b","block_type":"box","text":"Each share issued by a fund has a","page_number":133,"box":{"x":89,"y":777,"width":234,"height":12}},{"id":"5532f95b-1a36-4593-b284-27f95e269ea6","block_type":"box","text":"pro rata","page_number":133,"box":{"x":327,"y":778,"width":56,"height":11}},{"id":"e1578724-42a8-422d-8f1e-d4779c71a5b8","block_type":"box","text":"interest in the assets of that fund. Shares have no preemptive, exchange,","page_number":133,"box":{"x":388,"y":777,"width":507,"height":12}},{"id":"f7e4af87-f699-4f14-abcf-9e1468a3988b","block_type":"box","text":"subscription or conversion rights and are freely transferable. Each share is entitled to participate equally in dividends and","page_number":133,"box":{"x":89,"y":792,"width":842,"height":13}},{"id":"c5d0ff51-eed4-4bcc-8f07-5eb50bdcfb3b","block_type":"box","text":"distributions declared by the Board with respect to the relevant fund, and in the net distributable assets of such fund on","page_number":133,"box":{"x":89,"y":807,"width":835,"height":13}},{"id":"335d2f7c-f23f-47ce-8f7b-8b1abb443088","block_type":"box","text":"liquidation.","page_number":133,"box":{"x":89,"y":822,"width":76,"height":13}},{"id":"689cbbd4-a09b-403a-8c37-7836151b5500","block_type":"box","text":"113","page_number":133,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"28c7c5ee-ba50-4082-8f4e-603f410b64d3","block_type":"box","text":"Each share has one vote with respect to matters upon which the shareholder is entitled to vote. In any matter submitted to","page_number":134,"box":{"x":89,"y":44,"width":858,"height":12}},{"id":"f41baa70-f6ab-4b99-a2c3-8859f74d8f32","block_type":"box","text":"shareholders for a vote, each fund shall hold a separate vote, provided that shareholders of all affected funds will vote","page_number":134,"box":{"x":89,"y":59,"width":821,"height":12}},{"id":"22bc3f59-2c25-4c7a-a064-3c93c3d3e429","block_type":"box","text":"together when: (i) required by the 1940 Act, or (ii) the Trustees determine that the matter affects the interests of more than","page_number":134,"box":{"x":88,"y":74,"width":864,"height":12}},{"id":"88af3e84-ba07-4406-8101-e59cad9d1d8e","block_type":"box","text":"one fund.","page_number":134,"box":{"x":89,"y":89,"width":65,"height":10}},{"id":"dcacad73-dc67-4afa-ab2f-429828b8f573","block_type":"box","text":"Under Delaware law, the Trust is not required to hold an annual meeting of shareholders unless required to do so under the","page_number":134,"box":{"x":89,"y":116,"width":861,"height":12}},{"id":"8fb8c603-8f17-402e-bb23-5266b1d3d52d","block_type":"box","text":"1940 Act. The policy of the Trust is not to hold an annual meeting of shareholders unless required to do so under the 1940","page_number":134,"box":{"x":90,"y":131,"width":857,"height":12}},{"id":"2f8348f3-8761-4110-acea-97465867ea9d","block_type":"box","text":"Act. All shares (regardless of the fund) have noncumulative voting rights in the election of members of the Board. Under","page_number":134,"box":{"x":88,"y":146,"width":842,"height":12}},{"id":"4d3a2b4f-cc16-4229-8d60-470fa6ad40e1","block_type":"box","text":"Delaware law, Trustees of the Trust may be removed by vote of the shareholders.","page_number":134,"box":{"x":89,"y":161,"width":563,"height":12}},{"id":"2dffad05-9cda-4bef-ab7c-c6881c3d3b63","block_type":"box","text":"Following the creation of the initial Creation Unit(s) of shares of a fund and immediately prior to the commencement of","page_number":134,"box":{"x":89,"y":188,"width":837,"height":12}},{"id":"733309ca-2bcc-499b-8b1e-4e9938ede29f","block_type":"box","text":"trading in such fund’s shares, a holder of shares may be a “control person” of the fund, as defined in Rule 0-1 under the 1940","page_number":134,"box":{"x":88,"y":203,"width":874,"height":12}},{"id":"f27fb373-7bf4-4a6a-9f69-682df731c7d8","block_type":"box","text":"Act. A fund cannot predict the length of time for which one or more shareholders may remain a control person of the fund.","page_number":134,"box":{"x":88,"y":218,"width":862,"height":12}},{"id":"531a3e4c-9342-45ad-aa84-8bbe9b2fcdd2","block_type":"box","text":"Shareholders may make inquiries by writing to iShares Trust, c/o BlackRock Investments, LLC, 1 University Square Drive,","page_number":134,"box":{"x":88,"y":244,"width":840,"height":13}},{"id":"b84d9d1d-7407-4986-8b57-4b1b2cbc7e33","block_type":"box","text":"Princeton, NJ 08540.","page_number":134,"box":{"x":89,"y":260,"width":141,"height":11}},{"id":"0b6cc965-db57-401a-bb0b-2e2fe31142dd","block_type":"box","text":"Absent an applicable exemption or other relief from the SEC or its staff, beneficial owners of more than 5% of the shares of a","page_number":134,"box":{"x":88,"y":286,"width":873,"height":12}},{"id":"313e7998-c56c-470b-b957-b0a534d78b22","block_type":"box","text":"fund may be subject to the reporting provisions of Section 13 of the 1934 Act and the SEC’s rules promulgated thereunder. In","page_number":134,"box":{"x":88,"y":301,"width":876,"height":12}},{"id":"a74b4c4b-5c98-4e1b-b447-c06987e599e3","block_type":"box","text":"addition, absent an applicable exemption or other relief from the SEC or its staff, officers and trustees of a fund and beneficial","page_number":134,"box":{"x":89,"y":316,"width":875,"height":12}},{"id":"392c10b6-3546-4340-9670-87298827e6dc","block_type":"box","text":"owners of 10% of the shares of a fund (“Insiders”) may be subject to the insider reporting, short-swing profit and short sale","page_number":134,"box":{"x":89,"y":331,"width":865,"height":12}},{"id":"f92a0a33-e74a-4552-8fa2-9d60b1a67589","block_type":"box","text":"provisions of Section 16 of the 1934 Act and the SEC’s rules promulgated thereunder. Beneficial owners and Insiders should","page_number":134,"box":{"x":89,"y":346,"width":864,"height":13}},{"id":"6b1ae803-8803-42fc-81ba-f9d5195c669f","block_type":"box","text":"consult with their own legal counsel concerning their obligations under Sections 13 and 16 of the 1934 Act and existing","page_number":134,"box":{"x":89,"y":361,"width":838,"height":13}},{"id":"6026fdd0-e0e8-4541-a35a-2dd0ca5ef252","block_type":"box","text":"guidance provided by the SEC staff.","page_number":134,"box":{"x":89,"y":376,"width":245,"height":13}},{"id":"1c97f1c6-d7b7-40b0-bce4-e73092f4202f","block_type":"box","text":"In accordance with the Trust’s current Agreement and Declaration of Trust (the “Declaration of Trust”), the Board may,","page_number":134,"box":{"x":89,"y":403,"width":831,"height":12}},{"id":"eaf9a1dd-8292-449e-aab7-a86f4b88c0e7","block_type":"box","text":"without shareholder approval (unless such shareholder approval is required by the Declaration of Trust or applicable law,","page_number":134,"box":{"x":88,"y":418,"width":844,"height":12}},{"id":"ffa60f55-c342-4f57-b5b2-2f9d86034e75","block_type":"box","text":"including the 1940 Act), authorize certain funds to merge, reorganize, consolidate, sell all or substantially all of their assets, or","page_number":134,"box":{"x":89,"y":433,"width":879,"height":13}},{"id":"e76a230a-95b7-4168-a492-f620331561c4","block_type":"box","text":"take other similar actions with, to or into another fund. The Trust or a fund may be terminated by a majority vote of the","page_number":134,"box":{"x":88,"y":448,"width":839,"height":13}},{"id":"29882a14-5fd1-436f-b5ac-b6710bf982ab","block_type":"box","text":"Board, subject to the affirmative vote of a majority of the shareholders of the Trust or such fund entitled to vote on","page_number":134,"box":{"x":89,"y":463,"width":800,"height":13}},{"id":"9a588360-d21d-4980-85e9-4238ee58c359","block_type":"box","text":"termination; however, in certain circumstances described in the Declaration of Trust, only a majority vote of the Board is","page_number":134,"box":{"x":88,"y":479,"width":839,"height":12}},{"id":"360f0172-53c0-4e00-93c3-013c6ccce5a6","block_type":"box","text":"required. Although the shares are not automatically redeemable upon the occurrence of any specific event, the Declaration of","page_number":134,"box":{"x":89,"y":494,"width":879,"height":12}},{"id":"e175fc8e-5f75-43da-86cb-6fa5ab9faf77","block_type":"box","text":"Trust provides that the Board will have the unrestricted power to alter the number of shares in a Creation Unit. Therefore, in","page_number":134,"box":{"x":88,"y":509,"width":863,"height":12}},{"id":"153f0463-2eaa-43ba-98ed-2a486dd5df54","block_type":"box","text":"the event of a termination of the Trust or a fund, the Board, in its sole discretion, could determine to permit the shares to be","page_number":134,"box":{"x":88,"y":524,"width":866,"height":12}},{"id":"ad17ef51-bc38-494f-83f1-ac9f7de6c990","block_type":"box","text":"redeemable in aggregations smaller than Creation Units or to be individually redeemable. In such circumstance, the Trust or a","page_number":134,"box":{"x":89,"y":539,"width":878,"height":12}},{"id":"2c064137-9f9a-4f86-b71e-d7c4dea1dca5","block_type":"box","text":"fund may make redemptions in-kind, for cash or for a combination of cash or securities. Further, in the event of a termination","page_number":134,"box":{"x":88,"y":554,"width":877,"height":12}},{"id":"befbe3fe-a642-4580-913a-b3f13926d61c","block_type":"box","text":"of the Trust or a fund, the Trust or a fund might elect to pay cash redemptions to all shareholders, with an in-kind election for","page_number":134,"box":{"x":89,"y":569,"width":878,"height":13}},{"id":"88c95478-f034-42a2-a705-ae846b904e42","block_type":"box","text":"shareholders owning in excess of a certain stated minimum amount.","page_number":134,"box":{"x":89,"y":584,"width":480,"height":13}},{"id":"919f65dc-8b08-46d8-8428-f4e4640244ff","block_type":"box","text":"DTC as Securities Depository for Shares of the Funds.","page_number":134,"box":{"x":89,"y":611,"width":383,"height":12}},{"id":"c3ae0c0d-108c-45a5-b358-500ce9a09d66","block_type":"box","text":"Shares of each Fund are represented by securities registered in the","page_number":134,"box":{"x":481,"y":611,"width":465,"height":12}},{"id":"6c257ee9-8595-4498-86a6-86f4044f4b74","block_type":"box","text":"name of DTC or its nominee and deposited with, or on behalf of, DTC.","page_number":134,"box":{"x":89,"y":626,"width":486,"height":12}},{"id":"5f790264-53a4-4847-91e0-399ba3e1df56","block_type":"box","text":"DTC was created in 1973 to enable electronic movement of securities between its participants (“DTC Participants”), and","page_number":134,"box":{"x":89,"y":652,"width":836,"height":13}},{"id":"2f7f88d1-ecf8-4f58-bd4f-2c2bdb7eb24d","block_type":"box","text":"NSCC was established in 1976 to provide a single settlement system for securities clearing and to serve as central","page_number":134,"box":{"x":89,"y":668,"width":790,"height":12}},{"id":"f64b992a-548e-44c0-9fca-45bdc7e1146e","block_type":"box","text":"counterparty for securities trades among DTC Participants. In 1999, DTC and NSCC were consolidated within The Depository","page_number":134,"box":{"x":89,"y":683,"width":872,"height":12}},{"id":"f17a7d19-bcd6-4bd9-aca7-44b19081f1a0","block_type":"box","text":"Trust & Clearing Corporation (“DTCC”) and became wholly-owned subsidiaries of DTCC. The common stock of DTCC is","page_number":134,"box":{"x":88,"y":698,"width":837,"height":12}},{"id":"2eaaf040-b2ce-4d61-b508-eacbe70888f5","block_type":"box","text":"owned by the DTC Participants, but NYSE and FINRA, through subsidiaries, hold preferred shares in DTCC that provide them","page_number":134,"box":{"x":89,"y":713,"width":864,"height":12}},{"id":"ed26646f-7165-4fbd-a326-ddc5fe91492d","block_type":"box","text":"with the right to elect one member each to the DTCC board of directors. Access to the DTC system is available to entities,","page_number":134,"box":{"x":88,"y":728,"width":848,"height":12}},{"id":"60a774ae-46fa-477e-a076-06c3c2b385f5","block_type":"box","text":"such as banks, brokers, dealers and trust companies, that clear through or maintain a custodial relationship with a DTC","page_number":134,"box":{"x":89,"y":743,"width":833,"height":12}},{"id":"c49fe10b-adac-498c-9240-9b3f18493d97","block_type":"box","text":"Participant, either directly or indirectly (“Indirect Participants”).","page_number":134,"box":{"x":89,"y":758,"width":439,"height":13}},{"id":"e18c73fc-53e7-4722-8646-4732cb16d11e","block_type":"box","text":"Beneficial ownership of shares is limited to DTC Participants, Indirect Participants and persons holding interests through DTC","page_number":134,"box":{"x":89,"y":785,"width":873,"height":12}},{"id":"a5370be8-7cb0-4b05-a186-d98890f45df6","block_type":"box","text":"Participants and Indirect Participants. Ownership of beneficial interests in shares (owners of such beneficial interests are","page_number":134,"box":{"x":89,"y":800,"width":840,"height":12}},{"id":"ccdffae5-2282-48be-a4b5-2dfec8755354","block_type":"box","text":"referred to herein as “Beneficial Owners”) is shown on, and the transfer of ownership is effected only through, records","page_number":134,"box":{"x":89,"y":815,"width":825,"height":12}},{"id":"2fc76c92-0c5c-4a67-b765-109d858b456d","block_type":"box","text":"maintained by DTC (with respect to DTC Participants) and on the records of DTC Participants (with respect to Indirect","page_number":134,"box":{"x":89,"y":830,"width":822,"height":12}},{"id":"859b5a6c-5b5f-4814-872e-efeb454a0204","block_type":"box","text":"Participants and Beneficial Owners that are not DTC Participants). Beneficial Owners will receive from or through the DTC","page_number":134,"box":{"x":89,"y":845,"width":848,"height":12}},{"id":"8547c96c-dee3-462e-8909-d3951504b373","block_type":"box","text":"Participant a written confirmation relating to their purchase of shares. The laws of some jurisdictions may require that certain","page_number":134,"box":{"x":89,"y":860,"width":877,"height":13}},{"id":"98de39e7-0204-40d7-a918-6fe45e852299","block_type":"box","text":"114","page_number":134,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"621891b3-2941-475c-8668-ce067aef288a","block_type":"box","text":"purchasers of securities take physical delivery of such securities in definitive form. Such laws may impair the ability of certain","page_number":135,"box":{"x":89,"y":44,"width":872,"height":12}},{"id":"6b87a6aa-1b8d-41df-97d7-4633c18eef3b","block_type":"box","text":"investors to acquire beneficial interests in shares of the Fund.","page_number":135,"box":{"x":89,"y":59,"width":426,"height":12}},{"id":"ce434b16-cc62-4d26-b46c-70363b6b5e3a","block_type":"box","text":"Conveyance of all notices, statements and other communications to Beneficial Owners is effected as follows. Pursuant to the","page_number":135,"box":{"x":89,"y":85,"width":873,"height":13}},{"id":"348517c7-4975-45f1-bf69-167bd717d265","block_type":"box","text":"Depositary Agreement between the Trust and DTC, DTC is required to make available to the Trust upon request and for a fee","page_number":135,"box":{"x":89,"y":101,"width":869,"height":12}},{"id":"46fdcbba-d648-4ce3-9b0f-6955cd6d619d","block_type":"box","text":"to be charged to the Trust a listing of the shares of each Fund held by each DTC Participant. The Trust shall inquire of each","page_number":135,"box":{"x":88,"y":116,"width":856,"height":12}},{"id":"f7690287-f0c8-4c24-a818-e5d660636953","block_type":"box","text":"such DTC Participant as to the number of Beneficial Owners holding shares, directly or indirectly, through such DTC","page_number":135,"box":{"x":89,"y":131,"width":807,"height":12}},{"id":"296eb435-e5d5-4799-8de6-c44364d5097d","block_type":"box","text":"Participant. The Trust shall provide each such DTC Participant with copies of such notice, statement or other communication,","page_number":135,"box":{"x":89,"y":146,"width":877,"height":12}},{"id":"ebe185d4-fbd4-43cb-b771-b59c7f2ff3db","block_type":"box","text":"in such form, number and at such place as such DTC Participant may reasonably request, in order that such notice,","page_number":135,"box":{"x":89,"y":161,"width":803,"height":12}},{"id":"77c0e3ef-d9b9-4484-805f-00d43b9ecd28","block_type":"box","text":"statement or communication may be transmitted by such DTC Participant, directly or indirectly, to such Beneficial Owners. In","page_number":135,"box":{"x":89,"y":176,"width":874,"height":13}},{"id":"4516f8e8-a7e5-4ae1-8f45-0f675c52a79c","block_type":"box","text":"addition, the Trust shall pay to each such DTC Participant a fair and reasonable amount as reimbursement for the expenses","page_number":135,"box":{"x":89,"y":191,"width":861,"height":13}},{"id":"afeb2d7c-5ea9-42b4-ab10-513ac8267470","block_type":"box","text":"attendant to such transmittal, all subject to applicable statutory and regulatory requirements.","page_number":135,"box":{"x":89,"y":206,"width":652,"height":13}},{"id":"174a72c3-4075-4a75-bca2-9d965fb0f51f","block_type":"box","text":"Share distributions shall be made to DTC or its nominee, Cede & Co., as the registered holder of all shares of the Trust. DTC or","page_number":135,"box":{"x":88,"y":233,"width":878,"height":12}},{"id":"f582cd67-1e4d-47b5-b7c6-eda914348467","block_type":"box","text":"its nominee, upon receipt of any such distributions, shall credit immediately DTC Participants’ accounts with payments in","page_number":135,"box":{"x":89,"y":248,"width":847,"height":12}},{"id":"a7dcfd16-6fc4-431e-8e6b-daabe2b1e495","block_type":"box","text":"amounts proportionate to their respective beneficial interests in shares of each Fund as shown on the records of DTC or its","page_number":135,"box":{"x":89,"y":263,"width":858,"height":12}},{"id":"51d120fd-07c3-4581-85f3-01bf8f0c0528","block_type":"box","text":"nominee. Payments by DTC Participants to Indirect Participants and Beneficial Owners of shares held through such DTC","page_number":135,"box":{"x":89,"y":278,"width":836,"height":13}},{"id":"3f55378e-331c-4f06-b754-f3ff79a65a57","block_type":"box","text":"Participants will be governed by standing instructions and customary practices, as is now the case with securities held for the","page_number":135,"box":{"x":89,"y":293,"width":877,"height":13}},{"id":"e4e2ec92-9dc9-48f0-b5a7-ab676f11aa1e","block_type":"box","text":"accounts of customers in bearer form or registered in a “street name,” and will be the responsibility of such DTC Participants.","page_number":135,"box":{"x":89,"y":308,"width":875,"height":13}},{"id":"02d206bc-7619-47a7-b735-5f41b67eae45","block_type":"box","text":"The Trust has no responsibility or liability for any aspect of the records relating to or notices to Beneficial Owners, or","page_number":135,"box":{"x":88,"y":335,"width":813,"height":12}},{"id":"d85c7fbf-bff2-4069-99fe-d8953b81b551","block_type":"box","text":"payments made on account of beneficial ownership interests in such shares, or for maintaining, supervising or reviewing any","page_number":135,"box":{"x":89,"y":350,"width":874,"height":12}},{"id":"3238c598-2a06-4aa3-880a-90a46bd8e592","block_type":"box","text":"records relating to such beneficial ownership interests, or for any other aspect of the relationship between DTC and the DTC","page_number":135,"box":{"x":89,"y":365,"width":866,"height":12}},{"id":"f17fa99c-dd33-4ff1-bee4-ec32362cec92","block_type":"box","text":"Participants or the relationship between such DTC Participants and the Indirect Participants and Beneficial Owners owning","page_number":135,"box":{"x":89,"y":380,"width":855,"height":13}},{"id":"c4eec85c-288c-471c-8231-7f90decc62d7","block_type":"box","text":"through such DTC Participants. DTC may decide to discontinue providing its service with respect to shares of the Trust at any","page_number":135,"box":{"x":88,"y":395,"width":876,"height":13}},{"id":"624bebe1-ffe1-4756-ab50-16bef0567d4d","block_type":"box","text":"time by giving reasonable notice to the Trust and discharging its responsibilities with respect thereto under applicable law.","page_number":135,"box":{"x":88,"y":410,"width":855,"height":13}},{"id":"e9355b6b-51d5-4b23-86b3-026f7010d557","block_type":"box","text":"Under such circumstances, the Trust shall take action to find a replacement for DTC to perform its functions at a comparable","page_number":135,"box":{"x":89,"y":426,"width":873,"height":12}},{"id":"ee01ed88-c5bd-49d2-87d0-138db8c772b5","block_type":"box","text":"cost.","page_number":135,"box":{"x":89,"y":442,"width":32,"height":8}},{"id":"f09e5fcc-680e-4459-81e4-84ff8afe5b16","block_type":"box","text":"Distribution of Shares.","page_number":135,"box":{"x":89,"y":467,"width":160,"height":10}},{"id":"c1d8ddbf-ca5a-4627-bc17-ded0dca03603","block_type":"box","text":"In connection with each Fund’s launch, each Fund was seeded through the sale of one or more","page_number":135,"box":{"x":259,"y":467,"width":665,"height":13}},{"id":"3d5059df-21d6-4b3f-af0a-4f917f049ffa","block_type":"box","text":"Creation Units by each Fund to one or more initial investors. Initial investors participating in the seeding may be Authorized","page_number":135,"box":{"x":89,"y":482,"width":859,"height":13}},{"id":"34f48b20-4ef5-4403-b14c-5e900e665787","block_type":"box","text":"Participants, a lead market maker or other third party investor or an affiliate of each Fund or each Fund’s adviser. Each such","page_number":135,"box":{"x":89,"y":497,"width":861,"height":13}},{"id":"2060cd5d-bb7a-430a-9292-ada5fab0f2f9","block_type":"box","text":"initial investor may sell some or all of the shares underlying the Creation Unit(s) held by them pursuant to the registration","page_number":135,"box":{"x":89,"y":513,"width":848,"height":12}},{"id":"90122077-1f88-4cb1-b23b-675a0976d867","block_type":"box","text":"statement for each Fund (each, a “Selling Shareholder”), which shares have been registered to permit the resale from time to","page_number":135,"box":{"x":89,"y":528,"width":873,"height":12}},{"id":"a3a758d1-363f-46d6-a517-6370f562139b","block_type":"box","text":"time after purchase. Each Fund will not receive any of the proceeds from the resale by the Selling Shareholders of these","page_number":135,"box":{"x":88,"y":543,"width":833,"height":12}},{"id":"63f68788-1649-4e1f-9411-8b19cda73b72","block_type":"box","text":"shares.","page_number":135,"box":{"x":89,"y":558,"width":47,"height":10}},{"id":"c3be7765-0ad4-44d1-b35f-7cb46a8bd1a2","block_type":"box","text":"Selling Shareholders may sell shares owned by them directly or through broker-dealers, in accordance with applicable law, on","page_number":135,"box":{"x":88,"y":584,"width":877,"height":13}},{"id":"c2e19fdf-6292-4582-9dae-86f3fb18cc3f","block_type":"box","text":"any national securities exchange on which the shares may be listed or quoted at the time of sale, through trading systems, in","page_number":135,"box":{"x":89,"y":599,"width":873,"height":13}},{"id":"4a3d660b-1d13-460c-91a3-9210b710eb47","block_type":"box","text":"the OTC market or in transactions other than on these exchanges or systems at fixed prices, at prevailing market prices at the","page_number":135,"box":{"x":88,"y":615,"width":878,"height":12}},{"id":"f5d0dee9-4258-4a40-acbf-1d6db4b578d6","block_type":"box","text":"time of the sale, at varying prices determined at the time of sale, or at negotiated prices. These sales may be effected through","page_number":135,"box":{"x":88,"y":630,"width":877,"height":12}},{"id":"ff742ab5-9cbe-4f16-8774-ba4d923e9937","block_type":"box","text":"brokerage transactions, privately negotiated trades, block sales, entry into options or other derivatives transactions or","page_number":135,"box":{"x":89,"y":645,"width":822,"height":12}},{"id":"fff0fa15-0ec1-4733-b774-9a9c1b178d43","block_type":"box","text":"through any other means authorized by applicable law. Selling Shareholders may redeem the shares held in Creation Unit size","page_number":135,"box":{"x":88,"y":660,"width":875,"height":12}},{"id":"bcf48bfa-cd4b-4411-8d46-1eb3abd2c76b","block_type":"box","text":"by them through an Authorized Participant.","page_number":135,"box":{"x":89,"y":675,"width":302,"height":12}},{"id":"3103576f-a956-4493-bcf9-e788bbdf5db6","block_type":"box","text":"Any Selling Shareholder and any broker-dealer or agents participating in the distribution of shares may be deemed to be","page_number":135,"box":{"x":88,"y":702,"width":840,"height":12}},{"id":"9d6da9e2-3811-4e8f-8320-d991e147249b","block_type":"box","text":"“underwriters” within the meaning of Section 2(a)(11) of the 1933 Act, in connection with such sales.","page_number":135,"box":{"x":89,"y":717,"width":712,"height":12}},{"id":"7c833eee-aa27-4ccb-9f27-24807c984caf","block_type":"box","text":"Any Selling Shareholder and any other person participating in such distribution will be subject to applicable provisions of the","page_number":135,"box":{"x":88,"y":743,"width":871,"height":12}},{"id":"8399ba1f-d746-4e39-9186-a1182197ec0f","block_type":"box","text":"1934 Act and the rules and regulations thereunder.","page_number":135,"box":{"x":90,"y":758,"width":354,"height":13}},{"id":"25c4755b-d1ce-401a-9173-97bd67ea955b","block_type":"box","text":"Creation and Redemption of Creation Units","page_number":135,"box":{"x":90,"y":789,"width":721,"height":30}},{"id":"4e6b6804-e8ff-4c4e-bcd4-899ed0a39983","block_type":"box","text":"General.","page_number":135,"box":{"x":89,"y":830,"width":59,"height":10}},{"id":"2dc800f6-6726-461d-a46b-d299ccb77db2","block_type":"box","text":"The Trust issues and sells shares of each Fund only in Creation Units on a continuous basis through the Distributor","page_number":135,"box":{"x":156,"y":830,"width":804,"height":12}},{"id":"dce651b0-55fd-4796-a637-b2d1e04e7fa1","block_type":"box","text":"or its agent, without a sales load, at a price based on each Fund’s NAV next determined after receipt, on any Business Day (as","page_number":135,"box":{"x":89,"y":845,"width":875,"height":12}},{"id":"02f65576-a267-4ad7-8d2c-53b9cce27012","block_type":"box","text":"defined below), of an order received by the Distributor or its agent in proper form. On days when the applicable Listing","page_number":135,"box":{"x":89,"y":860,"width":828,"height":13}},{"id":"03ad99af-111a-4721-a8af-e7e9fbe05b53","block_type":"box","text":"115","page_number":135,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"4ac34eeb-c613-4427-81b3-a31a7b34c81b","block_type":"box","text":"Exchange closes earlier than normal, a Fund may require orders to be placed earlier in the day. The following table sets forth","page_number":136,"box":{"x":89,"y":44,"width":866,"height":12}},{"id":"64fc5e7b-ba63-4529-84b2-db31f07c30f7","block_type":"box","text":"the number of shares of a Fund that constitute a Creation Unit for such Fund and the approximate value of such Creation","page_number":136,"box":{"x":88,"y":59,"width":848,"height":12}},{"id":"44f77cca-0d5f-4aa1-a2b8-fc1d9a0a13c1","block_type":"box","text":"Unit as of July 31, 2025:","page_number":136,"box":{"x":89,"y":74,"width":162,"height":12}},{"id":"bd63d100-2f2c-4191-9a0f-9f49dd9219a3","block_type":"box","text":"Fund","page_number":136,"box":{"x":89,"y":134,"width":27,"height":8}},{"id":"4a54c017-a060-41e5-95d1-f13909235b18","block_type":"box","text":"Shares Per","page_number":136,"box":{"x":714,"y":124,"width":61,"height":8}},{"id":"12d241a9-cbc3-4395-8a91-0693332ade6b","block_type":"box","text":"Creation Unit","page_number":136,"box":{"x":706,"y":134,"width":76,"height":8}},{"id":"1050e779-24f3-4545-b660-b3e8f2a230a3","block_type":"box","text":"Approximate","page_number":136,"box":{"x":876,"y":104,"width":75,"height":10}},{"id":"9dca5fe2-e198-4b2d-964b-a4349e35412c","block_type":"box","text":"Value Per","page_number":136,"box":{"x":887,"y":114,"width":54,"height":8}},{"id":"d0e11125-6206-4b9f-a1d2-ba258c16f041","block_type":"box","text":"Creation","page_number":136,"box":{"x":890,"y":124,"width":47,"height":8}},{"id":"059968dc-1a35-495b-b8e8-0f0df8c200f4","block_type":"box","text":"Unit (U.S.$)","page_number":136,"box":{"x":881,"y":134,"width":65,"height":10}},{"id":"af3c6fc4-e745-4acf-ae1d-4e50f1696337","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF 40,000 $ 842,051.76","page_number":136,"box":{"x":89,"y":156,"width":879,"height":12}},{"id":"6159aae6-8f12-4576-9460-76e5f2993053","block_type":"box","text":"iShares Core MSCI EAFE ETF 200,000 $16,296,803.00","page_number":136,"box":{"x":89,"y":171,"width":879,"height":11}},{"id":"9e0aa79e-099d-4fdb-a0e3-c948ac5182f0","block_type":"box","text":"iShares Core MSCI International Developed Markets ETF 150,000 $ 11,180,451.30","page_number":136,"box":{"x":89,"y":186,"width":879,"height":13}},{"id":"34804d57-02fd-4ffb-90b0-41d57cc96392","block_type":"box","text":"iShares Core MSCI Total International Stock ETF 100,000 $ 7,647,316.70","page_number":136,"box":{"x":89,"y":201,"width":879,"height":12}},{"id":"7eb71fd3-f4ee-4917-a434-7356b4d4948d","block_type":"box","text":"iShares Cybersecurity and Tech ETF 50,000 $ 2,546,767.85","page_number":136,"box":{"x":89,"y":216,"width":878,"height":13}},{"id":"4159a196-c5a2-4c2f-833d-0d05568ec122","block_type":"box","text":"iShares Energy Storage & Materials ETF 40,000 $ 940,592.88","page_number":136,"box":{"x":89,"y":232,"width":878,"height":12}},{"id":"53b32d60-c1cd-4f33-a26e-aa8b14b72396","block_type":"box","text":"iShares Future Exponential Technologies ETF 50,000 $ 3,298,532.35","page_number":136,"box":{"x":89,"y":247,"width":878,"height":12}},{"id":"5bebafa1-5a55-4aa7-8c04-d34858ecd62e","block_type":"box","text":"iShares Genomics Immunology and Healthcare ETF 50,000 $ 1,059,259.15","page_number":136,"box":{"x":89,"y":262,"width":878,"height":12}},{"id":"f6929890-3b9c-4541-9b99-fcef1f0f8fe1","block_type":"box","text":"iShares Global Equity Factor ETF 50,000 $ 2,438,205.25","page_number":136,"box":{"x":89,"y":277,"width":878,"height":12}},{"id":"81c8ce2c-cb81-4cb5-8ea6-0100c7913fb7","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF 50,000 $10,675,654.55","page_number":136,"box":{"x":89,"y":292,"width":878,"height":12}},{"id":"033f41b4-de8f-4326-a48a-94739f7bd5e5","block_type":"box","text":"iShares MSCI ACWI ETF 200,000 $25,985,980.80","page_number":136,"box":{"x":89,"y":307,"width":879,"height":12}},{"id":"fa0d6d04-5b54-4825-b1df-313805711c59","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF 200,000 $12,050,721.80","page_number":136,"box":{"x":89,"y":322,"width":879,"height":12}},{"id":"ea3311bf-279b-42fc-a072-970c48c6ec1c","block_type":"box","text":"iShares MSCI All Country Asia ex Japan ETF 200,000 $16,789,663.60","page_number":136,"box":{"x":89,"y":337,"width":879,"height":13}},{"id":"fef46b38-85b5-4977-ace7-4686766db169","block_type":"box","text":"iShares MSCI China A ETF 50,000 $ 1,489,417.60","page_number":136,"box":{"x":89,"y":353,"width":879,"height":11}},{"id":"07cb2c4b-61a7-48fb-a2eb-5f06c0f1f454","block_type":"box","text":"iShares Neuroscience and Healthcare ETF 50,000 $ 1,166,268.00","page_number":136,"box":{"x":89,"y":368,"width":879,"height":11}},{"id":"b39a35cb-8b32-44f1-ac9a-986c04de5080","block_type":"box","text":"iShares Self-Driving EV and Tech ETF 100,000 $ 3,272,807.20","page_number":136,"box":{"x":89,"y":383,"width":879,"height":12}},{"id":"602f0ecd-f985-4b48-b2af-720a3b28be12","block_type":"box","text":"In its discretion, the Trust reserves the right to increase or decrease the number of a Fund’s shares that constitute a Creation","page_number":136,"box":{"x":89,"y":416,"width":869,"height":12}},{"id":"e7de6609-65e9-4cd5-bdac-e2a5c1eac2fd","block_type":"box","text":"Unit. The Board reserves the right to declare a split or a consolidation in the number of shares outstanding of any Fund, and","page_number":136,"box":{"x":89,"y":431,"width":864,"height":12}},{"id":"2afa6484-cd54-4b15-8765-8aa3743a115e","block_type":"box","text":"to make a corresponding change in the number of shares constituting a Creation Unit, in the event that the per share price in","page_number":136,"box":{"x":88,"y":446,"width":874,"height":12}},{"id":"844d52a4-74ba-4071-a6fe-63cf1f17345c","block_type":"box","text":"the secondary market rises (or declines) to an amount that falls outside the range deemed desirable by the Board.","page_number":136,"box":{"x":88,"y":461,"width":796,"height":12}},{"id":"0c9ca58c-c527-4421-990a-b515109e8066","block_type":"box","text":"A “Business Day” with respect to each Fund is any day the Fund is open for business, including any day when it satisfies","page_number":136,"box":{"x":88,"y":487,"width":839,"height":13}},{"id":"1c1d6bed-66d1-4b0a-8ffd-0100d362a252","block_type":"box","text":"redemption requests as required by Section 22(e) of the 1940 Act. Each Fund is open for business any day on which the","page_number":136,"box":{"x":89,"y":502,"width":837,"height":13}},{"id":"3414654d-de35-4585-8e2d-f78dfd6ed996","block_type":"box","text":"Listing Exchange on which the Fund is listed for trading is open for business. As of the date of this SAI, each Listing Exchange","page_number":136,"box":{"x":89,"y":518,"width":877,"height":12}},{"id":"301c5fd6-977a-4236-8c3f-237cdc20d692","block_type":"box","text":"observes the following holidays, as observed: New Year’s Day, Martin Luther King Jr. Day, Presidents’ Day, Good Friday,","page_number":136,"box":{"x":89,"y":533,"width":821,"height":12}},{"id":"8d773b49-0e50-485a-bbf8-fdc6c7e35e94","block_type":"box","text":"Memorial Day, Juneteenth, Independence Day, Labor Day, Thanksgiving Day and Christmas Day.","page_number":136,"box":{"x":89,"y":548,"width":669,"height":12}},{"id":"8762c6eb-3a2d-40e3-813c-7b21a2601467","block_type":"box","text":"Fund Deposit.","page_number":136,"box":{"x":89,"y":574,"width":98,"height":13}},{"id":"9f37ceb5-0e52-4271-a9de-f73223fdecbd","block_type":"box","text":"The consideration for purchase of Creation Units of each Fund (except for the iShares MSCI China A ETF,","page_number":136,"box":{"x":196,"y":574,"width":733,"height":13}},{"id":"b1ab5ea2-4d46-4140-b001-2cb677c5dfbe","block_type":"box","text":"which is generally offered in Creation Units solely for cash), generally consists of Deposit Securities and the Cash Component","page_number":136,"box":{"x":88,"y":589,"width":876,"height":13}},{"id":"b68735a1-5d01-4f3d-961f-87fb9c296995","block_type":"box","text":"computed as described below. Together, the Deposit Securities and the Cash Component constitute the “Fund Deposit,”","page_number":136,"box":{"x":89,"y":605,"width":840,"height":12}},{"id":"59c101db-b04c-40d6-a7a9-eaffc1d4d2a6","block_type":"box","text":"which, when combined with a Fund’s portfolio securities, is designed to generate performance that has a collective","page_number":136,"box":{"x":88,"y":620,"width":806,"height":12}},{"id":"4de96881-3971-463f-a1a5-cbae39e9354d","block_type":"box","text":"investment profile similar to that of the Underlying Index. The Fund Deposit represents the minimum initial and subsequent","page_number":136,"box":{"x":89,"y":635,"width":865,"height":12}},{"id":"5e121eb2-3c95-4a89-813c-56730db41644","block_type":"box","text":"investment amount for a Creation Unit of any Fund. Such Fund Deposit is applicable, subject to any adjustments as described","page_number":136,"box":{"x":89,"y":650,"width":877,"height":12}},{"id":"f5643f7f-f407-4d8e-813a-1241f0c8f527","block_type":"box","text":"below, to purchases of Creation Units of shares of the Fund until such time as the next-announced Fund Deposit is made","page_number":136,"box":{"x":89,"y":665,"width":846,"height":12}},{"id":"78355fab-d906-4902-88a1-017c2312f6ff","block_type":"box","text":"available.","page_number":136,"box":{"x":89,"y":680,"width":62,"height":10}},{"id":"794d5b00-1338-4557-a694-4f3f7bd4468b","block_type":"box","text":"The “Cash Component” is an amount equal to the difference between the NAV of the shares (per Creation Unit) and the","page_number":136,"box":{"x":88,"y":707,"width":839,"height":12}},{"id":"02eb5aee-25b7-446a-801c-992cb32be9c3","block_type":"box","text":"“Deposit Amount,” which is an amount equal to the market value of the Deposit Securities, and serves to compensate for any","page_number":136,"box":{"x":89,"y":722,"width":879,"height":12}},{"id":"3a3712b6-21d0-4db2-aa6d-2f2a1f71a725","block_type":"box","text":"differences between the NAV per Creation Unit and the Deposit Amount. Payment of any stamp duty or other similar fees and","page_number":136,"box":{"x":89,"y":737,"width":878,"height":12}},{"id":"07bd6012-a4e3-4f05-a7d8-cb40dc529545","block_type":"box","text":"expenses payable upon transfer of beneficial ownership of the Deposit Securities are the sole responsibility of the Authorized","page_number":136,"box":{"x":89,"y":752,"width":872,"height":12}},{"id":"fd4830dc-145c-47ce-9244-03ca3b7aff1e","block_type":"box","text":"Participant purchasing a Creation Unit. Each Fund (except for the iShares MSCI China A ETF) generally offers Creation Units","page_number":136,"box":{"x":89,"y":767,"width":862,"height":12}},{"id":"cddbd5e6-bf86-4b52-889b-71a13bb68b0e","block_type":"box","text":"partially for cash, but may, in certain circumstances, offer Creation Units solely for cash or solely in-kind.","page_number":136,"box":{"x":89,"y":782,"width":727,"height":12}},{"id":"9f231d51-b0ce-4b4f-96b5-c2be2ec82f67","block_type":"box","text":"The iShares MSCI China A ETF’s current policy is to accept cash (which may include the currency in which the underlying","page_number":136,"box":{"x":88,"y":809,"width":850,"height":12}},{"id":"a5c82677-478f-4ead-86d7-762524d0c4af","block_type":"box","text":"securities are denominated) in substitution for the Deposit Securities it might otherwise accept as in-kind consideration for","page_number":136,"box":{"x":89,"y":824,"width":862,"height":12}},{"id":"07dd85b1-decf-448c-95af-84180466f0d5","block_type":"box","text":"the purchase of Creation Units. The Fund may, at times, elect to receive Deposit Securities (","page_number":136,"box":{"x":88,"y":839,"width":638,"height":12}},{"id":"df4f7c14-06c2-4aee-a285-891ba0bcc373","block_type":"box","text":"i.e","page_number":136,"box":{"x":727,"y":840,"width":15,"height":9}},{"id":"7f779a74-340c-4a2f-9564-9dc133636cab","block_type":"box","text":"., the in-kind deposit of a","page_number":136,"box":{"x":743,"y":839,"width":173,"height":12}},{"id":"d925b89b-dbbb-4df8-a517-9d706db4782d","block_type":"box","text":"designated portfolio of securities) and a Cash Component as consideration for the purchase of Creation Units. If the Fund","page_number":136,"box":{"x":89,"y":854,"width":849,"height":12}},{"id":"b6e9a42f-038d-4785-b5db-d070354f6d0c","block_type":"box","text":"116","page_number":136,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"b683d8f8-6956-49dc-904e-82b47c60cd82","block_type":"box","text":"elects to accept Deposit Securities, a purchaser’s delivery of the Deposit Securities together with the Cash Component will","page_number":137,"box":{"x":89,"y":44,"width":854,"height":12}},{"id":"55845b2e-02c9-47f6-8481-cf530b275c11","block_type":"box","text":"constitute the “Fund Deposit,” which will represent the consideration for a Creation Unit of the Fund. Please see the","page_number":137,"box":{"x":89,"y":59,"width":809,"height":12}},{"id":"b2b86c87-cf3c-482a-a326-d603cbaf2a8c","block_type":"box","text":"Cash","page_number":137,"box":{"x":903,"y":59,"width":34,"height":10}},{"id":"955044d4-7858-4dd3-b08e-640fa24b1c14","block_type":"box","text":"Purchase Method","page_number":137,"box":{"x":88,"y":74,"width":124,"height":10}},{"id":"057b617a-b830-4804-a31f-15686307bd06","block_type":"box","text":"section below and the following discussion summarizing the Deposit Security method for further","page_number":137,"box":{"x":216,"y":74,"width":679,"height":12}},{"id":"4926bb1b-13e3-44d1-a335-66d272864161","block_type":"box","text":"information on purchasing Creation Units of the Funds.","page_number":137,"box":{"x":89,"y":89,"width":386,"height":13}},{"id":"00d0d16d-14c4-47c8-93ee-24c07a1ab388","block_type":"box","text":"The identity and number of shares of the Deposit Securities change pursuant to changes in the composition of a Fund’s","page_number":137,"box":{"x":88,"y":116,"width":840,"height":12}},{"id":"8f8d9dd2-c0ee-49e4-a432-30593eb898aa","block_type":"box","text":"portfolio and as rebalancing adjustments and corporate action events are reflected from time to time by BFA with a view to","page_number":137,"box":{"x":89,"y":131,"width":860,"height":12}},{"id":"589cb7f4-8f55-4db2-94cc-d616cdb17dd0","block_type":"box","text":"the investment objective of the Fund. The composition of the Deposit Securities may also change in response to adjustments","page_number":137,"box":{"x":88,"y":146,"width":876,"height":12}},{"id":"2222d531-5226-493b-84b0-f9ce749880f4","block_type":"box","text":"to the weighting or composition of the component securities constituting the relevant Underlying Index.","page_number":137,"box":{"x":88,"y":161,"width":730,"height":12}},{"id":"21cf60be-5a3e-4dd6-82b7-620b97cb7d74","block_type":"box","text":"The Fund Deposit may also be modified to minimize the Cash Component by redistributing the cash to the Deposit Securities","page_number":137,"box":{"x":88,"y":188,"width":877,"height":12}},{"id":"cbb8e195-5fd8-460d-ae2f-ae492a024051","block_type":"box","text":"portion of the Fund Deposit through “systematic rounding.” The rounding methodology “rounds up” position sizes of","page_number":137,"box":{"x":89,"y":203,"width":824,"height":12}},{"id":"e36532c3-36c6-491c-ae68-6739a1cfb7ba","block_type":"box","text":"securities in the Deposit Securities (which in turn reduces the cash portion). However, the methodology limits the maximum","page_number":137,"box":{"x":89,"y":218,"width":869,"height":12}},{"id":"931e8e6b-af81-4718-85bb-135ea4837a84","block_type":"box","text":"allowed percentage change in weight and share quantity of any given security in the Fund Deposit.","page_number":137,"box":{"x":89,"y":233,"width":690,"height":12}},{"id":"196cf2cf-77a4-44fb-b7a6-e1e5ddd54728","block_type":"box","text":"Fund Deposits may also be modified to position a fund towards a forward index rebalance to reflect revisions that account for","page_number":137,"box":{"x":89,"y":259,"width":879,"height":13}},{"id":"7219f6c8-f5b9-4fed-b9be-515c0331b80c","block_type":"box","text":"index additions, deletions, and re-weights.","page_number":137,"box":{"x":89,"y":274,"width":295,"height":13}},{"id":"5d78ac29-3c5f-47f9-a253-021c9a16ebee","block_type":"box","text":"The Trust may, in its sole discretion, substitute a “cash in lieu” amount to be added to the Cash Component to replace any","page_number":137,"box":{"x":88,"y":301,"width":854,"height":12}},{"id":"3062b9cc-efd9-4093-bf8a-59d685871965","block_type":"box","text":"Deposit Security in certain circumstances, including: (i) when instruments are not available in sufficient quantity for delivery;","page_number":137,"box":{"x":89,"y":316,"width":870,"height":12}},{"id":"66432e71-f878-4af4-8cd4-2fd79b5237fe","block_type":"box","text":"(ii) when instruments are not eligible for transfer through DTC or the clearing process (as discussed below); (iii) when","page_number":137,"box":{"x":89,"y":331,"width":823,"height":12}},{"id":"38f7f8b9-4f03-4416-a53e-d596a36e9d10","block_type":"box","text":"instruments that the Authorized Participant (or an investor on whose behalf the Authorized Participant is acting) are not able","page_number":137,"box":{"x":89,"y":346,"width":873,"height":13}},{"id":"e782fc77-8e75-4b14-8a9a-69f6f7d1aca2","block_type":"box","text":"to be traded due to a trading restriction; (iv) when delivery of the Deposit Security by the Authorized Participant (or by an","page_number":137,"box":{"x":88,"y":361,"width":847,"height":13}},{"id":"d38f2058-635d-4bbd-88eb-38178f08e27c","block_type":"box","text":"investor on whose behalf the Authorized Participant is acting) would be restricted under applicable securities or other local","page_number":137,"box":{"x":89,"y":376,"width":859,"height":13}},{"id":"547687a0-bdf7-4351-8121-af6a1f731303","block_type":"box","text":"laws; (v) in connection with distribution payments to be made by a Fund; or (vi) in certain other situations.","page_number":137,"box":{"x":89,"y":392,"width":745,"height":12}},{"id":"6a8cbbc7-0e78-4384-9c2b-6abdd228398a","block_type":"box","text":"Cash Purchase Method.","page_number":137,"box":{"x":89,"y":418,"width":170,"height":10}},{"id":"69f7f2ad-0695-44a3-83ad-496e087cefd7","block_type":"box","text":"Although the Trust does not generally permit partial or full cash purchases of Creation Units of its","page_number":137,"box":{"x":268,"y":418,"width":682,"height":12}},{"id":"0e548fb7-d44c-4beb-9869-3e314c06ccc0","block_type":"box","text":"funds, when partial or full cash purchases of Creation Units are available or specified (Creation Units of the iShares MSCI","page_number":137,"box":{"x":88,"y":433,"width":841,"height":13}},{"id":"05930639-4c2b-4680-a9b1-341fe89be549","block_type":"box","text":"China A ETF are generally offered solely for cash, while Creation Units of all other Funds in this SAI are generally offered","page_number":137,"box":{"x":89,"y":448,"width":833,"height":13}},{"id":"80e814fd-4a21-4d99-90af-39aad2909d03","block_type":"box","text":"partially for cash), they will be effected in essentially the same manner as in-kind purchases thereof. In the case of a partial or","page_number":137,"box":{"x":89,"y":463,"width":875,"height":13}},{"id":"bfa8a7ef-1330-43ff-aaee-87dfd9ea80c1","block_type":"box","text":"full cash purchase, the Authorized Participant must pay the cash equivalent of the Deposit Securities it would otherwise be","page_number":137,"box":{"x":88,"y":479,"width":858,"height":12}},{"id":"f2dd4c41-f9bc-4420-afe1-bcfa43ab1c9c","block_type":"box","text":"required to provide through an in-kind purchase, plus the same Cash Component required to be paid by an in-kind purchaser.","page_number":137,"box":{"x":89,"y":494,"width":877,"height":12}},{"id":"3abd8620-f908-4a53-ae25-9d2a21baa9b6","block_type":"box","text":"The Authorized Participant will also be required to pay certain transaction fees and charges for cash purchases, as described","page_number":137,"box":{"x":88,"y":509,"width":869,"height":12}},{"id":"439c1c07-972a-4bb5-b9a6-4eb192045182","block_type":"box","text":"below, and, if transacting as broker with each Fund, may be required to cover certain brokerage, tax, foreign exchange,","page_number":137,"box":{"x":89,"y":524,"width":828,"height":12}},{"id":"8783c458-d540-43af-9d6c-b068c66a2d78","block_type":"box","text":"execution and price movement costs through an Execution Performance Guarantee, as described in the","page_number":137,"box":{"x":89,"y":539,"width":723,"height":12}},{"id":"518b1af3-11fd-4eda-aa1d-52668eb143fb","block_type":"box","text":"Brokerage","page_number":137,"box":{"x":817,"y":539,"width":70,"height":12}},{"id":"4f1cb14c-3eb7-4194-a33e-33e489539b0e","block_type":"box","text":"Transactions","page_number":137,"box":{"x":89,"y":555,"width":88,"height":9}},{"id":"5a1871f7-25cd-4afa-b183-058ed452adee","block_type":"box","text":"section of this SAI.","page_number":137,"box":{"x":182,"y":554,"width":129,"height":10}},{"id":"265f0149-913f-48e0-95b3-28bcce0d40ff","block_type":"box","text":"Procedures for Creation of Creation Units.","page_number":137,"box":{"x":89,"y":581,"width":301,"height":9}},{"id":"7612c32d-470d-449c-8898-867bc18a570d","block_type":"box","text":"To be eligible to place orders with the Distributor and to create a Creation Unit of","page_number":137,"box":{"x":398,"y":581,"width":568,"height":12}},{"id":"dbed7bdb-a828-427c-a871-52699b869002","block_type":"box","text":"the Funds, an entity must be: (i) a “Participating Party,”","page_number":137,"box":{"x":88,"y":596,"width":385,"height":12}},{"id":"a831fbc3-a066-4412-8528-7826c7656916","block_type":"box","text":"i.e","page_number":137,"box":{"x":478,"y":597,"width":15,"height":8}},{"id":"50486ef0-3440-4c92-927b-deb0e74375f9","block_type":"box","text":"., a broker-dealer or other participant in the clearing process","page_number":137,"box":{"x":494,"y":596,"width":420,"height":12}},{"id":"968cace1-f52c-419e-9149-e94e57437693","block_type":"box","text":"through the Continuous Net Settlement System of the NSCC (the “Clearing Process”), a clearing agency that is registered","page_number":137,"box":{"x":88,"y":611,"width":847,"height":12}},{"id":"8dd843e2-3674-4e4f-873e-a69a9385f29f","block_type":"box","text":"with the SEC, or (ii) a DTC Participant, and must have executed an agreement with the Distributor, with respect to creations","page_number":137,"box":{"x":88,"y":626,"width":863,"height":12}},{"id":"eca7f876-7901-47ce-a093-d4664eb9cd22","block_type":"box","text":"and redemptions of Creation Units (“Authorized Participant Agreement”) (discussed below). A member or participant of a","page_number":137,"box":{"x":89,"y":641,"width":851,"height":12}},{"id":"cb66d82e-3f3b-4408-b065-14469cb54647","block_type":"box","text":"clearing agency registered with the SEC which has a written agreement with the Funds or one of their service providers that","page_number":137,"box":{"x":89,"y":656,"width":866,"height":13}},{"id":"6b939747-b12a-46e0-be09-3f47e17fc872","block_type":"box","text":"allows such member or participant to place orders for the purchase and redemption of Creation Units is referred to as an","page_number":137,"box":{"x":89,"y":671,"width":843,"height":13}},{"id":"180dac3b-f526-4558-aad2-c432ff572b5e","block_type":"box","text":"“Authorized Participant.” All shares of the Funds, however created, will be entered on the records of DTC in the name of Cede","page_number":137,"box":{"x":89,"y":686,"width":873,"height":13}},{"id":"2421668d-b817-4161-b198-9c222bbb6662","block_type":"box","text":"& Co. for the account of a DTC Participant.","page_number":137,"box":{"x":89,"y":702,"width":295,"height":12}},{"id":"29d63278-9ce5-439f-b187-26970945a3fe","block_type":"box","text":"Role of the Authorized Participant.","page_number":137,"box":{"x":89,"y":728,"width":247,"height":12}},{"id":"5814c374-c480-4eb6-afd1-a3fe84b43e4e","block_type":"box","text":"Creation Units may be purchased only by or through a member or participant of a","page_number":137,"box":{"x":346,"y":728,"width":570,"height":12}},{"id":"811534e4-ddb1-404b-b74c-a2f0beec5cc1","block_type":"box","text":"clearing agency registered with the SEC, which has a written agreement with the Funds or one of their service providers that","page_number":137,"box":{"x":89,"y":743,"width":870,"height":12}},{"id":"b9f0c9a4-61b3-4682-b663-65953993b1e8","block_type":"box","text":"allows such member or participant to place orders for the purchase and redemption of Creation Units (an “Authorized","page_number":137,"box":{"x":89,"y":758,"width":823,"height":13}},{"id":"39ae5e6e-13d5-4ca0-be35-8f0ebf046a30","block_type":"box","text":"Participant”). Such Authorized Participant will agree, pursuant to the terms of such Authorized Participant Agreement and on","page_number":137,"box":{"x":89,"y":773,"width":875,"height":13}},{"id":"a42c74d8-0fb0-418f-8482-d45b9dcdd027","block_type":"box","text":"behalf of itself or any investor on whose behalf it will act, to certain conditions, including that such Authorized Participant will","page_number":137,"box":{"x":89,"y":788,"width":877,"height":13}},{"id":"7a75ada4-c473-4f87-b73a-943ea421ffa3","block_type":"box","text":"make available in advance of each purchase of shares an amount of cash sufficient to pay the Cash Component, once the","page_number":137,"box":{"x":89,"y":804,"width":848,"height":12}},{"id":"d2bad20a-7393-4d17-8e74-9273dee54bb8","block_type":"box","text":"NAV of a Creation Unit is next determined after receipt of the purchase order in proper form, together with the transaction","page_number":137,"box":{"x":89,"y":819,"width":854,"height":12}},{"id":"4588229d-2be9-46ae-8369-d64657f6c8ee","block_type":"box","text":"fees described below. An Authorized Participant, acting on behalf of an investor, may require the investor to enter into an","page_number":137,"box":{"x":88,"y":834,"width":844,"height":12}},{"id":"b39f10c9-fde5-4354-8830-895f7309d3fd","block_type":"box","text":"agreement with such Authorized Participant with respect to certain matters, including payment of the Cash Component.","page_number":137,"box":{"x":89,"y":849,"width":842,"height":12}},{"id":"6a9616f4-718d-4212-8d3e-deef8bd95707","block_type":"box","text":"Investors who are not Authorized Participants must make appropriate arrangements with an Authorized Participant. Investors","page_number":137,"box":{"x":89,"y":864,"width":878,"height":12}},{"id":"2c007c8a-2cb5-4193-978a-c261008d1fd1","block_type":"box","text":"117","page_number":137,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"e1e58ee1-19d6-462d-b3a4-d8f571be1271","block_type":"box","text":"should be aware that their particular broker may not be a DTC Participant or may not have executed an Authorized","page_number":138,"box":{"x":89,"y":44,"width":800,"height":12}},{"id":"65cd0e8f-4427-4edb-9646-42467f343462","block_type":"box","text":"Participant Agreement and that orders to purchase Creation Units may have to be placed by the investor’s broker through an","page_number":138,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"977220e9-1712-4851-ac1e-0a84244d3089","block_type":"box","text":"Authorized Participant. As a result, purchase orders placed through an Authorized Participant may result in additional","page_number":138,"box":{"x":88,"y":74,"width":820,"height":12}},{"id":"e4705bb3-ef5d-483c-b3e6-6e986f375211","block_type":"box","text":"charges to such investor. The Trust does not expect to enter into an Authorized Participant Agreement with more than a","page_number":138,"box":{"x":89,"y":89,"width":840,"height":13}},{"id":"ec5f4970-8e91-47f1-9432-b14f418c4dce","block_type":"box","text":"small number of DTC Participants. A list of current Authorized Participants may be obtained from the Distributor. The","page_number":138,"box":{"x":89,"y":104,"width":818,"height":13}},{"id":"9adb36ba-b453-400f-9adc-397d60222ac4","block_type":"box","text":"Distributor has adopted guidelines regarding Authorized Participants’ transactions in Creation Units that are made available","page_number":138,"box":{"x":89,"y":119,"width":863,"height":13}},{"id":"1cce5323-3d1a-44e6-b3bc-15029f841f1e","block_type":"box","text":"to all Authorized Participants. These guidelines set forth the processes and standards for Authorized Participants to transact","page_number":138,"box":{"x":88,"y":135,"width":867,"height":12}},{"id":"016d382e-954f-4494-bab4-546719dae5f4","block_type":"box","text":"with the Distributor and its agents in connection with creation and redemption transactions. In addition, the Distributor may","page_number":138,"box":{"x":88,"y":150,"width":872,"height":12}},{"id":"7d202495-50ce-4275-a2c9-f07e7e9f2c20","block_type":"box","text":"be appointed as the proxy of the Authorized Participant and may be granted a power of attorney under its Authorized","page_number":138,"box":{"x":89,"y":165,"width":820,"height":12}},{"id":"c7116001-aac8-4df3-9cd6-89f30095bc86","block_type":"box","text":"Participant Agreement.","page_number":138,"box":{"x":89,"y":180,"width":160,"height":12}},{"id":"2542faf2-f626-4cae-8d12-a7c5f9d1324b","block_type":"box","text":"Purchase Orders.","page_number":138,"box":{"x":89,"y":206,"width":122,"height":10}},{"id":"36734058-d499-419f-9b8d-ad30b932ae01","block_type":"box","text":"To initiate an order for a Creation Unit, an Authorized Participant must submit to the Distributor or its","page_number":138,"box":{"x":224,"y":206,"width":708,"height":13}},{"id":"4b2b880a-e2ad-45cb-8ea0-e17d966855e7","block_type":"box","text":"agent an irrevocable order to purchase shares of a Fund, in proper form, generally before 4:00 p.m., Eastern time on any","page_number":138,"box":{"x":89,"y":222,"width":837,"height":12}},{"id":"c350b977-99a4-4759-b6e2-349e9478c7d4","block_type":"box","text":"Business Day to receive that day’s NAV. The Distributor or its agent will notify BFA and the custodian of such order. The","page_number":138,"box":{"x":89,"y":237,"width":832,"height":12}},{"id":"bc6f6863-c20e-4661-912a-d16b8af8b46e","block_type":"box","text":"custodian will then provide such information to any appropriate sub-custodian. Procedures and requirements governing the","page_number":138,"box":{"x":89,"y":252,"width":868,"height":12}},{"id":"4f8c4ce7-70b5-428f-9bba-6904e847ae75","block_type":"box","text":"delivery of the Fund Deposit are set forth in the procedures handbook for Authorized Participants and may change from time","page_number":138,"box":{"x":89,"y":267,"width":873,"height":12}},{"id":"90851bb2-8a4a-4862-a1c1-3335f5b24d23","block_type":"box","text":"to time. Investors, other than Authorized Participants, are responsible for making arrangements for a creation request to be","page_number":138,"box":{"x":88,"y":282,"width":862,"height":12}},{"id":"5d0bc44c-f1b2-4729-8294-18ccbb9dbb37","block_type":"box","text":"made through an Authorized Participant. The Distributor or its agent will provide a list of current Authorized Participants","page_number":138,"box":{"x":89,"y":297,"width":842,"height":12}},{"id":"0af8af5b-c9ad-4954-8e19-9d69d85aaeb5","block_type":"box","text":"upon request. Those placing orders to purchase Creation Units through an Authorized Participant should allow sufficient time","page_number":138,"box":{"x":89,"y":312,"width":878,"height":13}},{"id":"9492b135-dbb9-46e4-b4d7-f423b64bf612","block_type":"box","text":"to permit proper submission of the purchase order to the Distributor or its agent by the Cutoff Time (as defined below) on","page_number":138,"box":{"x":88,"y":327,"width":854,"height":13}},{"id":"68a89636-3406-4587-82e7-7a8ce1ba00f1","block_type":"box","text":"such Business Day.","page_number":138,"box":{"x":89,"y":342,"width":131,"height":13}},{"id":"67c54269-54f5-4896-94ca-ffd28baf9df9","block_type":"box","text":"The Authorized Participant must also make available on or before the contractual settlement date, by means satisfactory to","page_number":138,"box":{"x":88,"y":369,"width":861,"height":12}},{"id":"3e8efe83-6e03-46b7-825f-bdf03c20b045","block_type":"box","text":"the Funds, immediately available or same day funds estimated by the Funds to be sufficient to pay the Cash Component next","page_number":138,"box":{"x":88,"y":384,"width":875,"height":12}},{"id":"3651267c-d3e1-410b-a2b4-c037d9c199f8","block_type":"box","text":"determined after acceptance of the purchase order, together with the applicable purchase transaction fees. Those placing","page_number":138,"box":{"x":89,"y":399,"width":851,"height":13}},{"id":"4e3ca9b4-ec01-4098-8ddb-cac5ebe77961","block_type":"box","text":"orders should ascertain the applicable deadline for cash transfers by contacting the operations department of the broker or","page_number":138,"box":{"x":89,"y":414,"width":861,"height":13}},{"id":"a23af75b-f5f6-40e8-ab20-385983714813","block_type":"box","text":"depositary institution effectuating the transfer of the Cash Component. This deadline is likely to be significantly earlier than","page_number":138,"box":{"x":89,"y":429,"width":860,"height":13}},{"id":"c1052057-3296-49ae-a52c-3dbc6a00c114","block_type":"box","text":"the Cutoff Time of the Funds. Investors should be aware that an Authorized Participant may require orders for purchases of","page_number":138,"box":{"x":88,"y":445,"width":862,"height":12}},{"id":"cfe56360-07ff-47f9-9dc1-b782d8bfe6e3","block_type":"box","text":"shares placed with it to be in the particular form required by the individual Authorized Participant.","page_number":138,"box":{"x":89,"y":460,"width":681,"height":12}},{"id":"32979bca-f696-4e25-b8b9-1a2581b71860","block_type":"box","text":"The Authorized Participant is responsible for any and all expenses and costs incurred by a Fund, including any applicable cash","page_number":138,"box":{"x":88,"y":486,"width":879,"height":12}},{"id":"7dde623a-dfa2-4883-979f-d50eb88746c7","block_type":"box","text":"amounts, in connection with any purchase order.","page_number":138,"box":{"x":89,"y":501,"width":342,"height":13}},{"id":"806fe4c0-62a5-4f24-be9a-705d26c82d45","block_type":"box","text":"Timing of Submission of Purchase Orders.","page_number":138,"box":{"x":88,"y":528,"width":304,"height":12}},{"id":"4c2488ab-aa74-4d6d-a49a-bbf6385977e4","block_type":"box","text":"An Authorized Participant must submit an irrevocable order to purchase shares","page_number":138,"box":{"x":401,"y":528,"width":554,"height":12}},{"id":"7f8915db-2458-4030-ac6b-73623f407f6b","block_type":"box","text":"of a Fund generally before 4:00 p.m., Eastern time on any Business Day in order to receive that day’s NAV. Creation Orders","page_number":138,"box":{"x":89,"y":543,"width":850,"height":12}},{"id":"b2531fc4-cd00-4c56-9894-a9ab28c1cd32","block_type":"box","text":"must be transmitted by an Authorized Participant in the form required by the Funds to the Distributor or its agent pursuant to","page_number":138,"box":{"x":89,"y":558,"width":878,"height":12}},{"id":"704a4758-3918-462f-92bc-a31bcdf42173","block_type":"box","text":"procedures set forth in the Authorized Participant Agreement. Economic or market disruptions or changes, or telephone or","page_number":138,"box":{"x":89,"y":573,"width":859,"height":12}},{"id":"58f4edc2-ab1d-4bc3-b8e4-e05749565247","block_type":"box","text":"other communication failure, may impede the ability to reach the Distributor or its agent or an Authorized Participant. Orders","page_number":138,"box":{"x":89,"y":588,"width":875,"height":12}},{"id":"032fd7c4-3d50-46d8-a9bc-e8ffee8b7b34","block_type":"box","text":"to create shares of a Fund that are submitted on the Business Day immediately preceding a holiday or a day (other than a","page_number":138,"box":{"x":88,"y":603,"width":850,"height":13}},{"id":"997d2303-9c62-411b-b483-d54ee5779ab8","block_type":"box","text":"weekend) when the equity markets in the relevant non-U.S. market are closed may not be accepted. Each Fund’s deadline","page_number":138,"box":{"x":88,"y":618,"width":852,"height":13}},{"id":"0be82f9f-e6ff-457e-98f5-fc743f0f26ea","block_type":"box","text":"specified above for the submission of purchase orders is referred to as that Fund’s “Cutoff Time.” The Distributor or its agent,","page_number":138,"box":{"x":89,"y":633,"width":875,"height":13}},{"id":"3d2b37ea-0587-46d8-8dc0-7be4f23a0a3f","block_type":"box","text":"in their discretion, may permit the submission of such orders and requests by or through an Authorized Participant at any","page_number":138,"box":{"x":89,"y":649,"width":849,"height":12}},{"id":"a9515291-dd22-4d64-a1aa-18c869146755","block_type":"box","text":"time (including on days on which the Listing Exchange is not open for business) via communication through the facilities of","page_number":138,"box":{"x":88,"y":664,"width":869,"height":12}},{"id":"fab0574b-72cb-43b9-bb7c-7fef7a5534c4","block_type":"box","text":"the Distributor’s or its agent’s proprietary website maintained for this purpose. Purchase orders and redemption requests, if","page_number":138,"box":{"x":88,"y":679,"width":867,"height":12}},{"id":"9b5dada9-ad04-4ac9-b2eb-5183afa33355","block_type":"box","text":"accepted by the Trust, will be processed based on the NAV next determined after such acceptance in accordance with a","page_number":138,"box":{"x":89,"y":694,"width":837,"height":12}},{"id":"c7e8dcd9-f642-4a0e-b47e-87a7dd5b1a62","block_type":"box","text":"Fund’s Cutoff Times as provided in the Authorized Participant Agreement and disclosed in this SAI.","page_number":138,"box":{"x":89,"y":709,"width":690,"height":12}},{"id":"39b079f2-92ff-47a9-9834-2f09882446ef","block_type":"box","text":"Acceptance of Orders for Creation Units.","page_number":138,"box":{"x":88,"y":736,"width":293,"height":12}},{"id":"3f824576-69c8-47b2-9a1c-60a5d594ef16","block_type":"box","text":"Subject to the conditions that (i) an irrevocable purchase order has been","page_number":138,"box":{"x":394,"y":736,"width":507,"height":12}},{"id":"ce29e5f6-5e48-44ea-9487-d82c5d8ff1ee","block_type":"box","text":"submitted by the Authorized Participant (either on its own or another investor’s behalf ) and (ii) arrangements satisfactory to","page_number":138,"box":{"x":89,"y":751,"width":871,"height":12}},{"id":"029a9fce-b157-4bc5-8b4a-d8d83c8c99e2","block_type":"box","text":"the Funds are in place for payment of the Cash Component and any other cash amounts which may be due, the Funds will","page_number":138,"box":{"x":88,"y":766,"width":858,"height":12}},{"id":"431214eb-584a-420f-a34a-9f080a588ba5","block_type":"box","text":"accept the order, subject to each Fund’s right (and the right of the Distributor and BFA) to reject any order until acceptance,","page_number":138,"box":{"x":89,"y":781,"width":865,"height":12}},{"id":"358a8869-a57b-4941-b183-0a53df6b82e4","block_type":"box","text":"as set forth below.","page_number":138,"box":{"x":89,"y":796,"width":126,"height":10}},{"id":"ab3cd65a-0424-48ec-926d-248a0d07bbcf","block_type":"box","text":"Once a Fund has accepted an order, upon the next determination of the NAV of the shares, the Fund will confirm the","page_number":138,"box":{"x":89,"y":822,"width":815,"height":13}},{"id":"3c8fcb45-6085-42ca-88c4-5983483ff118","block_type":"box","text":"issuance of a Creation Unit, against receipt of payment, at such NAV. The Distributor or its agent will then transmit a","page_number":138,"box":{"x":89,"y":838,"width":812,"height":12}},{"id":"2b4b132e-6990-4c84-ba77-267bd0d102a8","block_type":"box","text":"confirmation of acceptance to the Authorized Participant that placed the order.","page_number":138,"box":{"x":89,"y":853,"width":552,"height":12}},{"id":"97b970f9-d970-4559-ad2a-205dbbbc3019","block_type":"box","text":"118","page_number":138,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"a64f0bc1-fcd4-4288-bffd-71a68f729013","block_type":"box","text":"Each Fund reserves the right to reject or revoke a creation order transmitted to it by the Distributor or its agent provided that","page_number":139,"box":{"x":89,"y":44,"width":870,"height":12}},{"id":"6fc76e56-dff5-4968-be7c-65ed5795167c","block_type":"box","text":"a rejection or revocation of a creation order does not violate Rule 6c-11 under the Investment Company Act. For example, a","page_number":139,"box":{"x":89,"y":59,"width":860,"height":12}},{"id":"b3a2746b-9fae-4210-aa1b-1ca392661526","block_type":"box","text":"Fund may reject or revoke a creation order transmitted to it by the Distributor or its agent if (i) the order is not in proper form;","page_number":139,"box":{"x":89,"y":74,"width":877,"height":12}},{"id":"ddbf700b-d93d-4b5c-b310-cfdd308e8a7e","block_type":"box","text":"(ii) the investor(s), upon obtaining the shares ordered, would own 80% or more of the currently outstanding shares of the","page_number":139,"box":{"x":89,"y":89,"width":853,"height":13}},{"id":"92e6ebcb-d0e7-4788-800d-ee63a56e0940","block_type":"box","text":"Fund; (iii) the Deposit Securities delivered do not conform to the identity and number of shares specified, as described above;","page_number":139,"box":{"x":89,"y":104,"width":876,"height":13}},{"id":"b998adef-cdd5-4919-82b6-28d1b93f0fbb","block_type":"box","text":"(iv) acceptance of the Deposit Securities is not legally required or would, in the opinion of counsel, be unlawful; or (v)","page_number":139,"box":{"x":89,"y":119,"width":820,"height":13}},{"id":"45c1d3bc-9355-4d72-86cc-db8bba06b332","block_type":"box","text":"circumstances outside the control of the Fund, the Distributor or its agent and BFA make it impracticable to process","page_number":139,"box":{"x":89,"y":135,"width":810,"height":12}},{"id":"dcb673c1-48c1-4f4a-aa61-93636be6262b","block_type":"box","text":"purchase orders. The Distributor or its agent shall notify a prospective purchaser of a Creation Unit and/or the Authorized","page_number":139,"box":{"x":89,"y":150,"width":852,"height":12}},{"id":"4255e904-1789-4bf3-8105-b0a9fbb463a6","block_type":"box","text":"Participant acting on behalf of such purchaser of its rejection of such order. The Funds, State Street or Citibank, as applicable,","page_number":139,"box":{"x":89,"y":165,"width":876,"height":12}},{"id":"2bde8f02-fecb-4d5f-bf89-282348114d10","block_type":"box","text":"the sub-custodian and the Distributor or its agent are under no duty, however, to give notification of any defects or","page_number":139,"box":{"x":88,"y":180,"width":804,"height":12}},{"id":"51baca4e-9623-492c-97a0-a667d4d453db","block_type":"box","text":"irregularities in the delivery of Fund Deposits nor shall any of them incur any liability for failure to give such notification.","page_number":139,"box":{"x":89,"y":195,"width":834,"height":12}},{"id":"214d8c89-a20a-491a-a89e-0529415079d5","block_type":"box","text":"In addition, the iShares Core MSCI Total International Stock ETF may exercise its right to reject any creation order for shares","page_number":139,"box":{"x":89,"y":222,"width":864,"height":12}},{"id":"a98b4c8c-44f8-47a6-98d5-2f2bcedbb638","block_type":"box","text":"of the Fund on any Business Day that is a holiday in the Indian market that is not a holiday observed in the U.S. equity market","page_number":139,"box":{"x":89,"y":237,"width":875,"height":12}},{"id":"7aa5eed0-e552-49d7-a518-b39f9784aa84","block_type":"box","text":"and certain other holidays during the settlement cycle for Fund shares in order to protect Fund shareholders from any dilutive","page_number":139,"box":{"x":89,"y":252,"width":879,"height":12}},{"id":"7733765d-ef2c-4b68-bc6b-6970564f3908","block_type":"box","text":"costs that may be associated with the purchase of Deposit Securities in connection with creation orders on such days.","page_number":139,"box":{"x":89,"y":267,"width":826,"height":12}},{"id":"8490eb49-2b3a-4d81-819b-7615fec89ef8","block_type":"box","text":"Issuance of a Creation Unit.","page_number":139,"box":{"x":89,"y":293,"width":197,"height":10}},{"id":"d6cf7037-bad9-452b-8ad3-70a651dc7ac0","block_type":"box","text":"Except as provided herein, a Creation Unit will not be issued until the transfer of good title to","page_number":139,"box":{"x":300,"y":293,"width":645,"height":13}},{"id":"bc6498fd-a51c-4a03-a948-dfac2b63bef9","block_type":"box","text":"the applicable Fund of the Deposit Securities and the payment of the Cash Component have been completed. When the sub","page_number":139,"box":{"x":88,"y":308,"width":874,"height":13}},{"id":"0c7186c0-8e0a-46e2-bf46-724aab8b534c","block_type":"box","text":"custodian has confirmed to the custodian that the securities included in the Fund Deposit (or the cash value thereof ) have","page_number":139,"box":{"x":89,"y":324,"width":857,"height":12}},{"id":"acff774b-47fc-49ad-883a-37bd9ddacf4f","block_type":"box","text":"been delivered to the account of the relevant sub-custodian or sub-custodians, the Distributor or its agent and BFA shall be","page_number":139,"box":{"x":89,"y":339,"width":862,"height":12}},{"id":"b92f7721-efa3-4ef7-a0ee-792f9a5a6935","block_type":"box","text":"notified of such delivery and the applicable Fund will issue and cause the delivery of the Creation Unit.","page_number":139,"box":{"x":89,"y":354,"width":712,"height":12}},{"id":"5eb292d3-f590-409d-ad83-72c50245291f","block_type":"box","text":"For the iShares MSCI China A ETF, Creation Units are generally issued on a “T+1 basis” (","page_number":139,"box":{"x":89,"y":380,"width":611,"height":13}},{"id":"d4b61e92-4eab-4305-994f-d352425880e9","block_type":"box","text":"i.e.","page_number":139,"box":{"x":701,"y":381,"width":18,"height":9}},{"id":"926a8aea-3efe-4b24-bd6f-739e26d55802","block_type":"box","text":", one Business Day after trade","page_number":139,"box":{"x":721,"y":380,"width":207,"height":13}},{"id":"3797c503-d3cf-4486-81ca-42d219f19aa6","block_type":"box","text":"date). For the iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI","page_number":139,"box":{"x":89,"y":395,"width":794,"height":13}},{"id":"5dcd281a-c260-48c4-b564-c2d154e53201","block_type":"box","text":"International Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF,","page_number":139,"box":{"x":89,"y":410,"width":859,"height":13}},{"id":"16fc2e43-bd8e-4834-a9de-05f4340bd024","block_type":"box","text":"iShares Energy Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and","page_number":139,"box":{"x":89,"y":426,"width":851,"height":12}},{"id":"43c207d6-07b6-4bba-81a3-acf0b3b0d2fc","block_type":"box","text":"Healthcare ETF, iShares Global Equity Factor ETF, iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF,","page_number":139,"box":{"x":89,"y":441,"width":850,"height":12}},{"id":"33d28f2f-5fb9-4e04-a26a-2baf4208ab06","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF, iShares MSCI All Country Asia ex Japan ETF, iShares Neuroscience and Healthcare ETF and","page_number":139,"box":{"x":89,"y":456,"width":854,"height":12}},{"id":"075d1b98-6d14-4e52-ac93-a840dad8e8dc","block_type":"box","text":"iShares Self-Driving EV and Tech ETF, Creation Units are generally issued on a “T+2 basis” (","page_number":139,"box":{"x":89,"y":471,"width":634,"height":12}},{"id":"6d9f1616-0815-4317-a22f-c357e57870c9","block_type":"box","text":"i.e.","page_number":139,"box":{"x":724,"y":472,"width":18,"height":9}},{"id":"5d47c1af-39d0-4d35-8969-e89769cf256a","block_type":"box","text":", two Business Days after trade","page_number":139,"box":{"x":744,"y":471,"width":215,"height":12}},{"id":"8bf3d13e-f735-45a8-99e8-6754f5123b66","block_type":"box","text":"date). However, each Fund reserves the right to settle Creation Unit transactions on a different basis, if necessary or","page_number":139,"box":{"x":89,"y":486,"width":806,"height":12}},{"id":"d30368ad-6562-4395-ace7-d053acd87388","block_type":"box","text":"appropriate under the circumstances and compliant with applicable law. These circumstances may include, among others,","page_number":139,"box":{"x":89,"y":501,"width":858,"height":13}},{"id":"92737181-3d6a-449e-abbd-1fdd065231c0","block_type":"box","text":"accommodating non-U.S. market holiday schedules and accounting for different treatment among non-U.S. and U.S. markets","page_number":139,"box":{"x":89,"y":516,"width":878,"height":13}},{"id":"c6a9172e-f29f-4a3e-b61d-0d12ea446327","block_type":"box","text":"of dividend record dates and ex-dividend dates (i.e., the last day the holder of a security can sell the security and still receive","page_number":139,"box":{"x":89,"y":531,"width":866,"height":13}},{"id":"ab0ff196-f98a-4768-98bb-9fe45c5a8e5d","block_type":"box","text":"dividends payable on the security).","page_number":139,"box":{"x":89,"y":547,"width":242,"height":12}},{"id":"e4b74790-72b5-4ff5-9e1c-b61a425ded94","block_type":"box","text":"To the extent contemplated by an Authorized Participant Agreement with the Distributor, each Fund will issue Creation Units","page_number":139,"box":{"x":88,"y":573,"width":873,"height":12}},{"id":"4ea5a7fd-bf15-40bd-ae66-1332a7fd5f1f","block_type":"box","text":"to such Authorized Participant, notwithstanding the fact that the corresponding Fund Deposits have not been received in","page_number":139,"box":{"x":88,"y":588,"width":847,"height":12}},{"id":"c12d456c-afae-4bf2-ac21-3cade0c893af","block_type":"box","text":"part or in whole, in reliance on the undertaking of the Authorized Participant to deliver the missing Deposit Securities as soon","page_number":139,"box":{"x":89,"y":603,"width":876,"height":13}},{"id":"824c315f-5199-40f5-9879-a6d451981635","block_type":"box","text":"as possible, which undertaking shall be secured by such Authorized Participant’s delivery and maintenance of collateral as set","page_number":139,"box":{"x":89,"y":618,"width":878,"height":13}},{"id":"a25e377a-77e1-47db-b532-acbcce8da73a","block_type":"box","text":"forth in the handbook for Authorized Participants. The Trust may use such collateral at any time to buy Deposit Securities for","page_number":139,"box":{"x":88,"y":633,"width":874,"height":13}},{"id":"4799cb2e-2747-4b29-9af6-8c51e71ae1be","block_type":"box","text":"the Funds. Such collateral must be delivered no later than the time specified by a Fund or its custodian on the contractual","page_number":139,"box":{"x":88,"y":649,"width":850,"height":12}},{"id":"5202eaff-71eb-450a-b9ce-0574462e9d17","block_type":"box","text":"settlement date. Information concerning the Funds’ current procedures for collateralization of missing Deposit Securities is","page_number":139,"box":{"x":89,"y":664,"width":859,"height":12}},{"id":"5857d3be-187d-4faa-8aaf-80e563c1a2c1","block_type":"box","text":"available from the Distributor or its agent. The Authorized Participant Agreement will permit the Funds to buy the missing","page_number":139,"box":{"x":89,"y":679,"width":851,"height":12}},{"id":"ec0f0568-ae11-499f-85ab-2d36333014c2","block_type":"box","text":"Deposit Securities at any time and will subject the Authorized Participant to liability for any shortfall between the cost to the","page_number":139,"box":{"x":89,"y":694,"width":865,"height":12}},{"id":"d5800dfb-863e-4030-b851-b2b4d3979e44","block_type":"box","text":"Funds of purchasing such securities and the collateral including, without limitation, liability for related brokerage, borrowings","page_number":139,"box":{"x":89,"y":709,"width":875,"height":12}},{"id":"cf7ae22c-4b8b-4a01-8f00-9c704e8064ab","block_type":"box","text":"and other charges.","page_number":139,"box":{"x":89,"y":724,"width":130,"height":13}},{"id":"8e006115-cb03-4b9b-a5ac-4864172db295","block_type":"box","text":"In certain cases, Authorized Participants may create and redeem Creation Units on the same trade date and in these","page_number":139,"box":{"x":89,"y":751,"width":809,"height":12}},{"id":"28d9d7e8-e075-4e71-92b8-c2bb6bc5f939","block_type":"box","text":"instances, the Funds reserve the right to settle these transactions on a net basis or require a representation from the","page_number":139,"box":{"x":89,"y":766,"width":811,"height":12}},{"id":"70554ba3-de02-4e56-93bd-2bc9e9a0af8f","block_type":"box","text":"Authorized Participants that the creation and redemption transactions are for separate beneficial owners. All questions as to","page_number":139,"box":{"x":88,"y":781,"width":869,"height":12}},{"id":"524b03b4-90a8-4519-b1f4-05cd678c59e3","block_type":"box","text":"the number of shares of each security in the Deposit Securities and the validity, form, eligibility and acceptance for deposit of","page_number":139,"box":{"x":88,"y":796,"width":876,"height":12}},{"id":"9294105e-37be-4899-a4c9-0505c3311a34","block_type":"box","text":"any securities to be delivered shall be determined by each Fund and the Fund’s determination shall be final and binding.","page_number":139,"box":{"x":89,"y":811,"width":837,"height":12}},{"id":"acc1b4d5-fc12-43a1-9be9-243f0c1bc10e","block_type":"box","text":"Costs Associated with Creation Transactions.","page_number":139,"box":{"x":89,"y":838,"width":325,"height":9}},{"id":"fca4b1fc-9f54-44ca-ad52-1237b3e6fcb7","block_type":"box","text":"119","page_number":139,"box":{"x":518,"y":894,"width":22,"height":9}},{"id":"5273a5d4-1106-47bd-9c9b-6875601525e6","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI ex U.S. ETF and iShares","page_number":140,"box":{"x":88,"y":44,"width":838,"height":12}},{"id":"12b926d8-3051-4d7d-a7d9-f5ffc3f4b494","block_type":"box","text":"MSCI China A ETF","page_number":140,"box":{"x":88,"y":59,"width":132,"height":10}},{"id":"5f3cd035-a0de-4635-b33c-a9e2818ee1f8","block_type":"box","text":"A standard creation transaction fee is imposed to offset the transfer, processing and other transaction costs associated with","page_number":140,"box":{"x":88,"y":85,"width":867,"height":13}},{"id":"a27aa862-c90a-4aa0-9851-71ec63e30d3d","block_type":"box","text":"the issuance of Creation Units. The standard creation transaction fee is charged on each Creation Unit created by an","page_number":140,"box":{"x":88,"y":101,"width":812,"height":12}},{"id":"10e13413-6f48-41a2-ac9f-44a989458b09","block_type":"box","text":"Authorized Participant on the day of the transaction. The standard creation transaction fee is generally fixed at the amount","page_number":140,"box":{"x":88,"y":116,"width":859,"height":12}},{"id":"e833c992-ed5f-4a25-8815-eafa76cfab34","block_type":"box","text":"shown in the table below regardless of the number of Creation Units being purchased, but may be reduced by a Fund if","page_number":140,"box":{"x":89,"y":131,"width":834,"height":12}},{"id":"27646636-7501-4a26-8282-cfbefa448f1d","block_type":"box","text":"transfer and processing expenses associated with the creation are anticipated to be lower than the stated fee.","page_number":140,"box":{"x":88,"y":146,"width":766,"height":12}},{"id":"3a3e2319-d7db-4119-bcb5-8019dd8615af","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a creation transaction","page_number":140,"box":{"x":89,"y":172,"width":869,"height":13}},{"id":"24caeaf9-71b8-4092-8512-c6759e242e07","block_type":"box","text":"consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum amount","page_number":140,"box":{"x":89,"y":188,"width":845,"height":12}},{"id":"85025fa6-8f60-4d2b-880c-54a436375eab","block_type":"box","text":"shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the execution of","page_number":140,"box":{"x":89,"y":203,"width":864,"height":12}},{"id":"f274f04b-0eb5-4c82-ac84-8262e2e0a174","block_type":"box","text":"trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of transaction","page_number":140,"box":{"x":88,"y":218,"width":845,"height":12}},{"id":"b7f41590-15a1-467e-a232-e04f1a72a99a","block_type":"box","text":"costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread between","page_number":140,"box":{"x":89,"y":233,"width":853,"height":12}},{"id":"513f44ca-59e4-43ee-80a1-1991b48eedb4","block_type":"box","text":"the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to trade","page_number":140,"box":{"x":88,"y":248,"width":836,"height":12}},{"id":"59945098-5932-4a11-a0c4-5932ec84f988","block_type":"box","text":"identical securities to the securities identified by BlackRock in estimating these transaction and other costs and expenses. In","page_number":140,"box":{"x":89,"y":263,"width":866,"height":12}},{"id":"38740b2d-00cf-44e8-912f-59e66ade6a4e","block_type":"box","text":"certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge, subject to the","page_number":140,"box":{"x":89,"y":278,"width":834,"height":13}},{"id":"7b099b47-a0ea-4033-9bf9-473c4ffd6268","block_type":"box","text":"maximum amounts shown below.","page_number":140,"box":{"x":89,"y":293,"width":237,"height":10}},{"id":"7505940c-d328-465f-b06a-f33089f19431","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Deposit Securities to the Funds. Certain fees/costs","page_number":140,"box":{"x":88,"y":320,"width":817,"height":12}},{"id":"3bce4f8b-08c7-401a-8dc9-773d375812ee","block_type":"box","text":"associated with creation transactions may be waived in certain circumstances. Investors who use the services of a broker or","page_number":140,"box":{"x":89,"y":335,"width":866,"height":12}},{"id":"d78b90a3-ee4d-49e1-9c85-c90fc941e961","block_type":"box","text":"other financial intermediary to acquire Fund shares may be charged a fee for such services.","page_number":140,"box":{"x":89,"y":350,"width":636,"height":12}},{"id":"c99e3157-d584-4e26-b3ce-ee1d80aa39bd","block_type":"box","text":"The following table sets forth each Fund’s standard creation transaction fee and maximum additional charge (as described","page_number":140,"box":{"x":88,"y":376,"width":860,"height":13}},{"id":"3c7ccaa9-0e10-4d93-8cd7-130e13a9708d","block_type":"box","text":"above):","page_number":140,"box":{"x":89,"y":392,"width":50,"height":12}},{"id":"24c46597-e824-4078-abec-bda1a02b9e94","block_type":"box","text":"Fund","page_number":140,"box":{"x":89,"y":431,"width":27,"height":8}},{"id":"5969c388-8cea-410a-966e-6445c16f605b","block_type":"box","text":"Standard Creation","page_number":140,"box":{"x":660,"y":421,"width":104,"height":8}},{"id":"260b28ae-9ade-454e-8693-a8de7f090f88","block_type":"box","text":"Transaction Fee","page_number":140,"box":{"x":666,"y":432,"width":91,"height":7}},{"id":"0cca8d5e-71b3-412b-ac19-93086805fb8e","block_type":"box","text":"Maximum Additional","page_number":140,"box":{"x":844,"y":421,"width":121,"height":8}},{"id":"248f59da-549e-42f1-9975-4da727b7974e","block_type":"box","text":"Charge for Creations*","page_number":140,"box":{"x":842,"y":431,"width":126,"height":10}},{"id":"faf59d55-238c-4fdd-94fc-d0b003da6fc3","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF $ 5,000 7.0%","page_number":140,"box":{"x":89,"y":453,"width":840,"height":13}},{"id":"69c212a6-0ce3-4047-b754-a896d0dc80d1","block_type":"box","text":"iShares MSCI ACWI ETF 7,800 7.0%","page_number":140,"box":{"x":89,"y":468,"width":840,"height":12}},{"id":"6e791022-40d0-483c-9e75-dc7ca7b29ea7","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF 11,700 7.0%","page_number":140,"box":{"x":89,"y":484,"width":840,"height":11}},{"id":"26f67c08-6fc7-4040-8538-0b4e63d0d829","block_type":"box","text":"iShares MSCI China A ETF 7,150 7.0%","page_number":140,"box":{"x":89,"y":499,"width":840,"height":11}},{"id":"120ce374-e738-403b-8737-445be61dd6bb","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit.","page_number":140,"box":{"x":118,"y":538,"width":329,"height":10}},{"id":"c832aa3b-1219-4a5d-b9f6-b565cca7f73a","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":140,"box":{"x":88,"y":562,"width":821,"height":12}},{"id":"95e89271-ac73-4cd8-8c0b-ce72d1a1f7fe","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares","page_number":140,"box":{"x":88,"y":577,"width":850,"height":12}},{"id":"737387b8-0e83-429f-a488-fa7976b7861e","block_type":"box","text":"Energy Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and","page_number":140,"box":{"x":88,"y":592,"width":825,"height":12}},{"id":"9e3fea1c-9ae0-42ef-a697-2d1bc9948f8c","block_type":"box","text":"Healthcare ETF, iShares Global Equity Factor ETF, iShares MSCI All Country Asia ex Japan ETF, iShares Neuroscience and","page_number":140,"box":{"x":88,"y":607,"width":868,"height":12}},{"id":"4fa63ea4-154d-41fc-b67d-6101f67f1568","block_type":"box","text":"Healthcare ETF and iShares Self-Driving EV and Tech ETF","page_number":140,"box":{"x":88,"y":622,"width":415,"height":12}},{"id":"e7b3c92e-2132-4c13-8f2a-0a373ec00e20","block_type":"box","text":"A standard creation transaction fee is imposed to offset the transfer and other transaction costs associated with the issuance","page_number":140,"box":{"x":88,"y":649,"width":876,"height":12}},{"id":"c360fbcd-4212-4d13-b57b-f275d7c6f7a0","block_type":"box","text":"of Creation Units. Under an ETF Services Agreement, the Funds have retained BRIL, an affiliate of BFA, to perform certain ETF","page_number":140,"box":{"x":89,"y":664,"width":872,"height":12}},{"id":"41433068-56e7-4db1-9281-98b3781e56d3","block_type":"box","text":"Services. BRIL will receive from an Authorized Participant a standard transaction fee on each creation order, which consists of","page_number":140,"box":{"x":88,"y":679,"width":878,"height":12}},{"id":"4ad8b486-54aa-4edf-a071-336c351acd35","block_type":"box","text":"(1) a fee for providing the ETF Services (the “ETF Servicing Fee”) and (2) transfer, processing and other transaction costs","page_number":140,"box":{"x":89,"y":694,"width":842,"height":12}},{"id":"97bddb7e-d8d4-42f3-89b5-a4de63e6351d","block_type":"box","text":"charged by a Fund custodian in connection with the issuance of Creation Units for such creation order (“Custody Transaction","page_number":140,"box":{"x":89,"y":709,"width":877,"height":12}},{"id":"e8bb5a68-d53f-4ecf-bf5f-2ccf9b4d0aab","block_type":"box","text":"Costs”). BRIL is entitled to retain the ETF Servicing Fee pursuant to the ETF Services Agreement, but BRIL will reimburse any","page_number":140,"box":{"x":89,"y":724,"width":865,"height":13}},{"id":"824e35f7-9a7c-4c49-8854-5a6b2328cb3b","block_type":"box","text":"Custody Transaction Costs to the applicable Fund custodian according to the amounts invoiced by such custodian.","page_number":140,"box":{"x":89,"y":739,"width":804,"height":13}},{"id":"a051ce46-e620-4a6b-b4d3-f52ae7ba7be2","block_type":"box","text":"The ETF Servicing Fee is a flat fee per order regardless of the number of Creation Units being purchased, which amount will","page_number":140,"box":{"x":88,"y":766,"width":862,"height":12}},{"id":"ebd4e390-ddf0-4b06-91ed-f0b77a8464a8","block_type":"box","text":"vary among different Funds based on a number of factors, including the complexity of the order and the types of securities or","page_number":140,"box":{"x":88,"y":781,"width":879,"height":12}},{"id":"9328d81d-db2e-46bb-a7d8-f7e13bbfc7c5","block_type":"box","text":"instruments included in a Fund’s Creation Basket, among other variables. The ETF Servicing Fee may be equal to zero in","page_number":140,"box":{"x":89,"y":796,"width":834,"height":12}},{"id":"ada2128f-c1b9-4491-af3e-ee429749ee95","block_type":"box","text":"certain instances, such as for creation transactions that consist solely of cash. The actual Custody Transaction Costs vary per","page_number":140,"box":{"x":89,"y":811,"width":874,"height":12}},{"id":"e9ed4961-91ff-4253-a6a0-e4d6c2839e1b","block_type":"box","text":"order based on the number of trades, underlying markets and settlement locations associated with the issuance of a Creation","page_number":140,"box":{"x":89,"y":826,"width":877,"height":13}},{"id":"cf73cee4-d2ee-4576-be30-21039bc9b279","block_type":"box","text":"Unit. The following table sets forth, for each Fund, either the actual creation transaction fee that was charged on November","page_number":140,"box":{"x":89,"y":841,"width":863,"height":13}},{"id":"a565199b-264d-4df9-819c-4f4db88c1266","block_type":"box","text":"10, 2025 or an estimate of the creation transaction fee that would have been charged if the Fund had issued a Creation Unit","page_number":140,"box":{"x":90,"y":856,"width":863,"height":13}},{"id":"500c5293-e873-44fd-991b-38fa5d5445d5","block_type":"box","text":"120","page_number":140,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"a41a407b-7172-4044-88ff-56d3c2e4a4bc","block_type":"box","text":"on that date. The actual fee that was or would have been charged to an Authorized Participant in connection with a creation","page_number":141,"box":{"x":89,"y":44,"width":868,"height":12}},{"id":"0ea17e16-c093-439a-bf86-ad4a630ddb94","block_type":"box","text":"order will vary over time depending on the factors discussed above, and may be higher than the fee set forth below.","page_number":141,"box":{"x":89,"y":59,"width":807,"height":12}},{"id":"c76833a7-a7b4-45bc-91aa-c23d3b411571","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a creation transaction","page_number":141,"box":{"x":89,"y":85,"width":869,"height":13}},{"id":"cfef80d5-ed36-46ea-9794-28ce3ec0e9d9","block_type":"box","text":"consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum amount","page_number":141,"box":{"x":89,"y":101,"width":845,"height":12}},{"id":"184e9dd7-ad28-4a5b-9669-ef69129b9508","block_type":"box","text":"shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the execution of","page_number":141,"box":{"x":89,"y":116,"width":864,"height":12}},{"id":"39d86819-fbc7-444b-92c7-459412a0d219","block_type":"box","text":"trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of transaction","page_number":141,"box":{"x":88,"y":131,"width":845,"height":12}},{"id":"de3a782d-6dc8-404a-9eae-a2900e10fe59","block_type":"box","text":"costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread between","page_number":141,"box":{"x":89,"y":146,"width":853,"height":12}},{"id":"4b506a5e-1cff-4ed2-befa-ceb2b2a9b951","block_type":"box","text":"the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to trade","page_number":141,"box":{"x":88,"y":161,"width":836,"height":12}},{"id":"c5e10207-9526-4518-980f-87341782c282","block_type":"box","text":"identical securities to the securities identified by BlackRock in estimating these transaction and other costs and expenses. In","page_number":141,"box":{"x":89,"y":176,"width":866,"height":13}},{"id":"0d2d287e-8f45-4c63-a218-6cf9cbdcdd03","block_type":"box","text":"certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge, subject to the","page_number":141,"box":{"x":89,"y":191,"width":834,"height":13}},{"id":"a0f5024c-8f45-4cb4-beac-6d223ca74f26","block_type":"box","text":"maximum amounts shown below.","page_number":141,"box":{"x":89,"y":206,"width":237,"height":10}},{"id":"779650f4-19e2-44ee-933c-056eccec14ba","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Deposit Securities to the Funds. Certain fees/costs","page_number":141,"box":{"x":88,"y":233,"width":817,"height":12}},{"id":"15453754-4e5d-4242-b94a-45c5463032a9","block_type":"box","text":"associated with creation transactions may be waived in certain circumstances. Investors who use the services of a broker or","page_number":141,"box":{"x":89,"y":248,"width":866,"height":12}},{"id":"66c63e68-11c3-4429-bbf9-709baebfd461","block_type":"box","text":"other financial intermediary to acquire Fund shares may be charged a fee for such services.","page_number":141,"box":{"x":89,"y":263,"width":636,"height":12}},{"id":"f80500ee-a4ad-4daa-b83e-23a1308f195a","block_type":"box","text":"The following table sets forth each Fund’s actual or estimated creation transaction fee, as applicable, as of November 10,","page_number":141,"box":{"x":88,"y":290,"width":845,"height":12}},{"id":"bda38291-0526-4e51-b8c9-f1b6304d3e88","block_type":"box","text":"2025 and maximum additional charge (as described above):","page_number":141,"box":{"x":89,"y":305,"width":420,"height":12}},{"id":"0fd4dfa4-8f93-4b82-8dde-ccb29178b1e7","block_type":"box","text":"Fund","page_number":141,"box":{"x":89,"y":344,"width":27,"height":8}},{"id":"6067bedc-ae4b-4345-af18-2525d3f690da","block_type":"box","text":"Standard Creation","page_number":141,"box":{"x":665,"y":334,"width":103,"height":8}},{"id":"f9987f7f-b761-43bb-9d0c-fb25ef6068b0","block_type":"box","text":"Transaction Fee","page_number":141,"box":{"x":671,"y":345,"width":91,"height":7}},{"id":"d4e6e075-b4c4-4ad1-9603-8bf798dd0ff9","block_type":"box","text":"Maximum Additional","page_number":141,"box":{"x":847,"y":334,"width":120,"height":8}},{"id":"da7bb777-d474-4cba-984c-dbe27ea45023","block_type":"box","text":"Charge*","page_number":141,"box":{"x":883,"y":344,"width":48,"height":10}},{"id":"b49155d8-7d0f-4c2a-ab32-1dea9e3dd58f","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF 1,062.25** 7.0%","page_number":141,"box":{"x":89,"y":366,"width":843,"height":13}},{"id":"f2439f6a-aa87-4ff1-a7e6-d84821350581","block_type":"box","text":"iShares Core MSCI EAFE ETF 10,993.75** 7.0%","page_number":141,"box":{"x":89,"y":382,"width":843,"height":11}},{"id":"69e9e42d-f5d6-4eeb-bb53-110f3a43cb92","block_type":"box","text":"iShares Core MSCI International Developed Markets ETF 9,028** 7.0%","page_number":141,"box":{"x":89,"y":397,"width":843,"height":12}},{"id":"695f96c4-6c60-4e59-b02b-d795fc33d986","block_type":"box","text":"iShares Core MSCI Total International Stock ETF 28,957.85** 7.0%","page_number":141,"box":{"x":89,"y":412,"width":843,"height":11}},{"id":"9b872b31-f6ae-4dc8-987b-a00781c1dfdd","block_type":"box","text":"iShares Cybersecurity and Tech ETF 730** 3.0%","page_number":141,"box":{"x":89,"y":427,"width":843,"height":12}},{"id":"a031092a-6bf1-4d97-b4bf-a849e8597892","block_type":"box","text":"iShares Energy Storage & Materials ETF 858.25** 3.0%","page_number":141,"box":{"x":89,"y":442,"width":843,"height":12}},{"id":"1452d9cd-0207-4579-93f1-dfbcde512dc1","block_type":"box","text":"iShares Future Exponential Technologies ETF 1,346.55** 3.0%","page_number":141,"box":{"x":89,"y":457,"width":843,"height":12}},{"id":"315a45a5-ed6e-4fdd-8de7-3d51f0ba9713","block_type":"box","text":"iShares Genomics Immunology and Healthcare ETF 682.75** 3.0%","page_number":141,"box":{"x":89,"y":472,"width":843,"height":13}},{"id":"fc8013a3-2645-43d5-a4d3-3bf8efc9de7a","block_type":"box","text":"iShares Global Equity Factor ETF 4,000.65** 7.0%","page_number":141,"box":{"x":89,"y":487,"width":843,"height":13}},{"id":"7dca0020-3128-40a3-aa65-8ca3a3be5b5c","block_type":"box","text":"iShares MSCI All Country Asia ex Japan ETF 10,454.25** 7.0%","page_number":141,"box":{"x":89,"y":502,"width":843,"height":13}},{"id":"f3acd2da-8493-4ff1-bb6e-f4f42e65bc8e","block_type":"box","text":"iShares Neuroscience and Healthcare ETF 722.25** 7.0%","page_number":141,"box":{"x":89,"y":518,"width":843,"height":9}},{"id":"7ac399bb-49cb-4a92-ad51-e6d5a57e6ed5","block_type":"box","text":"iShares Self-Driving EV and Tech ETF 862.30** 3.0%","page_number":141,"box":{"x":89,"y":533,"width":843,"height":12}},{"id":"ea27d796-3d1f-4ed0-a9c3-501e11fc18ef","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit.","page_number":141,"box":{"x":118,"y":572,"width":329,"height":10}},{"id":"d08c29f5-7fbe-4ac0-9bbd-dad96945418a","block_type":"box","text":"If a purchase consists of a cash portion and each Fund places a brokerage transaction to purchase portfolio securities with","page_number":141,"box":{"x":89,"y":596,"width":856,"height":12}},{"id":"50a8ef0a-6e65-48bd-b52d-aadda03728df","block_type":"box","text":"the Authorized Participant (or an affiliated or unaffiliated broker-dealer), the Authorized Participant may be required, in its","page_number":141,"box":{"x":88,"y":611,"width":850,"height":12}},{"id":"854eac14-b699-4042-930e-8a131d2b4bf4","block_type":"box","text":"capacity as broker-dealer with respect to that transaction, to cover certain brokerage, tax, foreign exchange, execution, and","page_number":141,"box":{"x":89,"y":626,"width":862,"height":12}},{"id":"5940a38a-9695-4973-8b7b-c6ac9ed53004","block_type":"box","text":"price movement costs through an Execution Performance Guarantee, as described in the","page_number":141,"box":{"x":89,"y":641,"width":620,"height":12}},{"id":"81b9dd4e-fa59-4f6e-bb2a-f7e2fc011ee5","block_type":"box","text":"Brokerage Transactions","page_number":141,"box":{"x":714,"y":641,"width":163,"height":12}},{"id":"1b54a4e3-9e68-4212-aedc-4bdc5b8af8aa","block_type":"box","text":"section of","page_number":141,"box":{"x":882,"y":641,"width":69,"height":10}},{"id":"b711499a-b27e-43ec-9fe0-9a83a6e8b080","block_type":"box","text":"this SAI.","page_number":141,"box":{"x":88,"y":656,"width":56,"height":10}},{"id":"c91f42b4-2991-4df5-ba4d-7051ae9a9e74","block_type":"box","text":"Redemption of Creation Units.","page_number":141,"box":{"x":89,"y":683,"width":216,"height":12}},{"id":"2140b019-0cdd-4594-b103-a959e92fa944","block_type":"box","text":"Shares of a Fund may be redeemed by Authorized Participants only in Creation Units at their NAV next determined after","page_number":141,"box":{"x":88,"y":709,"width":836,"height":12}},{"id":"c197083a-99ce-4d59-be5f-44583fc07649","block_type":"box","text":"receipt of a redemption request in proper form by the Distributor or its agent and only on a Business Day. The Funds will not","page_number":141,"box":{"x":89,"y":724,"width":869,"height":13}},{"id":"438df9f8-a506-4bb0-9925-d95f145bb477","block_type":"box","text":"redeem shares in amounts less than Creation Units. There can be no assurance, however, that there will be sufficient liquidity","page_number":141,"box":{"x":89,"y":739,"width":873,"height":13}},{"id":"1ecfeec9-6c13-492f-afeb-dcd8a9e8ba33","block_type":"box","text":"in the secondary market at any time to permit assembly of a Creation Unit. Investors should expect to incur brokerage and","page_number":141,"box":{"x":89,"y":754,"width":855,"height":13}},{"id":"c0475475-8299-4039-b9df-a18b8894a7ca","block_type":"box","text":"other costs in connection with assembling a sufficient number of shares to constitute a Creation Unit that could be redeemed","page_number":141,"box":{"x":89,"y":770,"width":878,"height":12}},{"id":"1e8ec352-d7c4-4674-ad30-6d8a2796d2dc","block_type":"box","text":"by an Authorized Participant. Beneficial owners also may sell shares in the secondary market.","page_number":141,"box":{"x":89,"y":785,"width":649,"height":12}},{"id":"f5534fdf-15aa-49a4-a679-83a6a7433ce0","block_type":"box","text":"The iShares MSCI China A ETF generally redeems Creation Units solely for cash (which may include the currency in which the","page_number":141,"box":{"x":88,"y":811,"width":879,"height":12}},{"id":"9740dece-303b-42f1-bc12-1ca15a518f6e","block_type":"box","text":"underlying securities are denominated). However, the iShares MSCI China A ETF reserves the right to distribute securities in","page_number":141,"box":{"x":89,"y":826,"width":869,"height":13}},{"id":"3c620177-d664-4f4a-8f59-d4e7727cee9e","block_type":"box","text":"kind as payment for Creation Units being redeemed. All other Funds discussed in this SAI generally redeem Creation Units","page_number":141,"box":{"x":89,"y":841,"width":851,"height":13}},{"id":"65775c2b-9dac-4b7f-9516-aee2e478ec41","block_type":"box","text":"121","page_number":141,"box":{"x":517,"y":894,"width":21,"height":9}},{"id":"2942c659-2d41-401a-ae6a-466e746dbedf","block_type":"box","text":"partially for cash. Please see the","page_number":142,"box":{"x":89,"y":44,"width":221,"height":12}},{"id":"44944523-7ea9-4f67-848f-fdc3639b3b14","block_type":"box","text":"Cash Redemption Method","page_number":142,"box":{"x":316,"y":44,"width":183,"height":12}},{"id":"efb41014-7b57-42f2-b6dd-8c8821a556e5","block_type":"box","text":"section below and the following discussion summarizing the in","page_number":142,"box":{"x":503,"y":44,"width":446,"height":12}},{"id":"cb4b78da-b766-49ed-9e5d-909c13a76307","block_type":"box","text":"kind method for further information on redeeming Creation Units of the Funds.","page_number":142,"box":{"x":89,"y":59,"width":553,"height":12}},{"id":"3e31b238-34a9-40ee-a114-bcdda74d45fb","block_type":"box","text":"Each Fund publishes the designated portfolio of securities (including any portion of such securities for which cash may be","page_number":142,"box":{"x":89,"y":85,"width":853,"height":13}},{"id":"615f8726-6e73-4d7a-8bf6-20db3dd4b6ca","block_type":"box","text":"substituted) that will be applicable to redemption requests received in proper form (as defined below) on that day (“Fund","page_number":142,"box":{"x":89,"y":101,"width":849,"height":12}},{"id":"31a9c945-1d7c-4aab-84a0-78f6a223e9b6","block_type":"box","text":"Securities” or “Redemption Basket”), and an amount of cash (the “Cash Amount,” as described below) in order to effect","page_number":142,"box":{"x":88,"y":116,"width":841,"height":12}},{"id":"ac609e75-82d9-4a44-8fb1-10a4e978600d","block_type":"box","text":"redemptions of Creation Units of a Fund. Such Fund Securities and Cash Amount will remain in effect until such time as the","page_number":142,"box":{"x":89,"y":131,"width":863,"height":12}},{"id":"9769c899-d949-4de0-b2a4-d2fc3fdbc2c7","block_type":"box","text":"next announced composition of the Fund Securities and Cash Amount is made available. The Fund Securities and Cash","page_number":142,"box":{"x":89,"y":146,"width":833,"height":12}},{"id":"c5bb0c73-b45a-4177-9cba-5da4eaf64943","block_type":"box","text":"Amount are subject to possible amendment or correction. When redemptions are permitted in-kind, Fund Securities received","page_number":142,"box":{"x":88,"y":161,"width":876,"height":12}},{"id":"63d569df-1266-47fa-abf1-3263bf81d097","block_type":"box","text":"on redemption may not be identical to Deposit Securities that are applicable to creations of Creation Units. Procedures and","page_number":142,"box":{"x":89,"y":176,"width":858,"height":13}},{"id":"e0d15ca5-d704-4b1f-822b-346fd0c35f39","block_type":"box","text":"requirements governing redemption transactions are set forth in the handbook for Authorized Participants and may change","page_number":142,"box":{"x":89,"y":191,"width":864,"height":13}},{"id":"cb5a56b4-2ea9-4efb-be34-77629b465f67","block_type":"box","text":"from time to time.","page_number":142,"box":{"x":88,"y":206,"width":127,"height":10}},{"id":"854e92e2-b50b-4248-b56a-7a62c91376d5","block_type":"box","text":"Unless cash redemptions are available or specified for a Fund, the redemption proceeds for a Creation Unit generally consist","page_number":142,"box":{"x":89,"y":233,"width":866,"height":12}},{"id":"2f779feb-f568-467d-8aad-778f210c5b17","block_type":"box","text":"of Fund Securities, plus the Cash Amount, which is an amount equal to the difference between the NAV of the shares being","page_number":142,"box":{"x":89,"y":248,"width":861,"height":12}},{"id":"e1ae0d96-a125-4b08-8cf5-62eb0fa189c9","block_type":"box","text":"redeemed, as next determined after the receipt of a redemption request in proper form, and the value of Fund Securities, less","page_number":142,"box":{"x":89,"y":263,"width":873,"height":12}},{"id":"b331cddb-2fa5-4a45-a74c-1610f06df57c","block_type":"box","text":"a redemption transaction fee (as described below).","page_number":142,"box":{"x":89,"y":278,"width":355,"height":13}},{"id":"2ee8f902-8694-4dd4-821c-ec855b602410","block_type":"box","text":"The Trust may, in its sole discretion, substitute a “cash in lieu” amount to replace any Fund Security in certain circumstances,","page_number":142,"box":{"x":88,"y":305,"width":874,"height":12}},{"id":"bf093ab6-ad67-4b44-a5d7-dfde47fc3b98","block_type":"box","text":"including: (i) when the delivery of a Fund Security to the Authorized Participant (or to an investor on whose behalf the","page_number":142,"box":{"x":89,"y":320,"width":825,"height":12}},{"id":"d5c1849d-29dd-4775-b2f1-957658fd3108","block_type":"box","text":"Authorized Participant is acting) would be restricted under applicable securities or other local laws or due to a trading","page_number":142,"box":{"x":88,"y":335,"width":823,"height":12}},{"id":"3c6fb6fa-e9f7-48b4-962d-17978b501146","block_type":"box","text":"restriction; (ii) when the delivery of a Fund Security to the Authorized Participant would result in the disposition of the Fund","page_number":142,"box":{"x":89,"y":350,"width":863,"height":12}},{"id":"927473cf-c2cb-41e4-b5d1-ea2e017ae563","block_type":"box","text":"Security by the Authorized Participant due to restrictions under applicable securities or other local laws; (iii) when the delivery","page_number":142,"box":{"x":88,"y":365,"width":880,"height":12}},{"id":"606989f6-c596-42cb-9c17-f0cdeb587473","block_type":"box","text":"of a Fund Security to the Authorized Participant would result in unfavorable tax treatment; (iv) when a Fund Security cannot","page_number":142,"box":{"x":89,"y":380,"width":868,"height":13}},{"id":"c7a472c1-72eb-45d1-b378-ec3cb5c0c421","block_type":"box","text":"be settled or otherwise delivered in time to facilitate an in-kind redemption; or (v) in certain other situations. The amount of","page_number":142,"box":{"x":89,"y":395,"width":867,"height":13}},{"id":"fd8a3e97-5a9d-4ae2-9f4b-191625969168","block_type":"box","text":"cash paid out in such cases will be equivalent to the value of the substituted security listed as a Fund Security. In the event","page_number":142,"box":{"x":89,"y":410,"width":855,"height":13}},{"id":"815691d7-decb-46e4-8584-bef3125e7358","block_type":"box","text":"that the Fund Securities have a value greater than the NAV of the shares, a compensating cash payment equal to the","page_number":142,"box":{"x":88,"y":426,"width":815,"height":12}},{"id":"cadb9fa2-0348-4d57-a158-ac09d75280b0","block_type":"box","text":"difference is required to be made by or through an Authorized Participant by the redeeming shareholder. The iShares MSCI","page_number":142,"box":{"x":89,"y":441,"width":855,"height":12}},{"id":"94dbad84-b61f-4708-8179-063eaf4491be","block_type":"box","text":"China A ETF generally redeems Creation Units for cash. All other Funds discussed in this SAI generally redeem Creation Units","page_number":142,"box":{"x":89,"y":456,"width":872,"height":12}},{"id":"d1f1df14-ec42-4cf5-81c0-0b7ec2ba930d","block_type":"box","text":"partially for cash. Each Fund may, in its sole discretion, provide such redeeming Authorized Participant a portfolio of securities","page_number":142,"box":{"x":89,"y":471,"width":879,"height":12}},{"id":"b02b300c-0745-485c-a1fc-5db13263db6e","block_type":"box","text":"that differs from the exact composition of the Fund Securities, but does not differ in NAV. The Redemption Basket may also","page_number":142,"box":{"x":88,"y":486,"width":860,"height":12}},{"id":"182f9e47-d374-4108-8faf-6c37c2568f97","block_type":"box","text":"be modified to minimize the Cash Component by redistributing the cash to the Fund Securities portion of the Redemption","page_number":142,"box":{"x":89,"y":501,"width":852,"height":13}},{"id":"b5b29e51-309b-4e72-bc8e-ab340fb26af1","block_type":"box","text":"Basket through systematically rounding. The rounding methodology allows position sizes of securities in the Fund Securities","page_number":142,"box":{"x":89,"y":516,"width":869,"height":13}},{"id":"5317d2ba-e64e-4245-a34e-417f637da718","block_type":"box","text":"to be “rounded up,” while limiting the maximum allowed percentage change in weight and share quantity of any given","page_number":142,"box":{"x":88,"y":531,"width":830,"height":13}},{"id":"e52e6e55-f73b-451e-816d-a7321a05f904","block_type":"box","text":"security in the Redemption Basket. Redemption Baskets may also be modified to position a fund towards a forward index","page_number":142,"box":{"x":89,"y":547,"width":846,"height":12}},{"id":"fc4cda28-5b27-42cd-ba67-c4ce65a1268d","block_type":"box","text":"rebalance to reflect revisions that account for index additions, deletions, and re-weights.","page_number":142,"box":{"x":89,"y":562,"width":617,"height":12}},{"id":"707b29fc-e713-4f9e-8ea6-a397e4a4b4b6","block_type":"box","text":"Cash Redemption Method.","page_number":142,"box":{"x":89,"y":588,"width":191,"height":12}},{"id":"cd12c781-6f19-4eda-9dd7-4673d037b11d","block_type":"box","text":"Although the Trust does not generally permit partial or full cash redemptions of Creation Units","page_number":142,"box":{"x":293,"y":588,"width":661,"height":12}},{"id":"fc81446f-343d-4a94-8b4f-e780e17b4c9e","block_type":"box","text":"of its funds or for the iShares MSCI China A ETF that is normally redeemed on a cash basis only, when partial or full cash","page_number":142,"box":{"x":89,"y":603,"width":841,"height":13}},{"id":"a3840373-a515-4cb5-9c1d-2b94aadf3dda","block_type":"box","text":"redemptions of Creation Units are available or specified (","page_number":142,"box":{"x":89,"y":618,"width":395,"height":13}},{"id":"0d9e7161-1f34-4404-91db-0f84dcb17a54","block_type":"box","text":"e.g.,","page_number":142,"box":{"x":485,"y":621,"width":27,"height":10}},{"id":"4a970bc2-a2fb-4b37-b7b2-2a47e4546686","block_type":"box","text":"Creation Units of the iShares MSCI China A ETF are generally","page_number":142,"box":{"x":518,"y":618,"width":424,"height":13}},{"id":"7ca6f8ad-66fb-4481-99c1-04571822c20a","block_type":"box","text":"redeemed solely for cash, while Creation Units of all other Funds in this SAI are generally redeemed partially for cash or where","page_number":142,"box":{"x":89,"y":633,"width":879,"height":13}},{"id":"164df550-5807-446e-8775-db94d4183459","block_type":"box","text":"the market for individual securities does not permit in-kind redemption), they will be effected in essentially the same manner","page_number":142,"box":{"x":88,"y":649,"width":874,"height":12}},{"id":"10ba93b8-9f50-4623-bfdd-eb09821f62fd","block_type":"box","text":"as in-kind redemptions thereof. In the case of partial or full cash redemption, the Authorized Participant receives the cash","page_number":142,"box":{"x":89,"y":664,"width":847,"height":12}},{"id":"14bbf17f-0436-49bc-8e13-2b74ee4fbb27","block_type":"box","text":"equivalent of the Fund Securities and other instruments it would otherwise receive through an in-kind redemption, plus the","page_number":142,"box":{"x":89,"y":679,"width":863,"height":12}},{"id":"de97f46e-83bc-498f-a6b6-dc84f484e79f","block_type":"box","text":"same Cash Amount to be paid to an in-kind redeemer. The Authorized Participant will also be required to pay certain","page_number":142,"box":{"x":89,"y":694,"width":814,"height":12}},{"id":"c6a87024-d06e-4595-9e54-77c0b42f7cf4","block_type":"box","text":"transaction fees and charges for cash redemptions, as described below, and, if transacting as broker with each Fund, may be","page_number":142,"box":{"x":88,"y":709,"width":871,"height":12}},{"id":"0a0825d5-12f0-4759-b6a4-e6c400f49f65","block_type":"box","text":"required to cover certain brokerage, tax, foreign exchange, execution and price movement costs through an Execution","page_number":142,"box":{"x":89,"y":724,"width":825,"height":13}},{"id":"51a6c518-4ba6-4f60-95ce-95a6a5f21cd8","block_type":"box","text":"Performance Guarantee, as described in the","page_number":142,"box":{"x":89,"y":739,"width":305,"height":12}},{"id":"4812f8bc-2b97-4db5-a19b-efb0a6a6945d","block_type":"box","text":"Brokerage Transactions","page_number":142,"box":{"x":399,"y":739,"width":163,"height":13}},{"id":"fcbd968e-f534-446e-979d-f22f6dd00ac0","block_type":"box","text":"section of this SAI.","page_number":142,"box":{"x":567,"y":739,"width":129,"height":10}},{"id":"00257905-f3fd-4b1c-b714-e80d232e42f4","block_type":"box","text":"Cash redemption proceeds will be paid to the Authorized Participant redeeming shares as soon as practicable after the date","page_number":142,"box":{"x":89,"y":766,"width":863,"height":12}},{"id":"e5df23e6-62fe-41e5-825c-da7eeea60a75","block_type":"box","text":"of redemption or within seven calendar days thereafter. If a Fund settles redemptions on a cash basis and an Authorized","page_number":142,"box":{"x":89,"y":781,"width":838,"height":12}},{"id":"b3610ae3-8f86-47cd-bc01-88d1f9e302b4","block_type":"box","text":"Participant has entered into an Execution Performance Guarantee, but the Authorized Participant is unable, as determined by","page_number":142,"box":{"x":89,"y":796,"width":873,"height":12}},{"id":"d1912e70-c70b-4ebd-9e26-aa370d1935c7","block_type":"box","text":"BFA in its sole discretion, to execute the market transactions that are the subject of the Execution Performance Guarantee","page_number":142,"box":{"x":89,"y":811,"width":850,"height":12}},{"id":"62b63796-f4da-4b03-94e3-d6ec9cf29629","block_type":"box","text":"due to an extended market holiday that goes over seven calendar days or in certain other situations where all or a portion of","page_number":142,"box":{"x":89,"y":826,"width":869,"height":13}},{"id":"edc499be-190b-458b-be59-bf36c2145c00","block_type":"box","text":"the transactions are unable to be executed within seven calendar days, then the Fund may pay the full amount of the","page_number":142,"box":{"x":88,"y":841,"width":819,"height":13}},{"id":"1e4365e9-db56-437e-a480-90b5e23d72c0","block_type":"box","text":"redemption order (or the remaining amount of the redemption order based on the unexecuted portion of the transaction)","page_number":142,"box":{"x":89,"y":856,"width":852,"height":13}},{"id":"6d0bce21-8492-4751-a5f9-55b867906580","block_type":"box","text":"122","page_number":142,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"3cc113b5-779b-44ba-b0a6-56eff5c9063e","block_type":"box","text":"within the original seven calendar day period by using the Fund’s overdraft facility, line of credit or cash on hand. The","page_number":143,"box":{"x":88,"y":44,"width":818,"height":12}},{"id":"878a5203-2249-4a15-abb4-24f0d48658a4","block_type":"box","text":"Authorized Participant (or an affiliated or unaffiliated broker-dealer), acting on an agency basis, will subsequently enter into","page_number":143,"box":{"x":88,"y":59,"width":864,"height":12}},{"id":"543a670f-9302-4fbe-8d3f-6fe46b5bc2f4","block_type":"box","text":"one or more separate market transactions when the markets reopen or the trades are otherwise able to be executed through","page_number":143,"box":{"x":89,"y":74,"width":871,"height":12}},{"id":"3421a385-0f82-4018-b989-16e28bca91d9","block_type":"box","text":"which a Fund sells the Fund Securities (or the remaining unsold Fund Securities) subject to a guaranteed sales price. If the","page_number":143,"box":{"x":88,"y":89,"width":856,"height":13}},{"id":"e721d71c-df4e-468a-9069-2364da6214a1","block_type":"box","text":"Authorized Participant (or an affiliated or unaffiliated broker-dealer) achieves executions in market transactions at a price","page_number":143,"box":{"x":88,"y":104,"width":848,"height":13}},{"id":"cd0c7713-3100-49c3-bfcb-18ea5cae7bcb","block_type":"box","text":"more favorable than a Fund’s valuation of the Fund Securities as of the NAV calculation applicable on the date of the","page_number":143,"box":{"x":89,"y":119,"width":814,"height":13}},{"id":"1b585450-3bf8-45b4-97b4-e009b4ce090a","block_type":"box","text":"redemption, then the Authorized Participant generally may retain the excess transaction proceeds. Specifically, if the","page_number":143,"box":{"x":89,"y":135,"width":811,"height":12}},{"id":"f4475be6-6257-4e09-8763-9f672874e9ba","block_type":"box","text":"Authorized Participant is unable to achieve executions in market transactions at a price at least equal to the Fund’s valuation","page_number":143,"box":{"x":88,"y":150,"width":870,"height":12}},{"id":"d33596e6-9fb7-477e-87f9-0b1c74acf355","block_type":"box","text":"of the Fund Securities as of the NAV calculation applicable on the date of the redemption, then the Authorized Participant is","page_number":143,"box":{"x":89,"y":165,"width":864,"height":12}},{"id":"e89461c2-0c8d-4527-b5b0-1c7ecfec75a0","block_type":"box","text":"generally required to make the applicable shortfall payment to the Fund.","page_number":143,"box":{"x":89,"y":180,"width":504,"height":12}},{"id":"ad063c79-f36c-465f-815f-e35255ee7a84","block_type":"box","text":"In addition, if transacting as broker with a Fund in a non-U.S. jurisdiction, the Authorized Participant may be required to cover","page_number":143,"box":{"x":89,"y":206,"width":877,"height":13}},{"id":"6f1283e3-0963-4762-ad84-7e399f9f129a","block_type":"box","text":"foreign exchange costs through an Execution Performance Guarantee, as described in the Brokerage Transactions section of","page_number":143,"box":{"x":88,"y":222,"width":871,"height":12}},{"id":"aaa43e15-3f81-4c37-9797-90cada4cfb78","block_type":"box","text":"this SAI. If the foreign exchange transaction associated with the applicable security trades can only occur upon the","page_number":143,"box":{"x":88,"y":237,"width":804,"height":12}},{"id":"fdb2abcf-495f-4b5a-93d8-0ab9f5e84893","block_type":"box","text":"settlement of a security trade and such trades are unable, as determined by BFA in its sole discretion, to be settled by the","page_number":143,"box":{"x":89,"y":252,"width":843,"height":12}},{"id":"a2b62344-81bc-4990-acc1-a69530bc0579","block_type":"box","text":"seventh calendar day after receipt of the Authorized Participant’s redemption order, then a Fund may pay within the original","page_number":143,"box":{"x":89,"y":267,"width":865,"height":12}},{"id":"49377a83-690d-4a27-a473-69d186242d79","block_type":"box","text":"seven calendar day period the amount due in respect of the redemption order based on the foreign exchange rate as of the","page_number":143,"box":{"x":89,"y":282,"width":860,"height":12}},{"id":"3ba7e5bd-7419-4a54-9bab-506dde161cac","block_type":"box","text":"date of the redemption order by using the Fund’s overdraft facility, line of credit or cash on hand (in addition to any sales","page_number":143,"box":{"x":89,"y":297,"width":842,"height":12}},{"id":"f03529d2-526c-47a1-b31b-a2b34d4014f7","block_type":"box","text":"proceeds from the executed portion of the original brokerage order) and subsequently enter into one or more separate","page_number":143,"box":{"x":89,"y":312,"width":830,"height":13}},{"id":"e11ffd66-e01e-455f-b283-0c99f6e7cf96","block_type":"box","text":"foreign exchange transactions with the Authorized Participant (or a broker-dealer affiliate of the Authorized Participant or a","page_number":143,"box":{"x":88,"y":327,"width":862,"height":13}},{"id":"c1a586bc-2435-461b-b62a-c3408e9f28da","block_type":"box","text":"third-party broker-dealer engaged through the Authorized Participant), acting on an agency basis, and be subject to a","page_number":143,"box":{"x":88,"y":342,"width":824,"height":13}},{"id":"784894eb-44c4-4adf-a507-83c8a63a6165","block_type":"box","text":"guaranteed sales price. If the Authorized Participant achieves execution of the foreign exchange transactions at a price more","page_number":143,"box":{"x":89,"y":358,"width":869,"height":12}},{"id":"8dd58ca8-8bbe-4aa0-b78f-db1bb2080e8a","block_type":"box","text":"favorable than the foreign exchange rate as of the NAV calculation applicable on the date of the redemption, then the","page_number":143,"box":{"x":88,"y":373,"width":821,"height":12}},{"id":"2cdf4092-7350-4602-a1bb-b265340a42cf","block_type":"box","text":"Authorized Participant generally may retain the excess transaction proceeds. If the Authorized Participant is unable to achieve","page_number":143,"box":{"x":88,"y":388,"width":879,"height":12}},{"id":"26a9d639-ac0b-40de-8107-6ccc34da2653","block_type":"box","text":"execution of the foreign exchange transactions at a price at least equal to the foreign exchange rate as of the NAV calculation","page_number":143,"box":{"x":89,"y":403,"width":876,"height":12}},{"id":"00203d44-d837-44b3-9374-20f44ac21036","block_type":"box","text":"applicable on the date of the redemption, then the Authorized Participant is required to make the applicable shortfall","page_number":143,"box":{"x":89,"y":418,"width":814,"height":12}},{"id":"ddeaad88-aa8e-4ea6-b3f7-cb19a37b19cf","block_type":"box","text":"payment to the Fund.","page_number":143,"box":{"x":89,"y":433,"width":149,"height":13}},{"id":"92ac1078-9dc2-44c7-b694-579194ecd5b9","block_type":"box","text":"Costs Associated with Redemption Transactions.","page_number":143,"box":{"x":89,"y":460,"width":351,"height":12}},{"id":"f8118203-3200-40f8-8f8e-7584a627d4bd","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI ex U.S. ETF and iShares","page_number":143,"box":{"x":88,"y":486,"width":838,"height":12}},{"id":"5f0e0060-1d5c-41d3-9022-060ec09e29e1","block_type":"box","text":"MSCI China A ETF","page_number":143,"box":{"x":88,"y":501,"width":132,"height":10}},{"id":"e04d681d-bf4b-4c97-b09b-05e7691415cf","block_type":"box","text":"A standard redemption transaction fee is imposed to offset transfer, processing and other transaction costs that may be","page_number":143,"box":{"x":88,"y":528,"width":839,"height":12}},{"id":"13bdb0d9-88c3-49aa-964d-12b89441576d","block_type":"box","text":"incurred by the relevant Fund. The standard redemption transaction fee is charged on each Creation Unit redeemed by an","page_number":143,"box":{"x":89,"y":543,"width":849,"height":12}},{"id":"f3be00a6-e37d-426e-86fa-788e98db3c2a","block_type":"box","text":"Authorized Participant on the day of the transaction. The standard redemption transaction fee is generally fixed at the","page_number":143,"box":{"x":88,"y":558,"width":824,"height":12}},{"id":"eb5d9e59-0991-42a8-8643-110889a2224b","block_type":"box","text":"amount shown in the table below regardless of the number of Creation Units being redeemed, but may be reduced by each","page_number":143,"box":{"x":89,"y":573,"width":861,"height":12}},{"id":"fb0047a5-f28e-4485-92e4-b4066584dce0","block_type":"box","text":"Fund if transfer and processing expenses associated with the redemption are anticipated to be lower than the stated fee.","page_number":143,"box":{"x":89,"y":588,"width":843,"height":12}},{"id":"ccf83f3c-813f-44f0-a264-70b53ab370d1","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a redemption","page_number":143,"box":{"x":89,"y":615,"width":810,"height":12}},{"id":"eb7cb20b-457a-4d1b-9282-ca2c86cff3ee","block_type":"box","text":"transaction consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum","page_number":143,"box":{"x":88,"y":630,"width":869,"height":12}},{"id":"7a351093-d5cc-4035-9ccd-ee291827c4c8","block_type":"box","text":"amount shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the","page_number":143,"box":{"x":89,"y":645,"width":831,"height":12}},{"id":"2c34dac8-1c80-4cc3-a253-20a9dc820ede","block_type":"box","text":"execution of trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of","page_number":143,"box":{"x":89,"y":660,"width":853,"height":12}},{"id":"5530e6f3-3223-4016-9814-a140fc38bd5b","block_type":"box","text":"transaction costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread","page_number":143,"box":{"x":88,"y":675,"width":873,"height":12}},{"id":"5f632c98-6906-4d89-a64f-c18650427424","block_type":"box","text":"between the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to","page_number":143,"box":{"x":89,"y":690,"width":859,"height":13}},{"id":"4ca05f35-dd90-4089-b2ee-37995829f971","block_type":"box","text":"trade identical securities to the securities identified by BlackRock in estimating these transaction and other costs and","page_number":143,"box":{"x":88,"y":705,"width":817,"height":13}},{"id":"5d56f2fa-a1bf-4bc0-8044-b56e05ef736b","block_type":"box","text":"expenses. In certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge,","page_number":143,"box":{"x":89,"y":720,"width":824,"height":13}},{"id":"35a013e6-8950-4bb1-93ac-d0329c44fba7","block_type":"box","text":"subject to the maximum amounts shown below.","page_number":143,"box":{"x":89,"y":736,"width":338,"height":12}},{"id":"5bf51718-5d4d-4596-917f-2196dea55f3e","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Fund Securities from a Fund to their account on their order.","page_number":143,"box":{"x":88,"y":762,"width":879,"height":12}},{"id":"74fb4bd9-0a60-45c7-943e-50c64ae4d583","block_type":"box","text":"Certain fees/costs associated with redemption transactions may be waived in certain circumstances. Investors who use the","page_number":143,"box":{"x":89,"y":777,"width":863,"height":12}},{"id":"b86e6c7f-56bb-495e-aa10-890f543624a8","block_type":"box","text":"services of a broker or other financial intermediary to dispose of Fund shares may be charged a fee for such services.","page_number":143,"box":{"x":89,"y":792,"width":815,"height":13}},{"id":"a0e3a701-7aa1-4c5c-88a4-bc093eda5c28","block_type":"box","text":"The following table sets forth each Fund’s standard redemption transaction fee and maximum additional charge (as","page_number":143,"box":{"x":88,"y":819,"width":812,"height":12}},{"id":"426a07e2-ff55-4db1-98e1-a360c392f68f","block_type":"box","text":"described above):","page_number":143,"box":{"x":89,"y":834,"width":122,"height":12}},{"id":"26e2525f-6e61-4527-a5a8-a10fb1c5b3ac","block_type":"box","text":"123","page_number":143,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"7b40e6b3-4c77-4ce6-8877-00a94c1144e0","block_type":"box","text":"Fund","page_number":144,"box":{"x":89,"y":55,"width":27,"height":7}},{"id":"e985f18e-0066-46a9-b575-d142e6a06c27","block_type":"box","text":"Standard Redemption","page_number":144,"box":{"x":617,"y":45,"width":125,"height":9}},{"id":"93b491b2-c4e7-449d-afad-3e3b87c51fde","block_type":"box","text":"Transaction Fee","page_number":144,"box":{"x":634,"y":55,"width":91,"height":7}},{"id":"4dadeb6a-116b-49be-99a3-4d9954414f4f","block_type":"box","text":"Maximum Additional","page_number":144,"box":{"x":834,"y":45,"width":120,"height":7}},{"id":"44012f05-aca2-44ff-928e-08bbca9a8873","block_type":"box","text":"Charge for Redemptions*","page_number":144,"box":{"x":820,"y":55,"width":148,"height":9}},{"id":"1a3f15b7-a7d2-4ce0-b252-4398360dea11","block_type":"box","text":"iShares Low Carbon Optimized MSCI ACWI ETF $ 5,000 2.0%","page_number":144,"box":{"x":89,"y":77,"width":830,"height":12}},{"id":"d36cca35-c079-46b7-8f0a-064bce8eccfb","block_type":"box","text":"iShares MSCI ACWI ETF 7,800 2.0%","page_number":144,"box":{"x":89,"y":92,"width":830,"height":11}},{"id":"db52278b-d4d3-4447-bc0c-b6171b61bdb9","block_type":"box","text":"iShares MSCI ACWI ex U.S. ETF 11,700 2.0%","page_number":144,"box":{"x":89,"y":107,"width":830,"height":11}},{"id":"115f9461-2797-4e62-91bc-4a92dd62555b","block_type":"box","text":"iShares MSCI China A ETF 7,150 2.0%","page_number":144,"box":{"x":89,"y":122,"width":830,"height":11}},{"id":"522fb142-17a3-4876-b8ee-5258fc5282e3","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit, inclusive of the standard redemption transaction fee.","page_number":144,"box":{"x":118,"y":162,"width":628,"height":10}},{"id":"473eb106-d32c-4481-8056-c3b9c625f840","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":144,"box":{"x":88,"y":185,"width":821,"height":12}},{"id":"4011965f-0687-4f15-b89e-e8a06866439e","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares","page_number":144,"box":{"x":88,"y":200,"width":850,"height":12}},{"id":"97b460b1-e6b3-4798-b808-436400f8643d","block_type":"box","text":"Energy Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and","page_number":144,"box":{"x":88,"y":215,"width":825,"height":13}},{"id":"b61de945-2999-4cd4-9e7e-bdce0c92c412","block_type":"box","text":"Healthcare ETF, iShares Global Equity Factor ETF, iShares MSCI All Country Asia ex Japan ETF, iShares Neuroscience and","page_number":144,"box":{"x":88,"y":230,"width":868,"height":13}},{"id":"52a23b99-4ae3-46f1-b02a-d69b10935cbe","block_type":"box","text":"Healthcare ETF and iShares Self-Driving EV and Tech ETF","page_number":144,"box":{"x":88,"y":245,"width":415,"height":13}},{"id":"f5f78fe9-5fd5-4e76-8b22-ef14caab56e1","block_type":"box","text":"A standard redemption transaction fee is imposed to offset transfer and other transaction costs that may be incurred by the","page_number":144,"box":{"x":88,"y":272,"width":866,"height":12}},{"id":"2ef3041c-cfb4-49f1-a163-8cfecc715878","block_type":"box","text":"relevant Fund. As described above, under an ETF Services Agreement, the Funds have retained BRIL, an affiliate of BFA, to","page_number":144,"box":{"x":89,"y":287,"width":848,"height":12}},{"id":"7066d546-4062-44df-a760-bd855f415e46","block_type":"box","text":"perform certain ETF Services. BRIL will receive from an Authorized Participant a standard transaction fee on each redemption","page_number":144,"box":{"x":89,"y":302,"width":873,"height":12}},{"id":"58b0c9f5-efee-4101-b84f-b271982b4225","block_type":"box","text":"order, which consists of (1) the ETF Servicing Fee and (2) Custody Transaction Costs. BRIL is entitled to retain the ETF","page_number":144,"box":{"x":89,"y":317,"width":822,"height":13}},{"id":"3e652c96-b9f8-44e8-a8db-85f3e8e5bfee","block_type":"box","text":"Servicing Fee pursuant to the ETF Services Agreement, but BRIL will reimburse any Custody Transaction Costs to the","page_number":144,"box":{"x":88,"y":332,"width":815,"height":13}},{"id":"3c514ce7-b3db-46da-9cbc-5853703f4a82","block_type":"box","text":"applicable Fund custodian according to the amounts invoiced by such custodian.","page_number":144,"box":{"x":89,"y":348,"width":567,"height":12}},{"id":"be12955d-9d13-4759-acfd-d4275b100041","block_type":"box","text":"The ETF Servicing Fee is a flat fee per order regardless of the number of Creation Units being redeemed, which amount will","page_number":144,"box":{"x":88,"y":374,"width":859,"height":12}},{"id":"7cd5f204-feae-490e-b7e5-b11e45bb1130","block_type":"box","text":"vary among different Funds based on a number of factors, including the complexity of the order and the types of securities or","page_number":144,"box":{"x":88,"y":389,"width":879,"height":12}},{"id":"a5bdcdfd-141f-45ef-b34d-5ab5101e389c","block_type":"box","text":"instruments included in a Fund’s Redemption Basket, among other variables. The ETF Servicing Fee may be equal to zero in","page_number":144,"box":{"x":89,"y":404,"width":860,"height":13}},{"id":"fcc32742-0b2c-4869-a135-a490faf1478a","block_type":"box","text":"certain instances, such as for redemption transactions that consist solely of cash. The actual Custody Transaction Costs vary","page_number":144,"box":{"x":89,"y":419,"width":872,"height":13}},{"id":"67479a9f-7c95-4249-b220-f3c58870d202","block_type":"box","text":"per order based on the number of trades, underlying markets, and settlement locations associated with the redemption of a","page_number":144,"box":{"x":89,"y":434,"width":866,"height":13}},{"id":"116832c5-d5b3-49a3-963a-27d9b8d4337d","block_type":"box","text":"Creation Unit. The following table sets forth, for each Fund, either the actual standard redemption transaction fee that was","page_number":144,"box":{"x":89,"y":450,"width":856,"height":12}},{"id":"994eac72-3fed-4b6f-9ba0-dac4d5bdfe20","block_type":"box","text":"charged on November 10, 2025 or an estimate of the standard redemption transaction fee that would have been charged if","page_number":144,"box":{"x":89,"y":465,"width":862,"height":12}},{"id":"dc1928e4-daa3-43ac-ae5d-b216faef38ce","block_type":"box","text":"the Fund had redeemed a Creation Unit on that date. The actual fee that was or would have been charged to an Authorized","page_number":144,"box":{"x":88,"y":480,"width":862,"height":12}},{"id":"f0531457-30dc-4c23-985d-d154caba7a28","block_type":"box","text":"Participant in connection with a redemption order will vary over time depending on the factors discussed above, and may be","page_number":144,"box":{"x":89,"y":495,"width":870,"height":12}},{"id":"f54a2c40-3e89-41f4-98e5-d5f5bfbe8e4f","block_type":"box","text":"higher than the fee set forth below.","page_number":144,"box":{"x":89,"y":510,"width":244,"height":12}},{"id":"14f57d5d-a483-405d-8cc8-42b67e7dcd78","block_type":"box","text":"In order to defray transaction expenses for a Fund and protect against possible shareholder dilution, if a redemption","page_number":144,"box":{"x":89,"y":536,"width":810,"height":13}},{"id":"7f4771b4-1381-4794-926e-410075fec845","block_type":"box","text":"transaction consists solely or partially of cash, the Authorized Participant may also be required to cover (up to the maximum","page_number":144,"box":{"x":88,"y":552,"width":869,"height":12}},{"id":"ce55edf8-8e4f-489b-968e-4ebc297d6b7a","block_type":"box","text":"amount shown below) certain brokerage, tax, foreign exchange, execution and other costs and expenses related to the","page_number":144,"box":{"x":89,"y":567,"width":831,"height":12}},{"id":"0df4a034-b8f2-4aec-9999-741a0cb6ae51","block_type":"box","text":"execution of trades resulting from such transaction (which may, in certain instances, be based on a good faith estimate of","page_number":144,"box":{"x":89,"y":582,"width":853,"height":12}},{"id":"053eb5d6-7b6f-4fb3-ae03-ad03cbfb1728","block_type":"box","text":"transaction costs based on historical data or other inputs, at BlackRock’s discretion, and may include part or all of the spread","page_number":144,"box":{"x":88,"y":597,"width":873,"height":12}},{"id":"a17726c4-0c44-4318-beb8-871792c646d3","block_type":"box","text":"between the expected bid and offer side of the market and anticipated market impact). However, a Fund is not obligated to","page_number":144,"box":{"x":89,"y":612,"width":859,"height":12}},{"id":"fdf974e1-4389-421a-86ae-589c23cca380","block_type":"box","text":"trade identical securities to the securities identified by BlackRock in estimating these transaction and other costs and","page_number":144,"box":{"x":88,"y":627,"width":817,"height":13}},{"id":"77591591-4dbb-43ba-a052-b1808f33fb62","block_type":"box","text":"expenses. In certain cases, BlackRock or an affiliate may determine in its discretion to deviate from the regular charge,","page_number":144,"box":{"x":89,"y":642,"width":824,"height":13}},{"id":"946714fa-3e52-42be-aac4-3ab792e02988","block_type":"box","text":"subject to the maximum amounts shown below.","page_number":144,"box":{"x":89,"y":657,"width":338,"height":13}},{"id":"71812662-008d-442f-a643-2f4af03741fd","block_type":"box","text":"Authorized Participants will also bear the costs of transferring the Fund Securities from a Fund to their account on their order.","page_number":144,"box":{"x":88,"y":684,"width":879,"height":12}},{"id":"57c3f345-dce9-4a92-ae57-3f9d12538ea0","block_type":"box","text":"Certain fees/costs associated with redemption transactions may be waived in certain circumstances. Investors who use the","page_number":144,"box":{"x":89,"y":699,"width":863,"height":12}},{"id":"6b8f7d42-1f83-4de8-b329-25a01ee9254e","block_type":"box","text":"services of a broker or other financial intermediary to dispose of Fund shares may be charged a fee for such services.","page_number":144,"box":{"x":89,"y":714,"width":815,"height":12}},{"id":"7384ed26-3cbc-4572-a2b3-1f8d1e62b4a9","block_type":"box","text":"The following table sets forth each Fund’s actual or estimated redemption transaction fee, as applicable, as of November 10,","page_number":144,"box":{"x":88,"y":741,"width":869,"height":12}},{"id":"6aca27e6-0fd3-481c-82c7-1fcfc5009910","block_type":"box","text":"2025 and maximum additional charge (as described above):","page_number":144,"box":{"x":89,"y":756,"width":420,"height":12}},{"id":"b478b649-500f-42c1-8033-bbbeadcd4d3b","block_type":"box","text":"Fund","page_number":144,"box":{"x":89,"y":795,"width":27,"height":8}},{"id":"7aafc3d9-4c1d-42dd-8c05-cd8e7756746f","block_type":"box","text":"Standard Redemption","page_number":144,"box":{"x":643,"y":785,"width":125,"height":10}},{"id":"e677f73e-5ae0-4a0f-a604-70c75485ba6c","block_type":"box","text":"Transaction Fee","page_number":144,"box":{"x":660,"y":796,"width":91,"height":7}},{"id":"145d8b33-0314-43e2-966e-010387c46533","block_type":"box","text":"Maximum Additional","page_number":144,"box":{"x":847,"y":785,"width":120,"height":8}},{"id":"34ad477e-36f0-4fd1-b819-e1d867fe975a","block_type":"box","text":"Charge*","page_number":144,"box":{"x":883,"y":795,"width":48,"height":10}},{"id":"578c28cd-c8fc-4e43-b736-13a19e9c8bd9","block_type":"box","text":"iShares Breakthrough Environmental Solutions ETF 1,062.25** 2.0%","page_number":144,"box":{"x":89,"y":817,"width":843,"height":13}},{"id":"af14f0d5-90ef-4b5e-9b4c-a1ff41696df0","block_type":"box","text":"iShares Core MSCI EAFE ETF 10,993.75** 2.0%","page_number":144,"box":{"x":89,"y":833,"width":843,"height":11}},{"id":"213fbd8c-bb98-416f-986b-306f4c03121a","block_type":"box","text":"iShares Core MSCI International Developed Markets ETF 9,028** 2.0%","page_number":144,"box":{"x":89,"y":848,"width":843,"height":12}},{"id":"3f8c3dbd-6dc5-4f9a-b4d9-592edee999f4","block_type":"box","text":"124","page_number":144,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"768036a8-60c5-42d2-aef4-1b6d2574704e","block_type":"box","text":"Fund","page_number":145,"box":{"x":89,"y":55,"width":27,"height":7}},{"id":"e4acd198-406c-40a0-94bc-0a6781185a3c","block_type":"box","text":"Standard Redemption","page_number":145,"box":{"x":643,"y":45,"width":125,"height":9}},{"id":"b898f3ec-d86f-4429-950a-b2dbbc9b2894","block_type":"box","text":"Transaction Fee","page_number":145,"box":{"x":660,"y":55,"width":91,"height":7}},{"id":"3aa200e3-fa92-493c-8060-d842f1834274","block_type":"box","text":"Maximum Additional","page_number":145,"box":{"x":847,"y":45,"width":120,"height":7}},{"id":"4be84fc9-1523-44fe-948d-84f7e833dd47","block_type":"box","text":"Charge*","page_number":145,"box":{"x":883,"y":55,"width":48,"height":9}},{"id":"00759ab9-bb49-4ea9-bdb8-7be63db25576","block_type":"box","text":"iShares Core MSCI Total International Stock ETF 28,957.85** 2.0%","page_number":145,"box":{"x":89,"y":77,"width":843,"height":11}},{"id":"be95e421-85d7-44a2-8b2e-876712fd7540","block_type":"box","text":"iShares Cybersecurity and Tech ETF 730** 2.0%","page_number":145,"box":{"x":89,"y":92,"width":843,"height":12}},{"id":"542c2eae-cef9-4218-880a-03856c4d7b5d","block_type":"box","text":"iShares Energy Storage & Materials ETF 858.25** 3.0%","page_number":145,"box":{"x":89,"y":107,"width":843,"height":12}},{"id":"5411ba4f-2e04-45d5-b97b-176fc481626d","block_type":"box","text":"iShares Future Exponential Technologies ETF 1,346.55** 2.0%","page_number":145,"box":{"x":89,"y":122,"width":843,"height":12}},{"id":"3fc281c7-8957-48d6-8dbf-0e4f67dc5d74","block_type":"box","text":"iShares Genomics Immunology and Healthcare ETF 682.75** 2.0%","page_number":145,"box":{"x":89,"y":137,"width":843,"height":12}},{"id":"86f01159-e874-4c31-9d61-5ff8e3ca29e6","block_type":"box","text":"iShares Global Equity Factor ETF 4,000.65** 2.0%","page_number":145,"box":{"x":89,"y":152,"width":843,"height":13}},{"id":"5eb11a48-a0bc-48aa-9b25-506002368c01","block_type":"box","text":"iShares MSCI All Country Asia ex Japan ETF 10,454.25** 2.0%","page_number":145,"box":{"x":89,"y":167,"width":843,"height":13}},{"id":"12d99200-0b8e-489a-8d7b-49d9726038a5","block_type":"box","text":"iShares Neuroscience and Healthcare ETF 722.25** 7.0%","page_number":145,"box":{"x":89,"y":182,"width":843,"height":10}},{"id":"a5ef9f7d-db2b-4e53-b5b2-f76fdd1dee3c","block_type":"box","text":"iShares Self-Driving EV and Tech ETF 862.30** 2.0%","page_number":145,"box":{"x":89,"y":198,"width":843,"height":12}},{"id":"4452b87f-64bb-40dc-8587-88559e29ccf0","block_type":"box","text":"* As a percentage of the net asset value per Creation Unit, inclusive of the standard redemption transaction fee.","page_number":145,"box":{"x":118,"y":237,"width":628,"height":10}},{"id":"347c3193-dcda-45b7-8ed5-9774a96f9cca","block_type":"box","text":"** Estimated Fees.","page_number":145,"box":{"x":118,"y":252,"width":100,"height":8}},{"id":"829c2574-a8f1-46d8-b57b-f08ab8c293ad","block_type":"box","text":"If a redemption consists of a cash portion and each Fund places a brokerage transaction to sell portfolio securities with the","page_number":145,"box":{"x":89,"y":276,"width":859,"height":12}},{"id":"5aeab7e0-4eea-495c-bb46-91165989460d","block_type":"box","text":"Authorized Participant (or an affiliated or unaffiliated broker-dealer), the Authorized Participant may be required, in its","page_number":145,"box":{"x":88,"y":291,"width":824,"height":12}},{"id":"52a01c19-1bbd-4049-84be-3f7b2a17f5a9","block_type":"box","text":"capacity as broker-dealer with respect to that transaction, to cover certain brokerage, tax, foreign exchange, execution, and","page_number":145,"box":{"x":89,"y":306,"width":862,"height":12}},{"id":"973619a5-5029-4551-9529-a5954420fb13","block_type":"box","text":"price movement costs through an Execution Performance Guarantee, as described in the","page_number":145,"box":{"x":89,"y":321,"width":620,"height":12}},{"id":"29a5ea5a-ace0-4d78-96c8-1bd54af4128f","block_type":"box","text":"Brokerage Transactions","page_number":145,"box":{"x":714,"y":321,"width":163,"height":12}},{"id":"bb97b60f-8b0c-4626-a5c2-0267c5160509","block_type":"box","text":"section of","page_number":145,"box":{"x":882,"y":321,"width":69,"height":10}},{"id":"094f2884-57c3-4e97-ae83-21a0b3136489","block_type":"box","text":"this SAI.","page_number":145,"box":{"x":88,"y":336,"width":56,"height":10}},{"id":"de09aaa7-17c1-4455-ab4d-798e38b9f027","block_type":"box","text":"Placement of Redemption Orders.","page_number":145,"box":{"x":89,"y":363,"width":243,"height":12}},{"id":"001a2fdc-442d-49a1-9e90-efbdca844e2b","block_type":"box","text":"Redemption requests for Creation Units of the Funds must be submitted to the","page_number":145,"box":{"x":342,"y":363,"width":550,"height":12}},{"id":"0a75913c-f194-4947-81e5-a77d03626e6b","block_type":"box","text":"Distributor or its agent by or through an Authorized Participant. An Authorized Participant must submit an irrevocable","page_number":145,"box":{"x":89,"y":378,"width":825,"height":12}},{"id":"e1017a3e-c424-49e2-8adf-7f3f4768ab0e","block_type":"box","text":"request to redeem shares of a Fund generally before 4:00 p.m., Eastern time on any Business Day in order to receive that","page_number":145,"box":{"x":89,"y":393,"width":840,"height":12}},{"id":"1a5e3baf-1b75-4f63-8295-c56a4f376c15","block_type":"box","text":"day’s NAV. On days when the Listing Exchange closes earlier than normal, a Fund may require orders to redeem Creation","page_number":145,"box":{"x":89,"y":408,"width":843,"height":12}},{"id":"69c4e232-3189-4f5d-ae6c-1839f4098690","block_type":"box","text":"Units to be placed earlier that day. Investors, other than Authorized Participants, are responsible for making arrangements for","page_number":145,"box":{"x":89,"y":423,"width":875,"height":12}},{"id":"7bac5d5e-6ba0-45a9-ae98-11444d36a363","block_type":"box","text":"a redemption request to be made through an Authorized Participant. The Distributor or its agent will provide a list of current","page_number":145,"box":{"x":89,"y":438,"width":869,"height":13}},{"id":"73d22116-55a8-4385-ae45-e54917697413","block_type":"box","text":"Authorized Participants upon request.","page_number":145,"box":{"x":88,"y":453,"width":264,"height":13}},{"id":"92401aae-2aab-4e14-ac8e-f08fc06793d1","block_type":"box","text":"The Authorized Participant must transmit the request for redemption in the form required by the Funds to the Distributor or","page_number":145,"box":{"x":88,"y":480,"width":867,"height":12}},{"id":"5305aa38-ece8-4280-a3aa-15529c9956ed","block_type":"box","text":"its agent in accordance with procedures set forth in the Authorized Participant Agreement. Investors should be aware that","page_number":145,"box":{"x":89,"y":495,"width":854,"height":12}},{"id":"d8c8f1ec-4425-4d4d-b041-0db32b019cc1","block_type":"box","text":"their particular broker may not have executed an Authorized Participant Agreement and that, therefore, requests to redeem","page_number":145,"box":{"x":88,"y":510,"width":862,"height":12}},{"id":"e8770d2a-5efd-4d02-89d0-b5331ae8618f","block_type":"box","text":"Creation Units may have to be placed by the investor’s broker through an Authorized Participant who has executed an","page_number":145,"box":{"x":89,"y":525,"width":823,"height":12}},{"id":"d45836c1-39ba-433b-a5a1-99e51ef8f295","block_type":"box","text":"Authorized Participant Agreement. At any time, only a limited number of broker-dealers will have an Authorized Participant","page_number":145,"box":{"x":88,"y":540,"width":861,"height":13}},{"id":"d0383e23-2dcd-4754-b53f-c6b7bf0c1a8b","block_type":"box","text":"Agreement in effect. Investors making a redemption request should be aware that such request must be in the form specified","page_number":145,"box":{"x":88,"y":555,"width":877,"height":13}},{"id":"f6f60f0b-d0c0-46e8-841b-acab2fd2844d","block_type":"box","text":"by such Authorized Participant. Investors making a request to redeem Creation Units should allow sufficient time to permit","page_number":145,"box":{"x":89,"y":570,"width":857,"height":13}},{"id":"d8657dc4-d922-42c2-8cf3-d6964903e08c","block_type":"box","text":"proper submission of the request by an Authorized Participant and transfer of the shares to the Funds’ transfer agent; such","page_number":145,"box":{"x":89,"y":586,"width":857,"height":12}},{"id":"bf6d4dea-518b-45ce-b9b5-134240466a95","block_type":"box","text":"investors should allow for the additional time that may be required to effect redemptions through their banks, brokers or","page_number":145,"box":{"x":89,"y":601,"width":842,"height":12}},{"id":"867aa52a-506b-4ba9-85de-786af24e6828","block_type":"box","text":"other financial intermediaries if such intermediaries are not Authorized Participants.","page_number":145,"box":{"x":89,"y":616,"width":585,"height":12}},{"id":"9a21031d-4605-48bf-a0a4-f4c72c7cb210","block_type":"box","text":"A redemption request is considered to be in “proper form” if: (i) an Authorized Participant has transferred or caused to be","page_number":145,"box":{"x":88,"y":642,"width":850,"height":13}},{"id":"1f1d9bc3-d127-4ec7-b42e-df3f05df890f","block_type":"box","text":"transferred to the Funds’ transfer agent the Creation Unit redeemed through the book-entry system of DTC so as to be","page_number":145,"box":{"x":88,"y":657,"width":829,"height":13}},{"id":"31349501-3eda-48d2-8672-6eb8ffe4a804","block_type":"box","text":"effective by the Listing Exchange closing time on any Business Day on which the redemption request is submitted; (ii) a","page_number":145,"box":{"x":89,"y":673,"width":833,"height":12}},{"id":"ad5f4f5a-0aee-4249-93de-04ccee8c082c","block_type":"box","text":"request in form satisfactory to the applicable Fund is received by the Distributor or its agent from the Authorized Participant","page_number":145,"box":{"x":89,"y":688,"width":866,"height":12}},{"id":"011af987-c24c-4dae-84bd-0f7989a0e49d","block_type":"box","text":"on behalf of itself or another redeeming investor within the time periods specified above; and (iii) all other procedures set","page_number":145,"box":{"x":89,"y":703,"width":848,"height":12}},{"id":"f1fdcafa-79b7-462c-be42-84bc3b651b54","block_type":"box","text":"forth in the Authorized Participant Agreement are properly followed.","page_number":145,"box":{"x":88,"y":718,"width":477,"height":12}},{"id":"6364d5a4-ac5e-47b9-9030-0241938ae4bd","block_type":"box","text":"Upon receiving a redemption request, the Distributor or its agent shall notify the applicable Fund and the Fund’s transfer","page_number":145,"box":{"x":89,"y":744,"width":843,"height":13}},{"id":"b3309ec6-98fc-4a8e-8b7c-794f7027e930","block_type":"box","text":"agent of such redemption request. The tender of an investor’s shares for redemption and the distribution of the securities","page_number":145,"box":{"x":89,"y":759,"width":850,"height":13}},{"id":"7c6cc8ec-da34-4767-bb0a-497737664aff","block_type":"box","text":"and/or cash included in the redemption payment made in respect of Creation Units redeemed will be made through DTC and","page_number":145,"box":{"x":89,"y":775,"width":876,"height":12}},{"id":"53496485-cb9b-44f8-b8c7-8254c01d269b","block_type":"box","text":"the relevant Authorized Participant to the Beneficial Owner thereof as recorded on the book-entry system of DTC or the DTC","page_number":145,"box":{"x":88,"y":790,"width":869,"height":12}},{"id":"4344b634-263b-4cb8-944a-e4f6a7d9b8f6","block_type":"box","text":"Participant through which such investor holds, as the case may be, or by such other means specified by the Authorized","page_number":145,"box":{"x":89,"y":805,"width":831,"height":12}},{"id":"54d144a2-ffa3-443f-8df7-fe1707e1ea36","block_type":"box","text":"Participant submitting the redemption request.","page_number":145,"box":{"x":89,"y":820,"width":327,"height":12}},{"id":"0a753d70-a903-46cc-89b1-6fe13152f447","block_type":"box","text":"125","page_number":145,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"2174ac5a-282b-40d7-a897-10fd85540b01","block_type":"box","text":"A redeeming Authorized Participant, whether on its own account or acting on behalf of a Beneficial Owner, must maintain","page_number":146,"box":{"x":88,"y":44,"width":854,"height":12}},{"id":"2c854e8e-943f-43fc-a453-9c1e1729c828","block_type":"box","text":"appropriate security arrangements with a qualified broker-dealer, bank or other custody providers in each jurisdiction in","page_number":146,"box":{"x":89,"y":59,"width":837,"height":12}},{"id":"efb17770-cea9-4d1f-886c-2460364cf06f","block_type":"box","text":"which any of the portfolio securities are customarily traded, to which account such portfolio securities will be delivered.","page_number":146,"box":{"x":88,"y":74,"width":836,"height":12}},{"id":"ff9bfbd4-494b-4769-bcf2-97f7b9a4fefb","block_type":"box","text":"For the iShares MSCI China A ETF, deliveries of redemption proceeds are generally made within one Business Day (","page_number":146,"box":{"x":89,"y":101,"width":801,"height":12}},{"id":"f951d562-2e4b-40f1-9732-558525c5c14a","block_type":"box","text":"i.e.","page_number":146,"box":{"x":891,"y":102,"width":18,"height":8}},{"id":"5ee86e71-a112-43f2-8eac-7036028cb495","block_type":"box","text":", “T+1”).","page_number":146,"box":{"x":911,"y":101,"width":56,"height":12}},{"id":"ac1527f2-c8f7-45ea-99e5-711d7120088e","block_type":"box","text":"For the iShares Breakthrough Environmental Solutions ETF, iShares Core MSCI EAFE ETF, iShares Core MSCI International","page_number":146,"box":{"x":89,"y":116,"width":844,"height":12}},{"id":"a45215ce-c509-4c3c-9e09-7f3a18e9a5e5","block_type":"box","text":"Developed Markets ETF, iShares Core MSCI Total International Stock ETF, iShares Cybersecurity and Tech ETF, iShares Energy","page_number":146,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"245f5992-8826-4d62-b53a-535a8145519c","block_type":"box","text":"Storage & Materials ETF, iShares Future Exponential Technologies ETF, iShares Genomics Immunology and Healthcare ETF,","page_number":146,"box":{"x":88,"y":146,"width":858,"height":12}},{"id":"ffce62e3-06cd-4029-882c-52aa556fc488","block_type":"box","text":"iShares Global Equity Factor ETF, iShares Low Carbon Optimized MSCI ACWI ETF, iShares MSCI ACWI ETF, iShares MSCI ACWI","page_number":146,"box":{"x":89,"y":161,"width":877,"height":12}},{"id":"8bccde00-1531-4678-aac4-ba35690880fd","block_type":"box","text":"ex U.S. ETF, iShares MSCI All Country Asia ex Japan ETF, iShares Neuroscience and Healthcare ETF and iShares Self-Driving EV","page_number":146,"box":{"x":89,"y":176,"width":878,"height":13}},{"id":"93b5f7d1-0c0a-4892-9665-f5612e314048","block_type":"box","text":"and Tech ETF, deliveries of redemption proceeds are generally made within two Business Days (","page_number":146,"box":{"x":89,"y":191,"width":667,"height":13}},{"id":"56d56b63-2dde-44a7-89fe-1ef47ea4fd6a","block_type":"box","text":"i.e.","page_number":146,"box":{"x":757,"y":192,"width":18,"height":9}},{"id":"b65ec15b-c453-4993-a40b-acf49f6f4588","block_type":"box","text":", “T+2”). However, each","page_number":146,"box":{"x":777,"y":191,"width":163,"height":13}},{"id":"26653392-59a5-4792-8822-ea4a02540b64","block_type":"box","text":"Fund reserves the right to settle redemption transactions on a different basis, if necessary or appropriate under the","page_number":146,"box":{"x":89,"y":206,"width":801,"height":13}},{"id":"3bd03ab7-0ed0-4bc9-9121-b5d4027bb454","block_type":"box","text":"circumstances and compliant with applicable law. These circumstances may include, among others, accommodating non","page_number":146,"box":{"x":89,"y":222,"width":857,"height":12}},{"id":"f0966aee-eef8-435e-a1e2-1d1d7c3a9044","block_type":"box","text":"U.S. market holiday schedules and accounting for different treatment among non-U.S. and U.S. markets of dividend record","page_number":146,"box":{"x":89,"y":237,"width":855,"height":12}},{"id":"1b8d7007-27db-4938-b51d-8ee7ee1109cd","block_type":"box","text":"dates and dividend ex-dates (i.e., the last date the holder of a security can sell the security and still receive dividends payable","page_number":146,"box":{"x":89,"y":252,"width":870,"height":12}},{"id":"c53f4b71-f0fd-483e-9d80-c495697db122","block_type":"box","text":"on the security.","page_number":146,"box":{"x":89,"y":267,"width":105,"height":12}},{"id":"4c9e227d-c3f2-437d-a962-3099428187f1","block_type":"box","text":"If neither the Authorized Participant nor the Beneficial Owner on whose behalf the Authorized Participant is acting has","page_number":146,"box":{"x":89,"y":293,"width":826,"height":13}},{"id":"340ab098-edfa-4581-a359-831b30f868c2","block_type":"box","text":"appropriate arrangements to take delivery of Fund Securities in the applicable non-U.S. jurisdiction and it is not possible to","page_number":146,"box":{"x":89,"y":308,"width":856,"height":13}},{"id":"1b3688bb-0daf-466d-8a24-7e33ac232153","block_type":"box","text":"make other such arrangements, or if it is not possible to effect deliveries of Fund Securities in such jurisdiction, the Trust may","page_number":146,"box":{"x":89,"y":324,"width":876,"height":12}},{"id":"ac25111c-bae8-45e5-b1e6-98dbf4e4a09a","block_type":"box","text":"in its discretion exercise its option to redeem such shares in cash, and the Beneficial Owner will be required to receive its","page_number":146,"box":{"x":89,"y":339,"width":841,"height":12}},{"id":"fca5a476-8113-4100-b66d-9397ce4f95a0","block_type":"box","text":"redemption proceeds in cash. In such case, the investor will receive a cash payment equal to the net asset value of its shares","page_number":146,"box":{"x":89,"y":354,"width":868,"height":12}},{"id":"4b5bab97-f99b-42ab-89db-5d5ff369c8ea","block_type":"box","text":"based on the NAV of the relevant Fund next determined after the redemption request is received in proper form (minus a","page_number":146,"box":{"x":89,"y":369,"width":844,"height":12}},{"id":"2d37713b-1f97-491c-ba70-83881f7edeb1","block_type":"box","text":"redemption transaction fee and additional charges specified above to offset the Trust’s brokerage and other transaction costs","page_number":146,"box":{"x":89,"y":384,"width":877,"height":12}},{"id":"46321a27-0e1a-4442-bf3c-b9f5a6017acd","block_type":"box","text":"associated with the disposition of Fund Securities). Redemptions of shares for Fund Securities will be subject to compliance","page_number":146,"box":{"x":89,"y":399,"width":865,"height":13}},{"id":"97056c9e-f989-4a89-a618-69e938ded644","block_type":"box","text":"with applicable U.S. federal and state securities laws and each Fund (whether or not it otherwise permits cash redemptions)","page_number":146,"box":{"x":88,"y":414,"width":867,"height":13}},{"id":"e00e2dc4-e9d2-4fbf-885b-03a1f5b775c6","block_type":"box","text":"reserves the right to redeem Creation Units for cash to the extent that the Fund cannot lawfully deliver specific Fund","page_number":146,"box":{"x":89,"y":429,"width":812,"height":13}},{"id":"5933e079-5b32-44d5-be3d-26cdab02c4ff","block_type":"box","text":"Securities upon redemptions or cannot do so without first registering the Fund Securities under such laws.","page_number":146,"box":{"x":88,"y":445,"width":746,"height":12}},{"id":"700202d2-0896-4bf4-a41d-766487091c3a","block_type":"box","text":"Although the Trust does not ordinarily permit cash redemptions of Creation Units (except that, as noted above, Creation","page_number":146,"box":{"x":88,"y":471,"width":841,"height":12}},{"id":"36ae1533-7532-437c-bd2b-40849384bb5e","block_type":"box","text":"Units of each Fund generally will be redeemed partially for cash, with the exception of Creation Units for the iShares MSCI","page_number":146,"box":{"x":89,"y":486,"width":849,"height":12}},{"id":"d400d665-fef9-4569-aa6b-a97d9aafcdfa","block_type":"box","text":"China A ETF, which generally will be redeemed for cash), in the event that cash redemptions are permitted or required by the","page_number":146,"box":{"x":89,"y":501,"width":871,"height":13}},{"id":"21ca7ca4-dcf0-460e-a2be-a0daa8b10672","block_type":"box","text":"Trust, proceeds will be paid to the Authorized Participant redeeming shares as soon as practicable after the date of","page_number":146,"box":{"x":88,"y":516,"width":804,"height":13}},{"id":"5c84994a-e717-4f62-9795-3002756cedc5","block_type":"box","text":"redemption within seven calendar days thereafter. If a Fund includes a foreign investment in its basket, and if a local market","page_number":146,"box":{"x":89,"y":531,"width":863,"height":13}},{"id":"dade0aa3-dd46-4e5d-81cf-0096ea140ab8","block_type":"box","text":"holiday, or series of consecutive holidays, or the extended delivery cycles for transferring foreign investments to redeeming","page_number":146,"box":{"x":89,"y":547,"width":857,"height":12}},{"id":"d8d86989-6c8b-4ba3-8366-27136a01993d","block_type":"box","text":"Authorized Participants prevents timely delivery of the foreign investment in response to a redemption request, the Fund may","page_number":146,"box":{"x":88,"y":562,"width":877,"height":12}},{"id":"4f327621-74eb-47ba-b962-c54eb13a6069","block_type":"box","text":"delay delivery of the foreign investment more than seven days if the Fund delivers the foreign investment as soon as","page_number":146,"box":{"x":89,"y":577,"width":810,"height":12}},{"id":"8c1a7a83-2ab1-4280-a14c-9f265a30ff27","block_type":"box","text":"practicable, but in no event later than 15 days.","page_number":146,"box":{"x":89,"y":592,"width":322,"height":12}},{"id":"21efab31-d09a-4930-b319-47c68b3630aa","block_type":"box","text":"To the extent contemplated by an Authorized Participant’s agreement with the Distributor or its agent, in the event an","page_number":146,"box":{"x":88,"y":618,"width":825,"height":13}},{"id":"045dfb22-1491-4f52-a397-e3cb7b37e54b","block_type":"box","text":"Authorized Participant has submitted a redemption request in proper form but is unable to transfer all or part of the Creation","page_number":146,"box":{"x":88,"y":633,"width":872,"height":13}},{"id":"9b40e9fa-3d9c-4981-81fc-c2827fc3c626","block_type":"box","text":"Unit to be redeemed to a Fund, at or prior to the time specified by a Fund or its custodian on the Business Day after the date","page_number":146,"box":{"x":89,"y":649,"width":868,"height":12}},{"id":"3a36ec8d-5def-4b12-a3eb-3594af2b07e6","block_type":"box","text":"of submission of such redemption request, the Distributor or its agent will accept the redemption request in reliance on the","page_number":146,"box":{"x":89,"y":664,"width":863,"height":12}},{"id":"10f43dcd-3bcb-4085-9e0a-b79fe919de50","block_type":"box","text":"undertaking by the Authorized Participant to deliver the missing shares as soon as possible. Such undertaking shall be","page_number":146,"box":{"x":89,"y":679,"width":825,"height":12}},{"id":"35bb2c1e-3f39-429f-9967-b41fbc74ad7f","block_type":"box","text":"secured by the Authorized Participant’s delivery and maintenance of collateral as set forth in the handbook for Authorized","page_number":146,"box":{"x":89,"y":694,"width":851,"height":12}},{"id":"2e886dac-8fad-4055-b634-99c4e647f627","block_type":"box","text":"Participants. Such collateral must be delivered no later than the time specified by a Fund or its custodian on the Business Day","page_number":146,"box":{"x":89,"y":709,"width":875,"height":12}},{"id":"c13fe612-cd6a-4266-b3aa-30d2826ef906","block_type":"box","text":"after the date of submission of such redemption request and shall be held by State Street or Citibank, as applicable, and","page_number":146,"box":{"x":89,"y":724,"width":836,"height":13}},{"id":"7a29db95-6577-4fcd-8509-e9742bc7b112","block_type":"box","text":"marked-to-market daily. The fees of State Street or Citibank, as applicable, and any sub-custodians in respect of the delivery,","page_number":146,"box":{"x":89,"y":739,"width":868,"height":13}},{"id":"d1439c03-6f84-4d1d-a74f-4a83ff9b3c15","block_type":"box","text":"maintenance and redelivery of the collateral shall be payable by the Authorized Participant. The Authorized Participant","page_number":146,"box":{"x":89,"y":754,"width":825,"height":13}},{"id":"67e22b19-5267-4011-88d7-5f5fb47a4f75","block_type":"box","text":"Agreement permits the Funds to acquire shares of the Funds at any time and subjects the Authorized Participant to liability","page_number":146,"box":{"x":88,"y":770,"width":861,"height":12}},{"id":"25ef4bcb-11f2-41b4-93dd-988c41008ceb","block_type":"box","text":"for any shortfall between the aggregate of the cost to the Funds of purchasing such shares, plus the value of the Cash","page_number":146,"box":{"x":88,"y":785,"width":824,"height":12}},{"id":"e53ddfdf-302d-4c48-90f4-76810c05f9b1","block_type":"box","text":"Amount, and the value of the collateral together with liability for related brokerage and other charges.","page_number":146,"box":{"x":88,"y":800,"width":712,"height":12}},{"id":"5519a83c-f5f5-40c2-9e44-b9722039d521","block_type":"box","text":"Because the portfolio securities of a Fund may trade on exchange(s) on days that the Listing Exchange is closed or are","page_number":146,"box":{"x":89,"y":826,"width":826,"height":13}},{"id":"fed0ad33-7a44-460a-b8b5-c45fc511f97b","block_type":"box","text":"otherwise not Business Days for such Fund, shareholders may not be able to redeem their shares of such Fund or purchase","page_number":146,"box":{"x":89,"y":841,"width":861,"height":13}},{"id":"194f0b9c-5364-4913-a190-c14cd897f11c","block_type":"box","text":"126","page_number":146,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"48d36a83-cde5-4ea5-94f9-9e2c44113876","block_type":"box","text":"or sell shares of such Fund on the Listing Exchange on days when the NAV of such Fund could be significantly affected by","page_number":147,"box":{"x":89,"y":44,"width":851,"height":12}},{"id":"6aabec76-35d8-4198-90ce-84ed4b1399c0","block_type":"box","text":"events in the relevant non-U.S. markets.","page_number":147,"box":{"x":89,"y":59,"width":277,"height":10}},{"id":"1f0d9b9e-9799-4ef1-ab6d-428b12eebb8c","block_type":"box","text":"The right of redemption may be suspended or the date of payment postponed with respect to any Fund: (i) for any period","page_number":147,"box":{"x":88,"y":85,"width":852,"height":13}},{"id":"f7f20c86-1e46-48bd-b608-404f0432642c","block_type":"box","text":"during which the applicable Listing Exchange is closed (other than customary weekend and holiday closings); (ii) for any","page_number":147,"box":{"x":89,"y":101,"width":844,"height":12}},{"id":"fbcbd151-fad6-497c-8bf8-a93616de8a75","block_type":"box","text":"period during which trading on the applicable Listing Exchange is suspended or restricted; (iii) for any period during which an","page_number":147,"box":{"x":89,"y":116,"width":878,"height":12}},{"id":"05efbd53-efba-49d3-af67-54d4934a48c3","block_type":"box","text":"emergency exists as a result of which disposal of the shares of the Fund’s portfolio securities or determination of its NAV is","page_number":147,"box":{"x":89,"y":131,"width":859,"height":12}},{"id":"0802a703-e6f0-472c-9487-1ab2c18d3076","block_type":"box","text":"not reasonably practicable; or (iv) in such other circumstance as is permitted by the SEC.","page_number":147,"box":{"x":89,"y":146,"width":619,"height":12}},{"id":"516ecf65-c660-4885-82ef-b34602c65443","block_type":"box","text":"Custom Baskets.","page_number":147,"box":{"x":89,"y":172,"width":118,"height":10}},{"id":"317d7399-ea23-4bfa-ada9-b40d2a8910aa","block_type":"box","text":"Creation and Redemption baskets may differ and each Fund may accept “custom baskets.” A custom","page_number":147,"box":{"x":216,"y":172,"width":706,"height":13}},{"id":"8e6ea165-5eb9-4db2-9650-4cb3ca0ebbc5","block_type":"box","text":"basket may include any of the following: (i) a basket that is composed of a non-representative selection of a Fund’s portfolio","page_number":147,"box":{"x":89,"y":188,"width":868,"height":12}},{"id":"1f20cdeb-1475-43e3-a371-6140540db81a","block_type":"box","text":"holdings; (ii) a representative basket that is different from the initial basket used in transactions on the same business day; or","page_number":147,"box":{"x":89,"y":203,"width":873,"height":12}},{"id":"c1066e66-c2ef-4a62-b9d6-df36f9a6b344","block_type":"box","text":"(iii) a basket that contains bespoke cash substitutions for a single Authorized Participant. Each Fund has adopted policies and","page_number":147,"box":{"x":89,"y":218,"width":877,"height":12}},{"id":"8aee1fad-3991-4c54-a9b4-8cb514e3c888","block_type":"box","text":"procedures that govern the construction and acceptance of baskets, including heightened requirements for certain types of","page_number":147,"box":{"x":89,"y":233,"width":865,"height":12}},{"id":"e6d83687-981a-40fe-954f-6b666fc1f3d7","block_type":"box","text":"custom baskets. Such policies and procedures provide the parameters for the construction and acceptance of custom","page_number":147,"box":{"x":89,"y":248,"width":823,"height":12}},{"id":"ecb886a5-dbf8-49af-9cf1-fffb3940e3ef","block_type":"box","text":"baskets that are in the best interests of a Fund and its shareholders, establish processes for revisions to, or deviations from,","page_number":147,"box":{"x":89,"y":263,"width":859,"height":12}},{"id":"b2c5253c-972d-4cd0-9dcf-6bc1bdc4637b","block_type":"box","text":"such parameters, and specify the titles and roles of the employees of BFA who are required to review each custom basket for","page_number":147,"box":{"x":89,"y":278,"width":871,"height":13}},{"id":"2241bd26-ae0b-4937-b23a-8242150454f4","block_type":"box","text":"compliance with those parameters. In addition, when constructing custom baskets for redemptions, the tax efficiency of a","page_number":147,"box":{"x":89,"y":293,"width":854,"height":13}},{"id":"875375ae-0842-4893-b601-2cb0340f6800","block_type":"box","text":"Fund may be taken into account. The policies and procedures distinguish among different types of custom baskets that may","page_number":147,"box":{"x":89,"y":308,"width":870,"height":13}},{"id":"4ab08252-4c9e-40b0-94ff-d985987faa26","block_type":"box","text":"be used for each Fund and impose different requirements for different types of custom baskets in order to seek to mitigate","page_number":147,"box":{"x":89,"y":324,"width":856,"height":12}},{"id":"af5ce0d2-3530-4af0-a2ac-242cce35fa88","block_type":"box","text":"against potential risks of conflicts and/or overreaching by an Authorized Participant. BlackRock has established a governance","page_number":147,"box":{"x":89,"y":339,"width":877,"height":12}},{"id":"5bb7fa3e-cff2-4f78-a541-77622b62de35","block_type":"box","text":"process to oversee basket compliance for the Funds, as set forth in each Fund’s policies and procedures.","page_number":147,"box":{"x":89,"y":354,"width":728,"height":12}},{"id":"21a8308d-8d0a-4d6e-ae26-8c8b12c2654a","block_type":"box","text":"Taxation on Creations and Redemptions of Creation Units.","page_number":147,"box":{"x":88,"y":380,"width":418,"height":13}},{"id":"623b405b-5e2f-4530-bcac-35873a81ab8a","block_type":"box","text":"An Authorized Participant generally will recognize either gain or","page_number":147,"box":{"x":519,"y":380,"width":445,"height":13}},{"id":"6c462f07-c263-44cc-bf81-81404c0157f5","block_type":"box","text":"loss upon the exchange of Deposit Securities for Creation Units. This gain or loss is calculated by taking the market value of","page_number":147,"box":{"x":89,"y":395,"width":864,"height":13}},{"id":"5da361c3-21ec-49d5-ac18-bc401e96641b","block_type":"box","text":"the Creation Units purchased over the Authorized Participant’s aggregate basis in the Deposit Securities exchanged therefor.","page_number":147,"box":{"x":88,"y":410,"width":869,"height":13}},{"id":"399a230d-77be-4431-8713-17adc6f1c804","block_type":"box","text":"However, the IRS may apply the wash sales rules to determine that any loss realized upon the exchange of Deposit Securities","page_number":147,"box":{"x":89,"y":426,"width":870,"height":12}},{"id":"bd182282-569b-4e26-8427-4514a338b8d5","block_type":"box","text":"for Creation Units is not currently deductible. Authorized Participants should consult their own tax advisors.","page_number":147,"box":{"x":88,"y":441,"width":753,"height":12}},{"id":"b427072a-2dfc-412c-8349-46c642a04ff1","block_type":"box","text":"Current U.S. federal income tax laws dictate that capital gain or loss realized from the redemption of Creation Units will","page_number":147,"box":{"x":89,"y":467,"width":829,"height":13}},{"id":"81770855-4819-4db5-aa19-ccf40e8198b4","block_type":"box","text":"generally create long-term capital gain or loss if the Authorized Participant holds the Creation Units for more than one year,","page_number":147,"box":{"x":89,"y":482,"width":861,"height":13}},{"id":"01ba9a5f-ea5d-4988-a925-01d3f4be38b7","block_type":"box","text":"or short-term capital gain or loss if the Creation Units were held for one year or less, if the Creation Units are held as capital","page_number":147,"box":{"x":89,"y":497,"width":859,"height":13}},{"id":"e9ed9ffb-42a9-4503-9470-f0c95dcce0ee","block_type":"box","text":"assets.","page_number":147,"box":{"x":89,"y":514,"width":45,"height":8}},{"id":"5a79908e-5ce9-44b0-aff0-15f613b5585d","block_type":"box","text":"Taxes","page_number":147,"box":{"x":88,"y":539,"width":94,"height":21}},{"id":"d6ce4d05-5a83-4412-8caf-8465071d3a94","block_type":"box","text":"The following is a summary of certain material U.S. federal income tax considerations regarding the purchase, ownership and","page_number":147,"box":{"x":88,"y":578,"width":878,"height":12}},{"id":"93f4d4d4-d8bd-4d4c-ac75-717d1dac55e5","block_type":"box","text":"disposition of shares of a Fund. This summary does not address all of the potential U.S. federal income tax consequences","page_number":147,"box":{"x":89,"y":593,"width":847,"height":13}},{"id":"bd076a8f-a693-44c4-8600-2e05d2a78805","block_type":"box","text":"that may be applicable to a Fund or to all categories of investors, some of which may be subject to special tax rules. Current","page_number":147,"box":{"x":88,"y":608,"width":867,"height":13}},{"id":"35d9f54f-2c33-48cd-adf4-ecc94f500959","block_type":"box","text":"and prospective shareholders are urged to consult their own tax advisors with respect to the specific U.S. federal, state, local","page_number":147,"box":{"x":89,"y":623,"width":868,"height":13}},{"id":"1f15e741-d720-4a77-82d0-84c2578f6e79","block_type":"box","text":"and non-U.S. tax consequences of investing in a Fund. The summary is based on the laws and judicial and administrative","page_number":147,"box":{"x":89,"y":639,"width":845,"height":12}},{"id":"95f748d3-8060-4364-93e8-d467c8b27e32","block_type":"box","text":"interpretations thereof in effect on the date of this SAI, all of which are subject to change, possibly with retroactive effect.","page_number":147,"box":{"x":89,"y":654,"width":846,"height":12}},{"id":"68999282-b60e-4440-9900-b205c7f9a977","block_type":"box","text":"Regulated Investment Company Qualifications.","page_number":147,"box":{"x":89,"y":680,"width":338,"height":12}},{"id":"0eaff989-b6be-4856-b731-d952197d4a26","block_type":"box","text":"Each Fund intends to qualify for treatment as a separate RIC under","page_number":147,"box":{"x":437,"y":680,"width":465,"height":12}},{"id":"79fcc1d6-a2b1-4fe9-936c-6251a0e9adf9","block_type":"box","text":"Subchapter M of the Internal Revenue Code. To qualify for treatment as a RIC, each Fund must annually distribute at least","page_number":147,"box":{"x":88,"y":695,"width":852,"height":13}},{"id":"b7f04b6a-0562-4e36-b418-94adf0f286cc","block_type":"box","text":"90% of its investment company taxable income (which includes dividends, interest and net short-term capital gains) and","page_number":147,"box":{"x":89,"y":710,"width":847,"height":13}},{"id":"fdfada2c-e26b-4e42-a91d-6668b6928398","block_type":"box","text":"meet several other requirements. Among such other requirements are the following: (i) at least 90% of each Fund’s annual","page_number":147,"box":{"x":89,"y":725,"width":858,"height":13}},{"id":"c3e64d61-6f5c-44cd-98b5-103e26380bf6","block_type":"box","text":"gross income must be derived from dividends, interest, payments with respect to securities loans, gains from the sale or","page_number":147,"box":{"x":89,"y":741,"width":839,"height":12}},{"id":"7c171310-78ab-43d3-9904-0959e18563e3","block_type":"box","text":"other disposition of stock or securities or non-U.S. currencies, other income (including, but not limited to, gains from options,","page_number":147,"box":{"x":89,"y":756,"width":878,"height":12}},{"id":"4caad8ae-de41-49fb-a384-31718dd05e48","block_type":"box","text":"futures or forward contracts) derived with respect to its business of investing in such stock, securities or currencies, and net","page_number":147,"box":{"x":88,"y":771,"width":868,"height":12}},{"id":"de7f524b-0812-4d75-b268-aea90039f8cc","block_type":"box","text":"income derived from interests in qualified publicly-traded partnerships (","page_number":147,"box":{"x":89,"y":786,"width":502,"height":12}},{"id":"380a6000-a551-4ee1-95b0-40b1761dcd92","block_type":"box","text":"i.e.,","page_number":147,"box":{"x":592,"y":787,"width":22,"height":10}},{"id":"cf44d502-e189-473f-b9af-6a6650602682","block_type":"box","text":"partnerships that are traded on an established","page_number":147,"box":{"x":620,"y":786,"width":322,"height":12}},{"id":"b2defdc5-21e6-4c17-97c9-4363d0bc17c4","block_type":"box","text":"securities market or tradable on a secondary market, other than partnerships that derive at least 90% of their income from","page_number":147,"box":{"x":89,"y":801,"width":857,"height":12}},{"id":"0703391c-eb29-4b36-a833-246fd0f7d835","block_type":"box","text":"interest, dividends, capital gains and other traditionally permitted RIC income); and (ii) at the close of each quarter of each","page_number":147,"box":{"x":89,"y":816,"width":856,"height":13}},{"id":"0f50c47c-41d5-4a75-a29b-2aa4f62f042f","block_type":"box","text":"Fund’s taxable year, (a) at least 50% of the market value of each Fund’s total assets must be represented by cash and cash","page_number":147,"box":{"x":89,"y":831,"width":856,"height":13}},{"id":"7d985546-c59d-49e1-9ce0-59308025c366","block_type":"box","text":"items, U.S. government securities, securities of other RICs and other securities, with such other securities limited for purposes","page_number":147,"box":{"x":89,"y":846,"width":879,"height":13}},{"id":"0dd06089-1813-4538-aa58-dc3e250604e8","block_type":"box","text":"of this calculation in respect of any one issuer to an amount not greater than 5% of the value of the Fund’s assets and not","page_number":147,"box":{"x":89,"y":862,"width":853,"height":12}},{"id":"7bf2b025-1b78-4909-b46e-7cc283661223","block_type":"box","text":"127","page_number":147,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"8391e958-e39d-4e0f-8861-368882823bcd","block_type":"box","text":"greater than 10% of the outstanding voting securities of such issuer, and (b) not more than 25% of the value of each Fund’s","page_number":148,"box":{"x":89,"y":44,"width":868,"height":12}},{"id":"ff24f6eb-707c-4474-8449-5f36d03f0c32","block_type":"box","text":"total assets may be invested in the securities (other than U.S. government securities or the securities of other RICs) of any","page_number":148,"box":{"x":88,"y":59,"width":852,"height":12}},{"id":"beacef9f-db9d-4533-9a3e-1ed9e342fd07","block_type":"box","text":"one issuer, of two or more issuers of which 20% or more of the voting stock is held by the Fund and that are engaged in the","page_number":148,"box":{"x":89,"y":74,"width":865,"height":12}},{"id":"45dd0e93-b057-41fa-b4ae-ec1be5d8e047","block_type":"box","text":"same or similar trades or businesses or related trades or businesses, or the securities of one or more qualified publicly-traded","page_number":148,"box":{"x":89,"y":89,"width":875,"height":13}},{"id":"ca139907-e267-416e-a91e-fb0fbbc5e15d","block_type":"box","text":"partnerships.","page_number":148,"box":{"x":89,"y":104,"width":90,"height":13}},{"id":"bd36904b-1b07-45ee-ae78-94ce2f7105da","block_type":"box","text":"A Fund may be able to cure a failure to derive at least 90% of its income from the sources specified above or a failure to","page_number":148,"box":{"x":88,"y":131,"width":836,"height":12}},{"id":"fe963953-4008-46fa-b436-a5b834eab668","block_type":"box","text":"diversify its holdings in the manner described above by paying a tax and/or by disposing of certain assets. If, in any taxable","page_number":148,"box":{"x":89,"y":146,"width":858,"height":12}},{"id":"7e2a2c3b-edd4-4ce5-bb07-3fcd03711b91","block_type":"box","text":"year, a Fund fails one of these tests and does not timely cure the failure, that Fund will be taxed in the same manner as an","page_number":148,"box":{"x":88,"y":161,"width":850,"height":12}},{"id":"8dd846de-b02d-4f70-8422-2a09ea77fdc9","block_type":"box","text":"ordinary corporation and distributions to its shareholders will not be deductible by that Fund in computing its taxable","page_number":148,"box":{"x":89,"y":176,"width":821,"height":13}},{"id":"0ce055d2-0c3d-426a-b1e1-5d395d5e53b2","block_type":"box","text":"income.","page_number":148,"box":{"x":89,"y":192,"width":54,"height":9}},{"id":"306bb5e4-5e91-4563-8aff-2b2a43e8ce08","block_type":"box","text":"Although, in general, the passive loss rules of the Internal Revenue Code do not apply to RICs, such rules do apply to a RIC","page_number":148,"box":{"x":88,"y":218,"width":854,"height":12}},{"id":"795a4d64-8dad-4538-92c3-e3c6bce2103a","block_type":"box","text":"with respect to items attributable to interests in qualified publicly-traded partnerships. A Fund’s investments in partnerships,","page_number":148,"box":{"x":88,"y":233,"width":871,"height":12}},{"id":"7ccefa76-a777-4ac9-a4c4-2b0ea3993bf2","block_type":"box","text":"including in qualified publicly-traded partnerships, may result in the Fund being subject to state, local, or non-U.S. income,","page_number":148,"box":{"x":89,"y":248,"width":856,"height":12}},{"id":"bd9249ed-a508-479e-b5e7-d4ec299101aa","block_type":"box","text":"franchise or withholding tax liabilities.","page_number":148,"box":{"x":88,"y":263,"width":265,"height":12}},{"id":"eb7f7805-e751-4e30-9cc3-647abd00ea1b","block_type":"box","text":"Taxation of RICs.","page_number":148,"box":{"x":88,"y":290,"width":121,"height":9}},{"id":"1a313b16-c4b2-4a1f-9a2a-4a3dc50031ec","block_type":"box","text":"As a RIC, a Fund will not be subject to U.S. federal income tax on the portion of its taxable investment","page_number":148,"box":{"x":218,"y":290,"width":710,"height":12}},{"id":"7bcb406f-62ee-4fb8-8ba8-984f42844269","block_type":"box","text":"income and capital gains that it distributes to its shareholders, provided that it satisfies a minimum distribution requirement.","page_number":148,"box":{"x":89,"y":305,"width":871,"height":12}},{"id":"a6a5e3da-69c5-43f9-b92b-e37f46b6de87","block_type":"box","text":"To satisfy the minimum distribution requirement, a Fund must distribute to its shareholders at least the sum of (i) 90% of its","page_number":148,"box":{"x":88,"y":320,"width":871,"height":12}},{"id":"41ed0585-e04d-476b-a962-239375a9508f","block_type":"box","text":"“investment company taxable income” (i.e., income other than the excess of its net realized long-term capital gain over its","page_number":148,"box":{"x":89,"y":335,"width":853,"height":12}},{"id":"962b19a2-dc7c-4edd-9ed1-1d312c1f20e6","block_type":"box","text":"net realized short-term capital loss), plus or minus certain adjustments, and (ii) 90% of its net tax-exempt income for the","page_number":148,"box":{"x":89,"y":350,"width":847,"height":12}},{"id":"356b9555-8351-49d2-b581-0cd14507f5c3","block_type":"box","text":"taxable year. A Fund will be subject to income tax at regular corporate rates on any taxable income or gains that it does not","page_number":148,"box":{"x":88,"y":365,"width":863,"height":12}},{"id":"b6114630-a56e-4dff-bea9-4a9e6856fba9","block_type":"box","text":"distribute to its shareholders. If a Fund fails to qualify for any taxable year as a RIC or fails to meet the distribution","page_number":148,"box":{"x":89,"y":380,"width":792,"height":13}},{"id":"3ef6bf93-2e82-4a73-b7bb-712bb3d33649","block_type":"box","text":"requirement, all of its taxable income will be subject to tax at regular corporate income tax rates without any deduction for","page_number":148,"box":{"x":89,"y":395,"width":859,"height":13}},{"id":"6de9059b-846e-47a3-bf4e-627eb10b86da","block_type":"box","text":"distributions to shareholders, and such distributions generally will be taxable to shareholders as ordinary dividends to the","page_number":148,"box":{"x":89,"y":410,"width":849,"height":13}},{"id":"20728eb4-d204-4577-89f8-7a7575d955e8","block_type":"box","text":"extent of the Fund’s current and accumulated earnings and profits. In such event, distributions to individuals should be","page_number":148,"box":{"x":89,"y":426,"width":833,"height":12}},{"id":"2ec75576-4fc7-4109-94a8-09502e1ddd6f","block_type":"box","text":"eligible to be treated as qualified dividend income and distributions to corporate shareholders generally should be eligible for","page_number":148,"box":{"x":89,"y":441,"width":873,"height":12}},{"id":"6361b0ef-7e2d-4ff7-8c35-fdb4f8d53f12","block_type":"box","text":"the dividends received deduction. Although each Fund intends to distribute substantially all of its net investment income and","page_number":148,"box":{"x":88,"y":456,"width":875,"height":12}},{"id":"7317d70b-e616-4528-8a61-bcb7d8b8d1fd","block_type":"box","text":"its capital gains for each taxable year, a Fund may decide to retain a portion of its income or gains. Each Fund will be subject","page_number":148,"box":{"x":89,"y":471,"width":869,"height":12}},{"id":"3eb32725-a62e-4e6e-8540-1b5ff31269fd","block_type":"box","text":"to U.S. federal income taxation and excise taxation (as described below) to the extent it does not distribute all (or, in the case","page_number":148,"box":{"x":88,"y":486,"width":874,"height":12}},{"id":"455ce7d4-6166-41bb-8281-1fc2bd9de3a4","block_type":"box","text":"of the excise tax, substantially all) of such income or gains. In certain circumstances, including in instances where the","page_number":148,"box":{"x":89,"y":501,"width":822,"height":13}},{"id":"9bcac872-522e-42c0-b643-2c60bae22412","block_type":"box","text":"operational cost of the distribution would exceed the amount of the income or excise tax, BFA or an affiliate may voluntarily","page_number":148,"box":{"x":89,"y":516,"width":865,"height":13}},{"id":"fbc85684-5f03-4185-9793-81ade7ec519b","block_type":"box","text":"pay the tax on behalf of a Fund or reimburse the Fund for the tax. If a Fund fails to qualify as a RIC in any year, it must pay out","page_number":148,"box":{"x":89,"y":531,"width":877,"height":13}},{"id":"6f739f60-5363-4f96-b935-16887e37da50","block_type":"box","text":"its earnings and profits accumulated in that year in order to qualify again as a RIC. 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However, any dividend or distribution","page_number":149,"box":{"x":89,"y":482,"width":861,"height":13}},{"id":"7e74b378-7507-4758-9c11-c42cef34e1c2","block_type":"box","text":"declared by a Fund in October, November or December of any calendar year and payable to shareholders of record on a","page_number":149,"box":{"x":89,"y":497,"width":834,"height":13}},{"id":"b75913b5-c66e-45f1-ba56-e7382dbac3cf","block_type":"box","text":"specified date in such a month shall be deemed to have been received by each shareholder on December 31 of such calendar","page_number":149,"box":{"x":89,"y":513,"width":876,"height":12}},{"id":"1ec46cd3-7542-40d6-8ea2-7880de1cf093","block_type":"box","text":"year and to have been paid by the Fund not later than such December 31, provided such dividend is actually paid by the Fund","page_number":149,"box":{"x":88,"y":528,"width":876,"height":12}},{"id":"23ac655d-044f-4370-ad00-afbe822ce54a","block_type":"box","text":"during January of the following calendar year.","page_number":149,"box":{"x":89,"y":543,"width":316,"height":12}},{"id":"b3f08759-63e3-4965-872d-1c5c88d8489c","block_type":"box","text":"Each Fund intends to distribute annually to its shareholders substantially all of its investment company taxable income and","page_number":149,"box":{"x":89,"y":569,"width":860,"height":13}},{"id":"3eb739d5-4e03-4fa0-8e22-2743412ef88f","block_type":"box","text":"any net realized long-term capital gains in excess of net realized short-term capital losses (including any capital loss","page_number":149,"box":{"x":89,"y":584,"width":808,"height":13}},{"id":"871a6001-78e3-41e7-b7f9-29744385c86b","block_type":"box","text":"carryovers). However, if a Fund retains for investment an amount equal to all or a portion of its net long-term capital gains in","page_number":149,"box":{"x":89,"y":599,"width":870,"height":13}},{"id":"8289fd3b-e9cc-4c5c-852c-08e763a17d86","block_type":"box","text":"excess of its net short-term capital losses (including any capital loss carryovers), it will be subject to a corporate tax (at a flat","page_number":149,"box":{"x":89,"y":615,"width":871,"height":12}},{"id":"63674cb9-e932-43fe-8c48-865c59b933d1","block_type":"box","text":"rate of 21%) on the amount retained. In that event, unless the retained amount is deemed to be de minimis or the applicable","page_number":149,"box":{"x":89,"y":630,"width":872,"height":12}},{"id":"9f5ac349-1444-41ce-ae6e-13bd03ac4caf","block_type":"box","text":"tax is otherwise reimbursed by BFA or an affiliate, the Fund will generally designate such retained amounts as undistributed","page_number":149,"box":{"x":88,"y":645,"width":864,"height":12}},{"id":"9799c824-3dfc-4002-ae10-4c955078a126","block_type":"box","text":"capital gains in a notice to its shareholders who (a) will be required to include in income for U.S. federal income tax purposes,","page_number":149,"box":{"x":89,"y":660,"width":877,"height":12}},{"id":"8ad12fa3-cc8e-43aa-a5dd-d936e12d0ee3","block_type":"box","text":"as long-term capital gains, their proportionate shares of the undistributed amount, (b) will be entitled to credit their","page_number":149,"box":{"x":89,"y":675,"width":810,"height":12}},{"id":"5172a31b-cd0c-457e-8d5a-99cf4de6b565","block_type":"box","text":"proportionate shares of the tax paid by the Fund on the undistributed amount against their U.S. federal income tax liabilities,","page_number":149,"box":{"x":89,"y":690,"width":870,"height":13}},{"id":"074c2d5c-5630-4409-bd25-439742c86bce","block_type":"box","text":"if any, and to claim refunds to the extent their credits exceed their liabilities, if any, and (c) will be entitled to increase their tax","page_number":149,"box":{"x":89,"y":705,"width":875,"height":13}},{"id":"367818b9-b92c-457f-8054-a7d29f7d97b0","block_type":"box","text":"basis, for U.S. federal income tax purposes, in their shares by an amount equal to the excess of the amount in clause (a) over","page_number":149,"box":{"x":89,"y":720,"width":871,"height":13}},{"id":"ea5e5ccb-15d7-48b7-b31c-c1e8f0b5201d","block_type":"box","text":"the amount in clause (b). Organizations or persons not subject to U.S. federal income tax on such capital gains will be","page_number":149,"box":{"x":88,"y":736,"width":824,"height":12}},{"id":"d2a683ab-0b64-4c51-8d1a-de3f6d68885d","block_type":"box","text":"entitled to a refund of their","page_number":149,"box":{"x":89,"y":751,"width":188,"height":9}},{"id":"61ba298e-d453-43f2-9e1f-e3b303e983db","block_type":"box","text":"pro rata","page_number":149,"box":{"x":280,"y":752,"width":56,"height":11}},{"id":"a4656713-468b-401a-9d5f-67978acabe48","block_type":"box","text":"share of such taxes paid by the Fund upon filing appropriate returns or claims for refund","page_number":149,"box":{"x":341,"y":751,"width":617,"height":12}},{"id":"d25dcbde-9640-4f71-af33-c252583346ac","block_type":"box","text":"with the IRS.","page_number":149,"box":{"x":88,"y":766,"width":87,"height":9}},{"id":"756fd727-011c-4c5d-8c3a-b8313417f6a9","block_type":"box","text":"Distributions of net realized long-term capital gains, if any, that a Fund reports as capital gains dividends are taxable as long","page_number":149,"box":{"x":89,"y":792,"width":870,"height":13}},{"id":"b4447526-6bd6-4e22-8d43-e11c72ab7287","block_type":"box","text":"term capital gains, whether paid in cash or in shares and regardless of how long a shareholder has held shares of the Fund.","page_number":149,"box":{"x":88,"y":807,"width":861,"height":13}},{"id":"345b04fb-ffef-42a1-9c16-2e3540543f5f","block_type":"box","text":"All other dividends of a Fund (including dividends from short-term capital gains) from its current and accumulated earnings","page_number":149,"box":{"x":88,"y":822,"width":870,"height":13}},{"id":"a9aba83e-03c3-41ae-9a24-13941b762d5f","block_type":"box","text":"and profits (“regular dividends”) are generally subject to tax as ordinary income, subject to the discussion of qualified","page_number":149,"box":{"x":89,"y":838,"width":821,"height":12}},{"id":"8635aac7-971e-478e-beb9-5373b41f98c3","block_type":"box","text":"129","page_number":149,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"6ea6b830-fd0d-45b8-8be5-df8b7fbd5477","block_type":"box","text":"dividend income below. Long-term capital gains are eligible for taxation at a maximum rate of 15% or 20% for non-corporate","page_number":150,"box":{"x":89,"y":44,"width":878,"height":12}},{"id":"d25072c6-5ca4-4542-8fe6-59950f375b34","block_type":"box","text":"shareholders, depending on whether their income exceeds certain threshold amounts.","page_number":150,"box":{"x":89,"y":59,"width":604,"height":12}},{"id":"877ad257-45fd-4e13-b234-451317270528","block_type":"box","text":"If an individual receives a regular dividend qualifying for the long-term capital gains rates and such dividend constitutes an","page_number":150,"box":{"x":89,"y":85,"width":857,"height":13}},{"id":"70492fa1-71bf-421e-9572-6fc974203de6","block_type":"box","text":"“extraordinary dividend,” and the individual subsequently recognizes a loss on the sale or exchange of stock in respect of","page_number":150,"box":{"x":89,"y":101,"width":846,"height":12}},{"id":"1d2d950a-c033-4069-8ef9-8c9031f7beea","block_type":"box","text":"which the extraordinary dividend was paid, then the loss will be long-term capital loss to the extent of such extraordinary","page_number":150,"box":{"x":88,"y":116,"width":850,"height":12}},{"id":"e248a4c8-4546-45ce-b352-360fd44aba76","block_type":"box","text":"dividend. An “extraordinary dividend” on common stock for this purpose is generally a dividend (i) in an amount greater than","page_number":150,"box":{"x":89,"y":131,"width":876,"height":12}},{"id":"6b10990b-0d4e-44e5-abaa-1a3176ca7422","block_type":"box","text":"or equal to 10% of the taxpayer’s tax basis (or trading value) in a share of stock, aggregating dividends with ex-dividend","page_number":150,"box":{"x":89,"y":146,"width":840,"height":12}},{"id":"b020d5cc-f260-4ca6-a876-a0fd215d1a47","block_type":"box","text":"dates within an 85-day period, or (ii) in an amount greater than 20% of the taxpayer’s tax basis (or trading value) in a share","page_number":150,"box":{"x":89,"y":161,"width":863,"height":12}},{"id":"38083bc5-6868-492d-9194-4cf2f961391d","block_type":"box","text":"of stock, aggregating dividends with ex-dividend dates within a 365-day period.","page_number":150,"box":{"x":89,"y":176,"width":558,"height":13}},{"id":"fb9dea28-9357-4bf5-8bae-9811b84dc727","block_type":"box","text":"Distributions in excess of a Fund’s current and accumulated earnings and profits will, as to each shareholder, be treated as a","page_number":150,"box":{"x":89,"y":203,"width":868,"height":12}},{"id":"935b416e-99fe-4269-aa05-af755db1b71a","block_type":"box","text":"tax-free return of capital to the extent of a shareholder’s basis in shares of the Fund, and as a capital gain thereafter (if the","page_number":150,"box":{"x":88,"y":218,"width":855,"height":12}},{"id":"51301398-ef12-4ee3-863a-7dd798d98c58","block_type":"box","text":"shareholder holds shares of the Fund as capital assets). Distributions in excess of a Fund’s minimum distribution","page_number":150,"box":{"x":89,"y":233,"width":787,"height":12}},{"id":"b60fff46-e85e-4258-a939-486f61a3f3ff","block_type":"box","text":"requirements, but not in excess of a Fund’s earnings and profits, will be taxable to shareholders and will not constitute","page_number":150,"box":{"x":89,"y":248,"width":828,"height":12}},{"id":"a5d59acc-fbca-45d3-a8a7-b5872e990ad4","block_type":"box","text":"nontaxable returns of capital. Shareholders receiving dividends or distributions in the form of additional shares should be","page_number":150,"box":{"x":89,"y":263,"width":847,"height":12}},{"id":"7b57c716-cc59-415e-ac58-cbef1e1cadba","block_type":"box","text":"treated for U.S. federal income tax purposes as receiving a distribution in an amount equal to the amount of money that the","page_number":150,"box":{"x":88,"y":278,"width":867,"height":13}},{"id":"ee39d2cf-3449-4af7-8b05-a0ee4e505c99","block_type":"box","text":"shareholders receiving cash dividends or distributions will receive and should have a cost basis in the shares received equal to","page_number":150,"box":{"x":89,"y":293,"width":878,"height":13}},{"id":"c298c751-5757-4186-90cd-848713398081","block_type":"box","text":"such amount.","page_number":150,"box":{"x":89,"y":308,"width":95,"height":10}},{"id":"a59a992e-67fc-4f30-8b2c-b8c98ae81145","block_type":"box","text":"A 3.8% U.S. federal Medicare contribution tax is imposed on net investment income, including, but not limited to, interest,","page_number":150,"box":{"x":88,"y":335,"width":854,"height":12}},{"id":"d9a296ee-85ee-431b-9b76-662ad802e832","block_type":"box","text":"dividends, and net gain from investments, of U.S. individuals with income exceeding $200,000 (or $250,000 if married and","page_number":150,"box":{"x":89,"y":350,"width":858,"height":12}},{"id":"15961008-996b-4035-b73f-e44ea278e3db","block_type":"box","text":"filing jointly) and of estates and trusts.","page_number":150,"box":{"x":88,"y":365,"width":269,"height":12}},{"id":"fb81cf62-f2ca-45f5-8d35-a66ae1748127","block_type":"box","text":"Investors considering buying shares just prior to a dividend or capital gain distribution should be aware that, although the","page_number":150,"box":{"x":89,"y":392,"width":851,"height":12}},{"id":"6d066a81-c26b-4759-98cc-406cd0b6705b","block_type":"box","text":"price of shares purchased at that time may reflect the amount of the forthcoming distribution, such dividend or distribution","page_number":150,"box":{"x":89,"y":407,"width":864,"height":12}},{"id":"a334fad1-ef54-4ba2-806a-525b4918f15d","block_type":"box","text":"may nevertheless be taxable to them. If a Fund is the holder of record of any security on the record date for any dividends","page_number":150,"box":{"x":89,"y":422,"width":849,"height":12}},{"id":"49a8a09b-5014-4168-8fe3-6286aff0ec6e","block_type":"box","text":"payable with respect to such security, such dividends will be included in the Fund’s gross income not as of the date received","page_number":150,"box":{"x":89,"y":437,"width":866,"height":12}},{"id":"516106c2-c433-4899-b573-61936e026a45","block_type":"box","text":"but as of the later of (a) the date such security became ex-dividend with respect to such dividends (","page_number":150,"box":{"x":89,"y":452,"width":698,"height":12}},{"id":"6f12ffb7-380c-4839-9f37-2739090ff77f","block_type":"box","text":"i.e.","page_number":150,"box":{"x":789,"y":453,"width":17,"height":9}},{"id":"e478539e-9ff5-47d9-9787-55ed8a087c83","block_type":"box","text":", the date on which a","page_number":150,"box":{"x":808,"y":452,"width":146,"height":11}},{"id":"b4a17068-8258-4a0c-a05d-6a9ea56aabca","block_type":"box","text":"buyer of the security would not be entitled to receive the declared, but unpaid, dividends); or (b) the date the Fund acquired","page_number":150,"box":{"x":89,"y":467,"width":866,"height":13}},{"id":"88c79bfa-eaa2-4cea-8389-f33301daf5e2","block_type":"box","text":"such security. Accordingly, in order to satisfy its income distribution requirements, a Fund may be required to pay dividends","page_number":150,"box":{"x":89,"y":482,"width":863,"height":13}},{"id":"24e1fd87-d092-486f-a889-b628bb8c35cf","block_type":"box","text":"based on anticipated earnings, and shareholders may receive dividends in an earlier year than would otherwise be the case.","page_number":150,"box":{"x":89,"y":497,"width":862,"height":13}},{"id":"76dd8bd5-49ef-44fb-9972-7ccd62fb2b3d","block_type":"box","text":"In certain situations, a Fund may, for a taxable year, defer all or a portion of its net capital loss (or if there is no net capital","page_number":150,"box":{"x":89,"y":524,"width":843,"height":12}},{"id":"c52e02e5-8a36-40d4-92ca-52bae2ceb287","block_type":"box","text":"loss, then any net long-term or short-term capital loss) realized after October and its late-year ordinary loss (defined as the","page_number":150,"box":{"x":89,"y":539,"width":859,"height":12}},{"id":"5df4a201-37d3-461f-b555-cc87bbf415b2","block_type":"box","text":"sum of (i) the excess of post-October foreign currency and passive foreign investment company (“PFIC”) losses over post","page_number":150,"box":{"x":89,"y":554,"width":855,"height":12}},{"id":"100629e7-48df-4eb9-b64f-fa47cdac19be","block_type":"box","text":"October foreign currency and PFIC gains and (ii) the excess of post-December ordinary losses over post-December ordinary","page_number":150,"box":{"x":89,"y":569,"width":868,"height":13}},{"id":"82d6602b-a279-4caf-8867-f76948e7b270","block_type":"box","text":"income) until the next taxable year in computing its investment company taxable income and net capital gain, which will","page_number":150,"box":{"x":89,"y":584,"width":845,"height":13}},{"id":"61f5c54a-3daa-46fd-bb6e-655a7125e07e","block_type":"box","text":"defer the recognition of such realized losses. Such deferrals and other rules regarding gains and losses realized after October","page_number":150,"box":{"x":89,"y":599,"width":870,"height":13}},{"id":"a1eecb14-b0fc-4f8b-83a6-63484093f4f6","block_type":"box","text":"(or December) may affect the tax character of shareholder distributions.","page_number":150,"box":{"x":89,"y":615,"width":504,"height":12}},{"id":"7638bf31-ea5e-472a-a7c8-85f89299c2e0","block_type":"box","text":"Sales of Shares.","page_number":150,"box":{"x":88,"y":641,"width":113,"height":10}},{"id":"21fc63a3-a857-402e-a773-875fa9efb128","block_type":"box","text":"Upon the sale or exchange of shares of a Fund, a shareholder will realize a taxable gain or loss equal to the","page_number":150,"box":{"x":210,"y":641,"width":743,"height":12}},{"id":"5ecc6c59-ead0-4000-a059-db6173f51080","block_type":"box","text":"difference between the amount realized and the shareholder’s basis in shares of the Fund. A redemption of shares by a Fund","page_number":150,"box":{"x":89,"y":656,"width":868,"height":13}},{"id":"06d805f7-a838-41fa-bf03-c293ee4b2f43","block_type":"box","text":"will be treated as a sale for this purpose. Such gain or loss will be treated as capital gain or loss if the shares are capital assets","page_number":150,"box":{"x":88,"y":671,"width":876,"height":13}},{"id":"f15b14a2-d15c-4f8b-936e-9155af987b67","block_type":"box","text":"in the shareholder’s hands and will be long-term capital gain or loss if the shares are held for more than one year and short","page_number":150,"box":{"x":89,"y":686,"width":866,"height":13}},{"id":"b00a6a51-f95b-47e0-8322-c022c6784cd4","block_type":"box","text":"term capital gain or loss if the shares are held for one year or less. Any loss realized on a sale or exchange will be disallowed","page_number":150,"box":{"x":88,"y":702,"width":863,"height":12}},{"id":"4c158b2b-df20-49fe-80fa-b9d68d895ed9","block_type":"box","text":"to the extent the shares disposed of are replaced, including replacement through the reinvesting of dividends or capital gains","page_number":150,"box":{"x":88,"y":717,"width":875,"height":12}},{"id":"1419652a-a7ac-428e-90c5-66d9170ae258","block_type":"box","text":"distributions, or by an option or contract to acquire substantially identical shares, within a 61-day period beginning 30 days","page_number":150,"box":{"x":89,"y":732,"width":860,"height":12}},{"id":"c6e2839e-72a4-4253-8984-c9c021406f22","block_type":"box","text":"before and ending 30 days after the disposition of the shares. In such a case, the basis of the shares acquired will be","page_number":150,"box":{"x":89,"y":747,"width":810,"height":12}},{"id":"6e4eb1ef-1e84-446f-a90d-28ddbf075591","block_type":"box","text":"increased to reflect the disallowed loss. Any loss realized by a shareholder on the sale of Fund shares held by the shareholder","page_number":150,"box":{"x":89,"y":762,"width":871,"height":12}},{"id":"e74c1af1-99ef-400b-8230-89a06fea7a56","block_type":"box","text":"for six months or less will be treated for U.S. federal income tax purposes as a long-term capital loss to the extent of any","page_number":150,"box":{"x":88,"y":777,"width":841,"height":12}},{"id":"80fce630-4515-4484-a36c-1cf8c1fd509a","block_type":"box","text":"distributions or deemed distributions of long-term capital gains received by the shareholder with respect to such share. The","page_number":150,"box":{"x":89,"y":792,"width":865,"height":13}},{"id":"178ddf86-752f-45d8-90f5-c4fb745fafbc","block_type":"box","text":"Medicare contribution tax described above will apply to the sale of Fund shares.","page_number":150,"box":{"x":89,"y":807,"width":557,"height":13}},{"id":"6c5237d3-a861-4ae5-a463-60d5fbeb092e","block_type":"box","text":"If a shareholder incurs a sales charge in acquiring shares of a Fund, disposes of those shares within 90 days and then, on or","page_number":150,"box":{"x":89,"y":834,"width":864,"height":12}},{"id":"a4da7bc3-0146-4bf1-b089-1eb8d69d5a3b","block_type":"box","text":"before January 31 of the following calendar year, acquires shares in a mutual fund for which the otherwise applicable sales","page_number":150,"box":{"x":89,"y":849,"width":854,"height":12}},{"id":"5caa7ed3-9f54-45fd-b928-b3ecb6e611a6","block_type":"box","text":"charge is reduced by reason of a reinvestment right (","page_number":150,"box":{"x":89,"y":864,"width":368,"height":12}},{"id":"61a236d3-6e27-48cf-99f4-54c5cbd61557","block_type":"box","text":"e.g.","page_number":150,"box":{"x":458,"y":867,"width":23,"height":9}},{"id":"ff2381c3-162d-496c-aa87-56f2eecb4202","block_type":"box","text":", an exchange privilege), the original sales charge will not be taken","page_number":150,"box":{"x":483,"y":864,"width":463,"height":12}},{"id":"69bb33d4-aefe-4c32-b40b-748b0c4ab14f","block_type":"box","text":"130","page_number":150,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"7d1a50b1-52d3-419a-aeb1-254db4031188","block_type":"box","text":"into account in computing gain/loss on the original shares to the extent the subsequent sales charge is reduced. Instead, the","page_number":151,"box":{"x":89,"y":44,"width":875,"height":12}},{"id":"76983e94-6ec8-45ba-a8a5-dae0856ecc14","block_type":"box","text":"disregarded portion of the original sales charge will be added to the tax basis of the newly acquired shares. Furthermore, the","page_number":151,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"9651a192-1ece-41be-be33-ef4696838b73","block_type":"box","text":"same rule also applies to a disposition of the newly acquired shares made within 90 days of the second acquisition. This","page_number":151,"box":{"x":89,"y":74,"width":839,"height":12}},{"id":"51765a7e-12b5-45bd-b178-0688dcbbf1fa","block_type":"box","text":"provision prevents shareholders from immediately deducting the sales charge by shifting their investments within a family of","page_number":151,"box":{"x":89,"y":89,"width":874,"height":13}},{"id":"6fd6eba5-712c-4c66-9a62-298ecb132226","block_type":"box","text":"mutual funds.","page_number":151,"box":{"x":89,"y":104,"width":96,"height":10}},{"id":"e207f117-dbcb-4608-97ae-00de5cffaa56","block_type":"box","text":"Backup Withholding.","page_number":151,"box":{"x":89,"y":131,"width":150,"height":12}},{"id":"1ff3b45a-0a52-4cbc-b9f5-7213f93c6614","block_type":"box","text":"In certain cases, a Fund will be required to withhold at a 24% rate and remit to the U.S. Treasury such","page_number":151,"box":{"x":249,"y":131,"width":707,"height":12}},{"id":"a426c9ce-b405-4620-ab05-afc7265d7f3f","block_type":"box","text":"amounts withheld from any distributions paid to a shareholder who: (i) has failed to provide a correct taxpayer identification","page_number":151,"box":{"x":89,"y":146,"width":868,"height":12}},{"id":"d9dcf4d0-bff9-4518-b294-87d0322af970","block_type":"box","text":"number; (ii) is subject to backup withholding by the IRS; (iii) has failed to certify to a Fund that such shareholder is not","page_number":151,"box":{"x":89,"y":161,"width":828,"height":12}},{"id":"dde4b449-0ba5-4f1d-943d-0a7703d3bd76","block_type":"box","text":"subject to backup withholding; or (iv) has not certified that such shareholder is a U.S. person (including a U.S. resident alien).","page_number":151,"box":{"x":89,"y":176,"width":874,"height":13}},{"id":"50c2ec84-e3f7-44ea-94c5-bcfe7eaf428c","block_type":"box","text":"Backup withholding is not an additional tax and any amount withheld may be credited against a shareholder’s U.S. federal","page_number":151,"box":{"x":89,"y":191,"width":853,"height":13}},{"id":"eb59ba20-67d0-4303-a81d-4f7270237870","block_type":"box","text":"income tax liability.","page_number":151,"box":{"x":89,"y":206,"width":132,"height":13}},{"id":"4786efe4-72c4-4114-a32c-f6dd3bf1ee7f","block_type":"box","text":"Sections 351 and 362.","page_number":151,"box":{"x":88,"y":233,"width":159,"height":10}},{"id":"58382569-0b4b-47d2-8c9f-9041c0840655","block_type":"box","text":"The Trust, on behalf of each Fund, has the right to reject an order for a purchase of shares of the","page_number":151,"box":{"x":256,"y":233,"width":675,"height":12}},{"id":"64a4b039-12b2-4730-974e-21882cbe5778","block_type":"box","text":"Fund if the purchaser (or group of purchasers) would, upon obtaining the shares so ordered, own 80% or more of the","page_number":151,"box":{"x":89,"y":248,"width":824,"height":12}},{"id":"c1a1726f-2143-41a7-b91a-ff75d953ec9d","block_type":"box","text":"outstanding shares of a given Fund and if, pursuant to Sections 351 and 362 of the Internal Revenue Code, that Fund would","page_number":151,"box":{"x":89,"y":263,"width":864,"height":12}},{"id":"833b70b5-7db0-4e55-b713-d4f988c94fd2","block_type":"box","text":"have a basis in the securities different from the market value of such securities on the date of deposit. If a Fund’s basis in","page_number":151,"box":{"x":89,"y":278,"width":841,"height":13}},{"id":"bd9b1386-f2b6-4402-a7a3-2bc4c8210ae0","block_type":"box","text":"such securities on the date of deposit was less than market value on such date, the Fund, upon disposition of the securities,","page_number":151,"box":{"x":89,"y":293,"width":865,"height":13}},{"id":"58073861-3230-4147-bae8-0bb1fa36d79b","block_type":"box","text":"would recognize more taxable gain or less taxable loss than if its basis in the securities had been equal to market value. It is","page_number":151,"box":{"x":88,"y":308,"width":861,"height":13}},{"id":"28e1a88a-65fc-487e-9352-1080a37b461e","block_type":"box","text":"not anticipated that the Trust will exercise the right of rejection except in a case where the Trust determines that accepting","page_number":151,"box":{"x":89,"y":324,"width":858,"height":12}},{"id":"496060c8-1490-4625-8603-35cc41851452","block_type":"box","text":"the order could result in material adverse tax consequences to a Fund or its shareholders. The Trust also has the right to","page_number":151,"box":{"x":88,"y":339,"width":841,"height":12}},{"id":"ef917e56-3759-4e87-80fe-edd89b2fa4cf","block_type":"box","text":"require information necessary to determine beneficial share ownership for purposes of the 80% determination.","page_number":151,"box":{"x":89,"y":354,"width":776,"height":12}},{"id":"1db58f1a-c5c6-4231-b43a-1b37c8e6ba78","block_type":"box","text":"Taxation of Certain Derivatives.","page_number":151,"box":{"x":88,"y":380,"width":225,"height":10}},{"id":"b7a4fb70-a4ca-4afa-a99f-ae1f9e95741b","block_type":"box","text":"A Fund’s transactions in zero coupon securities, non-U.S. currencies, forward contracts,","page_number":151,"box":{"x":322,"y":380,"width":612,"height":13}},{"id":"361bf6d9-bb67-42d0-83d7-edb5a82b69f0","block_type":"box","text":"options and futures contracts (including options and futures contracts on non-U.S. currencies), to the extent permitted, will","page_number":151,"box":{"x":89,"y":395,"width":865,"height":13}},{"id":"869dfdef-d8ba-45e5-82d4-a492bc1d0c14","block_type":"box","text":"be subject to special provisions of the Internal Revenue Code (including provisions relating to “hedging transactions” and","page_number":151,"box":{"x":89,"y":410,"width":848,"height":13}},{"id":"42076dc2-e5d9-4b19-8af3-881693898071","block_type":"box","text":"“straddles”) that, among other consequences, may affect the character of gains and losses realized by the Fund (","page_number":151,"box":{"x":89,"y":426,"width":789,"height":12}},{"id":"62075dbc-e4de-48c9-bb03-e56f172749af","block_type":"box","text":"i.e.","page_number":151,"box":{"x":879,"y":427,"width":18,"height":8}},{"id":"ab373839-906c-4fce-a105-a36008bd30d1","block_type":"box","text":", may","page_number":151,"box":{"x":899,"y":429,"width":37,"height":9}},{"id":"bad7e145-8945-40ed-a6c4-9b810741f935","block_type":"box","text":"affect whether gains or losses are ordinary or capital), accelerate recognition of income to the Fund and defer Fund losses.","page_number":151,"box":{"x":89,"y":441,"width":856,"height":12}},{"id":"5922dfbd-66f0-4567-878e-d003a743920f","block_type":"box","text":"These rules could therefore affect the character, amount and timing of distributions to shareholders. These provisions also","page_number":151,"box":{"x":88,"y":456,"width":856,"height":12}},{"id":"508e7a60-2ee4-45b0-90e1-309fed6e6d5d","block_type":"box","text":"(a) will require a Fund to mark-to-market certain types of the positions in its portfolio (","page_number":151,"box":{"x":89,"y":471,"width":607,"height":12}},{"id":"fed9acd9-177f-4a1b-bb66-b22bd2aef87e","block_type":"box","text":"i.e.","page_number":151,"box":{"x":697,"y":472,"width":18,"height":9}},{"id":"39ce4777-03f7-47ae-b3fe-d1e62246dff0","block_type":"box","text":", treat them as if they were closed","page_number":151,"box":{"x":717,"y":471,"width":235,"height":12}},{"id":"a01a007f-d5fb-43af-b0c4-a261636ac934","block_type":"box","text":"out at the end of each year) and (b) may cause a Fund to recognize income without receiving cash with which to pay","page_number":151,"box":{"x":89,"y":486,"width":819,"height":12}},{"id":"0dbf51ff-549a-49d2-9012-2dcd679ad744","block_type":"box","text":"dividends or make distributions in amounts necessary to satisfy the distribution requirements for avoiding income and excise","page_number":151,"box":{"x":89,"y":501,"width":876,"height":13}},{"id":"82e0c2d5-b494-48e9-8ffe-e067e2726445","block_type":"box","text":"taxes. Each Fund will monitor its transactions, will make the appropriate tax elections and will make the appropriate entries in","page_number":151,"box":{"x":88,"y":516,"width":879,"height":13}},{"id":"41ace602-08bf-453c-9d67-0698a53a9446","block_type":"box","text":"its books and records when it acquires any zero coupon security, non-U.S. currency, forward contract, option, futures","page_number":151,"box":{"x":89,"y":531,"width":816,"height":13}},{"id":"0a3de571-f324-4d98-a3e5-2a55da077831","block_type":"box","text":"contract or hedged investment in order to mitigate the effect of these rules and prevent disqualification of a Fund as a RIC.","page_number":151,"box":{"x":89,"y":547,"width":856,"height":12}},{"id":"10193d94-a807-4d1d-ab8d-dfce92506a36","block_type":"box","text":"A Fund’s investments in so-called “Section 1256 contracts,” such as regulated futures contracts, most non-U.S. currency","page_number":151,"box":{"x":88,"y":573,"width":846,"height":12}},{"id":"fddbcffa-43d5-4d76-acf1-3307d4a68ca7","block_type":"box","text":"forward contracts traded in the interbank market and options on most security indexes, are subject to special tax rules. All","page_number":151,"box":{"x":88,"y":588,"width":854,"height":12}},{"id":"ab0ec65a-0768-4568-8ed3-817a91971e6d","block_type":"box","text":"Section 1256 contracts held by a Fund at the end of its taxable year are required to be marked to their market value, and any","page_number":151,"box":{"x":88,"y":603,"width":870,"height":13}},{"id":"5f454fab-a844-4254-90e1-913ecd828ac5","block_type":"box","text":"unrealized gain or loss on those positions will be included in a Fund’s income as if each position had been sold for its fair","page_number":151,"box":{"x":89,"y":618,"width":843,"height":13}},{"id":"6ed8cf0f-8371-488e-81c3-3afee9707f4f","block_type":"box","text":"market value at the end of the taxable year. The resulting gain or loss will be combined with any gain or loss realized by a","page_number":151,"box":{"x":89,"y":633,"width":844,"height":13}},{"id":"a2d2e24c-62eb-4780-8ee2-8c173886d8be","block_type":"box","text":"Fund from positions in Section 1256 contracts closed during the taxable year. Provided such positions were held as capital","page_number":151,"box":{"x":89,"y":649,"width":854,"height":12}},{"id":"05738344-5c33-4495-a657-17edfe295607","block_type":"box","text":"assets and were not part of a “hedging transaction” nor part of a “straddle,” 60% of the resulting net gain or loss will be","page_number":151,"box":{"x":89,"y":664,"width":838,"height":12}},{"id":"78161d00-f93c-4bd2-a477-7a67865effdd","block_type":"box","text":"treated as long-term capital gain or loss, and 40% of such net gain or loss will be treated as short-term capital gain or loss,","page_number":151,"box":{"x":88,"y":679,"width":860,"height":12}},{"id":"2b747b60-73af-41a0-a0bf-629a41b70a04","block_type":"box","text":"regardless of the period of time the positions were actually held by a Fund.","page_number":151,"box":{"x":89,"y":694,"width":520,"height":12}},{"id":"f4ae7702-865b-4fa0-a30c-0f1757d933bb","block_type":"box","text":"As a result of entering into swap contracts, a Fund may make or receive periodic net payments. A Fund may also make or","page_number":151,"box":{"x":88,"y":720,"width":849,"height":13}},{"id":"ad562d22-59f1-4a99-83fb-2315f4aaaf38","block_type":"box","text":"receive a payment when a swap is terminated prior to maturity through an assignment of the swap or other closing","page_number":151,"box":{"x":89,"y":736,"width":808,"height":12}},{"id":"aaea479a-9f07-4bf7-a50e-e9e44315fabf","block_type":"box","text":"transaction. Periodic net payments will generally constitute ordinary income or deductions, while termination of a swap will","page_number":151,"box":{"x":88,"y":751,"width":864,"height":12}},{"id":"203135a3-3df4-483c-b43f-28cfd6274b40","block_type":"box","text":"generally result in capital gain or loss (which will be a long-term capital gain or loss if a Fund has been a party to the swap for","page_number":151,"box":{"x":89,"y":766,"width":878,"height":12}},{"id":"20fa24c8-a00b-427a-bba1-2fa820d14816","block_type":"box","text":"more than one year). With respect to certain types of swaps, a Fund may be required to currently recognize income or loss","page_number":151,"box":{"x":89,"y":781,"width":855,"height":12}},{"id":"e17f3659-1166-4a53-9306-8324763b65f0","block_type":"box","text":"with respect to future payments on such swaps or may elect under certain circumstances to mark such swaps to market","page_number":151,"box":{"x":88,"y":796,"width":845,"height":12}},{"id":"e35b8475-021f-4402-929e-546570aefa74","block_type":"box","text":"annually for tax purposes as ordinary income or loss.","page_number":151,"box":{"x":89,"y":811,"width":369,"height":12}},{"id":"e3e872d9-e811-420d-bd7d-20f53165e9a4","block_type":"box","text":"131","page_number":151,"box":{"x":517,"y":894,"width":20,"height":9}},{"id":"74f894f2-567b-4ea5-864b-2f9b3bd93129","block_type":"box","text":"Qualified Dividend Income.","page_number":152,"box":{"x":89,"y":44,"width":196,"height":11}},{"id":"0c597b61-a9f0-4d8e-a549-64fe92c54ccc","block_type":"box","text":"Distributions by a Fund of investment company taxable income (including any short-term","page_number":152,"box":{"x":294,"y":44,"width":627,"height":12}},{"id":"53e04ee0-6d27-4292-a01c-c8c16e295fb1","block_type":"box","text":"capital gains), whether received in cash or shares, will be taxable either as ordinary income or as qualified dividend income,","page_number":152,"box":{"x":89,"y":59,"width":861,"height":12}},{"id":"d16d6147-a591-4b60-b232-3a66c4bb3d62","block_type":"box","text":"which is eligible to be taxed at long-term capital gain rates to the extent a Fund receives qualified dividend income on the","page_number":152,"box":{"x":88,"y":74,"width":850,"height":12}},{"id":"441522a1-ce47-43cd-bbd9-f366245ca97a","block_type":"box","text":"securities it holds and a Fund reports the distribution as qualified dividend income. Qualified dividend income is, in general,","page_number":152,"box":{"x":89,"y":89,"width":861,"height":13}},{"id":"42f8ae59-1ec7-45bd-8ad4-0883126b25ee","block_type":"box","text":"dividend income from taxable U.S. corporations (but generally not from U.S. REITs) and certain non-U.S. corporations (","page_number":152,"box":{"x":89,"y":104,"width":831,"height":13}},{"id":"e433a45c-e07f-4193-9daf-3755bc3b535b","block_type":"box","text":"e.g.","page_number":152,"box":{"x":921,"y":107,"width":23,"height":10}},{"id":"f96d1c99-c511-4342-aa19-9e5ae2430319","block_type":"box","text":",","page_number":152,"box":{"x":946,"y":113,"width":2,"height":3}},{"id":"454dbc82-e584-4e8e-8745-34f4c6978c40","block_type":"box","text":"non-U.S. corporations that are not PFICs and which are incorporated in a possession of the U.S. or in certain countries with a","page_number":152,"box":{"x":89,"y":119,"width":872,"height":13}},{"id":"95c9386b-12bd-4110-bd41-c331b1fd0978","block_type":"box","text":"comprehensive tax treaty with the U.S., or the stock of which is readily tradable on an established securities market in the","page_number":152,"box":{"x":89,"y":135,"width":848,"height":12}},{"id":"762171ca-ea56-46dc-a6a0-b8c81852fac5","block_type":"box","text":"U.S. (where the dividends are paid with respect to such stock)). Substitute payments received by a Fund for securities lent out","page_number":152,"box":{"x":89,"y":150,"width":879,"height":12}},{"id":"2b8be75e-e19f-4caf-8008-0167e3ad49da","block_type":"box","text":"by a Fund will not be qualified dividend income.","page_number":152,"box":{"x":89,"y":165,"width":332,"height":12}},{"id":"7d8dbfdd-22ac-428b-985e-fb80bef79f19","block_type":"box","text":"A dividend from a Fund will not be treated as qualified dividend income to the extent that: (i) the shareholder has not held","page_number":152,"box":{"x":88,"y":191,"width":855,"height":13}},{"id":"954e87cf-56f7-46a2-b0c6-6551ebeecf67","block_type":"box","text":"the shares on which the dividend was paid for 61 days during the 121-day period that begins on the date that is 60 days","page_number":152,"box":{"x":88,"y":206,"width":838,"height":13}},{"id":"91e375f1-dbb5-475a-b7af-00d71b909b3d","block_type":"box","text":"before the date on which the shares become ex-dividend with respect to such dividend or a Fund fails to satisfy those","page_number":152,"box":{"x":89,"y":222,"width":823,"height":12}},{"id":"f4842505-8646-4cbe-a6e9-aea1ae9b411b","block_type":"box","text":"holding period requirements with respect to the securities it holds that paid the dividends distributed to the shareholder (or,","page_number":152,"box":{"x":89,"y":237,"width":866,"height":12}},{"id":"a6bd0052-2233-4a1d-abfc-c7cc0b8886f1","block_type":"box","text":"in the case of certain preferred stocks, the holding requirement of 91 days during the 181-day period beginning on the date","page_number":152,"box":{"x":89,"y":252,"width":860,"height":12}},{"id":"68f96402-2c2f-49bd-8e4c-e6060295dd58","block_type":"box","text":"that is 90 days before the date on which the stock becomes ex-dividend with respect to such dividend); (ii) a Fund or the","page_number":152,"box":{"x":88,"y":267,"width":847,"height":12}},{"id":"6bca0189-5484-4a0a-982b-2b04d3761c02","block_type":"box","text":"shareholder is under an obligation (whether pursuant to a short sale or otherwise) to make related payments with respect to","page_number":152,"box":{"x":89,"y":282,"width":872,"height":12}},{"id":"2815cf66-fc4e-4be1-8909-6e33b75c8b2d","block_type":"box","text":"substantially similar or related property; or (iii) the shareholder elects to treat such dividend as investment income under","page_number":152,"box":{"x":89,"y":297,"width":843,"height":12}},{"id":"c606c4a2-724e-4bba-930d-2eb46883cf7d","block_type":"box","text":"Section 163(d)(4)(B) of the Internal Revenue Code. Dividends received by a Fund from a REIT or another RIC may be treated","page_number":152,"box":{"x":88,"y":312,"width":867,"height":13}},{"id":"67eb6d78-1c84-44bb-b039-4f17e5c4d334","block_type":"box","text":"as qualified dividend income only to the extent the dividend distributions are attributable to qualified dividend income","page_number":152,"box":{"x":89,"y":327,"width":825,"height":13}},{"id":"07f26899-9621-4024-bcdd-a9c22f84fd1d","block_type":"box","text":"received by such REIT or other RIC. It is expected that dividends received by a Fund from a REIT and distributed to a","page_number":152,"box":{"x":89,"y":342,"width":807,"height":13}},{"id":"bdfd9999-224c-43d4-8aca-2fd013be803f","block_type":"box","text":"shareholder generally will be taxable to the shareholder as ordinary income. However, a non-corporate taxpayer who is a","page_number":152,"box":{"x":89,"y":358,"width":843,"height":12}},{"id":"fd0298c9-1510-4493-9743-56768466c0c8","block_type":"box","text":"direct REIT shareholder may claim a 20% “qualified business income” deduction for ordinary REIT dividends, and a RIC may","page_number":152,"box":{"x":89,"y":373,"width":864,"height":12}},{"id":"05c59c32-a855-4b3a-a333-d93efd696227","block_type":"box","text":"report dividends as eligible for this deduction to the extent the RIC’s income is derived from ordinary REIT dividends (reduced","page_number":152,"box":{"x":89,"y":388,"width":877,"height":12}},{"id":"32c75b59-8715-42a5-b0eb-5db4b64a6ab7","block_type":"box","text":"by allocable RIC expenses). A shareholder may treat the dividends as such provided the RIC and the shareholder satisfy","page_number":152,"box":{"x":89,"y":403,"width":832,"height":12}},{"id":"f9519cd8-93ab-4278-bdfd-2d9a380c34a5","block_type":"box","text":"applicable holding period requirements. Distributions by a Fund of its net short-term capital gains will be taxable as ordinary","page_number":152,"box":{"x":89,"y":418,"width":870,"height":12}},{"id":"6a620125-3aa3-432e-97e3-8a3e53cdd646","block_type":"box","text":"income.","page_number":152,"box":{"x":89,"y":434,"width":54,"height":9}},{"id":"6beab778-6c9a-4e33-9efd-7983d1cf3c76","block_type":"box","text":"Corporate Dividends Received Deduction.","page_number":152,"box":{"x":89,"y":460,"width":300,"height":12}},{"id":"adb01d84-a8ae-4410-b6f4-8f659b5281fd","block_type":"box","text":"Dividends paid by a Fund that are attributable to dividends received by the Fund","page_number":152,"box":{"x":399,"y":460,"width":557,"height":12}},{"id":"7d3d43bb-51b6-401a-8e94-c6361bd94e2c","block_type":"box","text":"from U.S. corporations may qualify for the U.S. federal dividends received deduction for corporations. A 46-day minimum","page_number":152,"box":{"x":88,"y":475,"width":847,"height":12}},{"id":"f9cb6a06-105d-4680-a101-d43c185b3183","block_type":"box","text":"holding period during the 90-day period that begins 45 days prior to ex-dividend date (or 91-day minimum holding period","page_number":152,"box":{"x":89,"y":490,"width":855,"height":12}},{"id":"4237ce6d-3449-4920-9943-b3aa27a29231","block_type":"box","text":"during the 180 period beginning 90 days prior to ex-dividend date for certain preference dividends) during which risk of loss","page_number":152,"box":{"x":89,"y":505,"width":869,"height":12}},{"id":"0b5db3d0-ae91-4bbb-81d1-bf7da7827f67","block_type":"box","text":"may not be diminished is required for the applicable shares, at both the Fund and shareholder level, for a dividend to be","page_number":152,"box":{"x":89,"y":520,"width":835,"height":12}},{"id":"33b35230-9165-4c10-b8bf-942b650e77ef","block_type":"box","text":"eligible for the dividends received deduction. Restrictions may apply if indebtedness, including a short sale, is attributable to","page_number":152,"box":{"x":89,"y":535,"width":865,"height":13}},{"id":"99e79bcf-3010-49b9-806f-17959e91b3e9","block_type":"box","text":"the investment.","page_number":152,"box":{"x":88,"y":550,"width":108,"height":10}},{"id":"ed83b1d9-3700-404f-8a44-9b2a187e8369","block_type":"box","text":"Excess Inclusion Income.","page_number":152,"box":{"x":89,"y":577,"width":180,"height":10}},{"id":"f2e9d6f7-1001-410a-bbbe-39ee276d35d8","block_type":"box","text":"Under current law, the Funds serve to block unrelated business taxable income (“UBTI”) from","page_number":152,"box":{"x":278,"y":577,"width":652,"height":12}},{"id":"49762c69-704e-42ee-b777-156006d52238","block_type":"box","text":"being realized by their respective tax-exempt shareholders. Notwithstanding the foregoing, a tax-exempt shareholder could","page_number":152,"box":{"x":89,"y":592,"width":862,"height":12}},{"id":"42e04fdc-83f5-491c-8ecc-7ffaab08c954","block_type":"box","text":"realize UBTI by virtue of its investment in a Fund if shares in the Fund constitute debt-financed property in the hands of the","page_number":152,"box":{"x":89,"y":607,"width":859,"height":12}},{"id":"192d9774-6864-45d8-926c-ef82c43690a7","block_type":"box","text":"tax-exempt shareholder within the meaning of Section 514(b) of the Internal Revenue Code. Certain types of income received","page_number":152,"box":{"x":88,"y":622,"width":878,"height":12}},{"id":"5384f62a-3e7b-43b1-8bca-5f1c25fb7e83","block_type":"box","text":"by a Fund from REITs, real estate mortgage investment conduits, taxable mortgage pools or other investments may cause the","page_number":152,"box":{"x":89,"y":637,"width":878,"height":13}},{"id":"eaf4be4d-6016-4fb7-b7f7-3b12a9847dfc","block_type":"box","text":"Fund to report some or all of its distributions as “excess inclusion income.” To Fund shareholders, such excess inclusion","page_number":152,"box":{"x":89,"y":652,"width":837,"height":13}},{"id":"91956289-8bfd-4cb2-8e24-47c48ffaaf36","block_type":"box","text":"income may: (i) constitute taxable income, as UBTI for those shareholders who would otherwise be tax-exempt such as","page_number":152,"box":{"x":89,"y":668,"width":837,"height":12}},{"id":"a7ecf61f-5e7f-460b-aaf4-65f5f9549001","block_type":"box","text":"individual retirement accounts, 401(k) accounts, Keogh plans, pension plans and certain charitable entities; (ii) not be offset","page_number":152,"box":{"x":89,"y":683,"width":867,"height":12}},{"id":"4cd8dd14-ba84-4bb7-8686-1c0db3292891","block_type":"box","text":"by otherwise allowable deductions for tax purposes; (iii) not be eligible for reduced U.S. withholding for non-U.S.","page_number":152,"box":{"x":89,"y":698,"width":786,"height":12}},{"id":"935911e3-b6ca-4cf4-9c3b-f94496ffcb75","block_type":"box","text":"shareholders even from tax treaty countries; and (iv) cause the Fund to be subject to tax if certain “disqualified","page_number":152,"box":{"x":89,"y":713,"width":773,"height":12}},{"id":"aa2c0f4c-b6e0-401c-9907-eead98d6632d","block_type":"box","text":"organizations,” as defined by the Internal Revenue Code, are Fund shareholders. If a charitable remainder annuity trust or a","page_number":152,"box":{"x":89,"y":728,"width":859,"height":12}},{"id":"a0c2ac0f-8a9c-4c60-a9a8-6753250ccbed","block_type":"box","text":"charitable remainder unitrust (each as defined in Section 664 of the Internal Revenue Code) has UBTI for a taxable year, a","page_number":152,"box":{"x":89,"y":743,"width":847,"height":12}},{"id":"ae54be70-856b-4174-9ea0-1a6b60210d40","block_type":"box","text":"100% excise tax on the UBTI is imposed on the trust.","page_number":152,"box":{"x":90,"y":758,"width":367,"height":13}},{"id":"8e9c7774-9c89-46e6-96c9-ce591816916f","block_type":"box","text":"A Fund tries to avoid investing in REITs that are expected to generate excess inclusion income, but a Fund may not always be","page_number":152,"box":{"x":88,"y":785,"width":874,"height":12}},{"id":"9f66b1b1-65e4-4df7-9ab2-40af09d92869","block_type":"box","text":"successful in doing so. Because information about a REIT’s investments may be inadequate or inaccurate, or because a REIT","page_number":152,"box":{"x":89,"y":800,"width":868,"height":12}},{"id":"f58533fe-07be-446d-82f2-c613fdab8d47","block_type":"box","text":"may change its investment program, a Fund may not be successful in avoiding the consequences described above.","page_number":152,"box":{"x":89,"y":815,"width":802,"height":12}},{"id":"eedba1f7-1670-42a2-8e5a-db20d19ddf01","block_type":"box","text":"Avoidance of investments in REITs that generate excess inclusion income may require a Fund to forego otherwise attractive","page_number":152,"box":{"x":88,"y":830,"width":863,"height":12}},{"id":"6fbad7ec-2945-4f93-975b-d3bd2fd63f13","block_type":"box","text":"investment opportunities.","page_number":152,"box":{"x":89,"y":846,"width":179,"height":11}},{"id":"d2f39278-5131-458b-91da-d68705281865","block_type":"box","text":"132","page_number":152,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"6458f6ad-1cce-44e6-8102-6ba6b5cb9418","block_type":"box","text":"Non-U.S. Investments.","page_number":153,"box":{"x":89,"y":44,"width":159,"height":10}},{"id":"22902bb5-ee4d-4ec2-8e0d-164869c2374d","block_type":"box","text":"Under Section 988 of the Internal Revenue Code, gains or losses attributable to fluctuations in","page_number":153,"box":{"x":257,"y":44,"width":656,"height":12}},{"id":"26cc5264-9ad3-4122-928a-ea0e10943376","block_type":"box","text":"exchange rates between the time a Fund accrues income or receivables or expenses or other liabilities denominated in a non","page_number":153,"box":{"x":89,"y":59,"width":877,"height":12}},{"id":"8e7e47f5-7466-4d8b-beeb-03b0c20181f9","block_type":"box","text":"U.S. currency and the time a Fund actually collects such income or pays such liabilities are generally treated as ordinary","page_number":153,"box":{"x":89,"y":74,"width":834,"height":12}},{"id":"16adcc03-a64f-4aad-9df4-d9da02a01b88","block_type":"box","text":"income or ordinary loss. In general, gains (and losses) realized on debt instruments will be treated as Section 988 gain (or","page_number":153,"box":{"x":89,"y":89,"width":850,"height":13}},{"id":"3cb61a4f-2ee8-4cf0-9986-6f45cfe4c5f4","block_type":"box","text":"loss) to the extent attributable to changes in exchange rates between the U.S. dollar and the currencies in which the","page_number":153,"box":{"x":89,"y":104,"width":811,"height":13}},{"id":"ffee9729-6907-4a9f-bd16-b54506179c63","block_type":"box","text":"instruments are denominated. Similarly, gains or losses on non-U.S. currency, non-U.S. currency forward contracts and","page_number":153,"box":{"x":89,"y":119,"width":830,"height":13}},{"id":"1b1d63a3-9b2b-4e26-a120-6369b208d0a6","block_type":"box","text":"certain non-U.S. currency options or futures contracts denominated in non-U.S. currency, to the extent attributable to","page_number":153,"box":{"x":89,"y":135,"width":823,"height":12}},{"id":"dea84e8c-3e62-493b-b8f6-b65ece21ce88","block_type":"box","text":"fluctuations in exchange rates between the acquisition and disposition dates, are also treated as ordinary income or loss","page_number":153,"box":{"x":88,"y":150,"width":842,"height":12}},{"id":"70fd8654-e690-47cb-9569-14ec5a502a72","block_type":"box","text":"unless a Fund were to elect otherwise.","page_number":153,"box":{"x":89,"y":165,"width":266,"height":10}},{"id":"faef0abe-9f45-43d3-9bee-19603546dd42","block_type":"box","text":"Each Fund may be subject to non-U.S. income taxes withheld at the source. Each Fund, if permitted to do so, may elect to","page_number":153,"box":{"x":89,"y":191,"width":850,"height":13}},{"id":"02c0f2f2-a289-4e4f-9615-afbeb623b5c4","block_type":"box","text":"“pass through” to its investors the amount of non-U.S. income taxes paid by the Fund provided that the Fund held the","page_number":153,"box":{"x":89,"y":206,"width":825,"height":13}},{"id":"279dad18-37a1-4d97-8255-eca03f32c9a2","block_type":"box","text":"security on the dividend settlement date and for at least 15 additional days immediately before and/or thereafter, with the","page_number":153,"box":{"x":89,"y":222,"width":853,"height":12}},{"id":"694143cc-42a7-40bc-bdbf-87dc72333835","block_type":"box","text":"result that each investor with respect to shares of the Fund held for a minimum 16-day holding period at the time of deemed","page_number":153,"box":{"x":89,"y":237,"width":873,"height":12}},{"id":"ae4d1bbc-2b10-4032-a3c4-1aae2170e353","block_type":"box","text":"distribution will (i) include in gross income, even though not actually received, the investor’s","page_number":153,"box":{"x":89,"y":252,"width":644,"height":12}},{"id":"dcdbc1d2-0080-4191-b73e-0e5fd2a11e8d","block_type":"box","text":"pro rata","page_number":153,"box":{"x":737,"y":253,"width":56,"height":11}},{"id":"45d41ffc-ce69-41dc-8769-9c6bb245055a","block_type":"box","text":"share of the Fund’s","page_number":153,"box":{"x":798,"y":252,"width":133,"height":9}},{"id":"bcd8e859-fe91-4895-9e46-e36f7332981d","block_type":"box","text":"non-U.S. income taxes, and (ii) either deduct (in calculating U.S. taxable income, but only for investors who itemize their","page_number":153,"box":{"x":89,"y":267,"width":840,"height":12}},{"id":"68ba006b-b4db-43e4-be31-0a518523c718","block_type":"box","text":"deductions on their personal tax returns) or credit (in calculating U.S. federal income tax) the investor’s","page_number":153,"box":{"x":89,"y":282,"width":722,"height":12}},{"id":"f3fd17e3-9664-42bb-902f-507cc9a31a9b","block_type":"box","text":"pro rata","page_number":153,"box":{"x":815,"y":283,"width":56,"height":11}},{"id":"af024b6f-c55a-4b82-864f-d2b0cb0ea0f3","block_type":"box","text":"share of the","page_number":153,"box":{"x":875,"y":282,"width":83,"height":10}},{"id":"f72e4cc6-53b7-485f-82d8-b5d6f3c1578c","block_type":"box","text":"Fund’s non-U.S. income taxes. Withholding taxes on dividends on non-U.S. securities while such securities are lent out by a","page_number":153,"box":{"x":89,"y":297,"width":861,"height":12}},{"id":"de52ceda-748b-4725-bb75-04acf171a384","block_type":"box","text":"Fund are not eligible for non-U.S. tax credit pass through. Taxes not “passed through” for tax purposes will not be available to","page_number":153,"box":{"x":89,"y":312,"width":878,"height":13}},{"id":"aae8004a-b5dc-4722-a601-86d95e508f3f","block_type":"box","text":"shareholders for foreign tax credit purposes. A non-U.S. person invested in the Fund in a year that the Fund elects to “pass","page_number":153,"box":{"x":89,"y":327,"width":855,"height":13}},{"id":"83f2c3f2-35cb-4ae8-997a-d918e628096e","block_type":"box","text":"through” its non-U.S. taxes may be treated as receiving additional dividend income subject to U.S. withholding tax. A non","page_number":153,"box":{"x":88,"y":342,"width":855,"height":13}},{"id":"0cfd9c40-aae2-4236-ba93-71103dfedd93","block_type":"box","text":"U.S. tax credit may not exceed the investor’s U.S. federal income tax otherwise payable with respect to the investor’s non-U.S.","page_number":153,"box":{"x":89,"y":358,"width":876,"height":12}},{"id":"27c94480-d994-49b1-8b57-7998c0f8eb1b","block_type":"box","text":"source income. For this purpose, shareholders must treat as non-U.S. source gross income (i) their proportionate shares of","page_number":153,"box":{"x":89,"y":373,"width":860,"height":12}},{"id":"945af4ce-667e-4123-856b-63c7efcc5628","block_type":"box","text":"non-U.S. taxes paid by the Fund and (ii) the portion of any dividend paid by the Fund that represents income derived from","page_number":153,"box":{"x":89,"y":388,"width":850,"height":12}},{"id":"f1d28088-f1b2-4477-8388-6a7a9f62e6cf","block_type":"box","text":"non-U.S. sources; the Fund’s gain from the sale of securities will generally be treated as U.S.-source income. Certain","page_number":153,"box":{"x":89,"y":403,"width":808,"height":12}},{"id":"a6387409-4c66-487d-852f-3f4e74804b6e","block_type":"box","text":"limitations will be imposed to the extent to which the non-U.S. tax credit may be claimed. If your Fund shares are loaned","page_number":153,"box":{"x":89,"y":418,"width":841,"height":12}},{"id":"5728c4bc-f1d3-416a-9557-6f4cf48a55aa","block_type":"box","text":"pursuant to securities lending arrangements, you may lose the ability to use any non-U.S. tax credits passed through by a","page_number":153,"box":{"x":89,"y":433,"width":847,"height":13}},{"id":"1d08a21c-3b16-41d1-aebc-95cc079fe9f2","block_type":"box","text":"Fund or to treat Fund dividends (paid while the shares are held by the borrower) as qualified dividends. Regarding a short sale","page_number":153,"box":{"x":89,"y":448,"width":879,"height":13}},{"id":"3c82e1e4-2f17-4faa-9225-6ba19e47301a","block_type":"box","text":"with respect to shares of a Fund, substitute payments made to the lender of such shares may not be deductible under certain","page_number":153,"box":{"x":88,"y":463,"width":877,"height":13}},{"id":"50c1a157-ed18-4277-86c4-740ccab8e148","block_type":"box","text":"circumstances. Consult your financial intermediary or tax advisor.","page_number":153,"box":{"x":89,"y":479,"width":457,"height":12}},{"id":"e5ec53eb-0dbf-4689-bcbb-34106c5dc193","block_type":"box","text":"Certain of the Funds have filed refund claims in various EU countries to recover taxes withheld on dividend income received","page_number":153,"box":{"x":89,"y":505,"width":862,"height":10}},{"id":"cb7c1ca1-0c5b-4a8a-975e-1e2af07b653a","block_type":"box","text":"during past years based upon certain provisions in the Treaty on the Functioning of the European Union. Whether or when a","page_number":153,"box":{"x":89,"y":520,"width":868,"height":12}},{"id":"c73b403f-47b6-4dfb-bb14-77386126c1ed","block_type":"box","text":"Fund will receive a tax refund is within the control of the individual country. Pending confirmatory guidance from the IRS, the","page_number":153,"box":{"x":89,"y":535,"width":874,"height":13}},{"id":"75d96a67-0ced-40df-804e-300f4f12d26e","block_type":"box","text":"refunds received may reduce the Fund’s pass-through of foreign tax credits in such year and potentially future years or may","page_number":153,"box":{"x":89,"y":550,"width":864,"height":13}},{"id":"18f7d567-6c98-413e-a151-02bcd0880cfa","block_type":"box","text":"result in the Funds paying an IRS compliance fee to cover the effect of the tax credits previously passed through to","page_number":153,"box":{"x":89,"y":565,"width":799,"height":13}},{"id":"df389799-390e-40e7-90de-3c0f5e54575f","block_type":"box","text":"shareholders on refunded foreign taxes.","page_number":153,"box":{"x":89,"y":581,"width":277,"height":12}},{"id":"6a243899-3351-4f92-9b78-27f58f9c488b","block_type":"box","text":"Passive Foreign Investment Companies.","page_number":153,"box":{"x":89,"y":608,"width":284,"height":11}},{"id":"787d67bb-ff76-483f-aec3-17c5ad35bbe3","block_type":"box","text":"If a Fund purchases shares in PFICs, it may be subject to U.S. federal income tax on","page_number":153,"box":{"x":383,"y":607,"width":577,"height":12}},{"id":"97687402-90da-4f0f-b44e-38af4fe31379","block_type":"box","text":"a portion of any “excess distribution” or gain from the disposition of such shares even if such income is distributed as a","page_number":153,"box":{"x":89,"y":622,"width":833,"height":12}},{"id":"5dd9138d-eb6a-43da-a5ba-f3417d565bd1","block_type":"box","text":"taxable dividend by the Fund to its shareholders. Additional charges in the nature of interest may be imposed on the Fund in","page_number":153,"box":{"x":88,"y":637,"width":870,"height":13}},{"id":"50f2681c-ae0d-48a1-b42d-6e227da658fb","block_type":"box","text":"respect of deferred taxes arising from such distributions or gains.","page_number":153,"box":{"x":89,"y":652,"width":455,"height":13}},{"id":"0c054764-ef03-4327-8c2b-339852340952","block_type":"box","text":"If a Fund were to invest in a PFIC and elect to treat the PFIC as a “qualified electing fund” under the Internal Revenue Code, in","page_number":153,"box":{"x":89,"y":679,"width":873,"height":12}},{"id":"e86afcc5-3a46-4c47-a381-62695b839c49","block_type":"box","text":"lieu of the foregoing requirements, a Fund might be required to include in income each year a portion of the ordinary","page_number":153,"box":{"x":89,"y":694,"width":818,"height":12}},{"id":"9656e8ee-4384-465d-a60e-a44c6f400584","block_type":"box","text":"earnings and net capital gains of the qualified electing fund, even if not distributed to a Fund, and such amounts would be","page_number":153,"box":{"x":89,"y":709,"width":855,"height":12}},{"id":"0d210acf-3331-4536-990c-439b2b8327a0","block_type":"box","text":"subject to the 90% and excise tax distribution requirements described above. In order to make this election, a Fund would be","page_number":153,"box":{"x":89,"y":724,"width":874,"height":13}},{"id":"4219bb13-9d37-464f-a313-4335fa0bd2e2","block_type":"box","text":"required to obtain certain annual information from the PFICs in which it invests, which may be difficult or impossible to","page_number":153,"box":{"x":89,"y":739,"width":832,"height":13}},{"id":"5d6ef4be-1567-475b-984a-090178231f48","block_type":"box","text":"obtain.","page_number":153,"box":{"x":89,"y":754,"width":47,"height":10}},{"id":"d0cc59e1-5524-41b6-bc05-37667a9a6f67","block_type":"box","text":"Alternatively, a Fund may make a mark-to-market election that would result in a Fund being treated as if it had sold and","page_number":153,"box":{"x":88,"y":781,"width":838,"height":12}},{"id":"45237958-30c4-4026-ab09-39a1f1affb42","block_type":"box","text":"repurchased its PFIC stock at the end of each year. In such case, a Fund would report any such gains as ordinary income and","page_number":153,"box":{"x":89,"y":796,"width":870,"height":12}},{"id":"a062b947-41e6-40a0-9361-0f5b801ea5d4","block_type":"box","text":"would deduct any such losses as ordinary losses to the extent of previously recognized gains. The election must be made","page_number":153,"box":{"x":88,"y":811,"width":848,"height":12}},{"id":"40582b63-af83-4d36-9504-e70a0a06603e","block_type":"box","text":"separately for each PFIC owned by a Fund and, once made, would be effective for all subsequent taxable years, unless","page_number":153,"box":{"x":89,"y":826,"width":822,"height":13}},{"id":"2a612b42-abdb-4656-8583-0f05ce898e85","block_type":"box","text":"revoked with the consent of the IRS. By making the election, a Fund could potentially ameliorate the adverse tax","page_number":153,"box":{"x":89,"y":841,"width":783,"height":13}},{"id":"3d917a4f-667e-43be-a399-aeae2efccc99","block_type":"box","text":"consequences with respect to its ownership of shares in a PFIC, but in any particular year may be required to recognize","page_number":153,"box":{"x":89,"y":856,"width":830,"height":13}},{"id":"21c363c2-a5a0-4f91-9fcd-fd7dfaaaf99e","block_type":"box","text":"133","page_number":153,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"2ed8abca-d269-4b5c-b4af-3a78ba6cd287","block_type":"box","text":"income in excess of the distributions it receives from PFICs and its proceeds from dispositions of PFIC stock. A Fund may","page_number":154,"box":{"x":89,"y":44,"width":845,"height":12}},{"id":"229282af-6070-4e57-aca1-af223f6b4db4","block_type":"box","text":"have to distribute this “phantom” income and gain to satisfy the 90% distribution requirement and to avoid imposition of the","page_number":154,"box":{"x":89,"y":59,"width":876,"height":12}},{"id":"f4fa06cf-30ec-482e-a993-5059eea19d4b","block_type":"box","text":"4% excise tax.","page_number":154,"box":{"x":88,"y":75,"width":99,"height":9}},{"id":"6bbc5299-82df-4457-845e-7369116ed7f8","block_type":"box","text":"A Fund will make the appropriate tax elections, if possible, and take any additional steps that are necessary to mitigate the","page_number":154,"box":{"x":88,"y":101,"width":856,"height":12}},{"id":"74d47b8a-ef95-4fa5-9c41-16af016fcf0a","block_type":"box","text":"effects of these rules.","page_number":154,"box":{"x":89,"y":116,"width":147,"height":9}},{"id":"b1bd5799-c19f-42c1-97f5-bf34caf73029","block_type":"box","text":"Reporting.","page_number":154,"box":{"x":89,"y":143,"width":74,"height":11}},{"id":"80db0185-5967-47fa-a206-f73b458d9778","block_type":"box","text":"If a shareholder recognizes a loss with respect to a Fund’s shares of $2 million or more for an individual","page_number":154,"box":{"x":173,"y":142,"width":720,"height":12}},{"id":"23cd4059-f17e-4deb-b13c-3d81dec5cc5a","block_type":"box","text":"shareholder or $10 million or more for a corporate shareholder, the shareholder must file with the IRS a disclosure statement","page_number":154,"box":{"x":89,"y":157,"width":871,"height":13}},{"id":"82da36f1-bf14-4d75-bedd-169c2509dafb","block_type":"box","text":"on IRS Form 8886. Direct shareholders of portfolio securities are in many cases exempted from this reporting requirement,","page_number":154,"box":{"x":89,"y":172,"width":855,"height":13}},{"id":"da96e11a-97ab-4c31-9a4d-b781a644a0eb","block_type":"box","text":"but under current guidance, shareholders of a RIC are not exempted. The fact that a loss is reportable under these","page_number":154,"box":{"x":89,"y":188,"width":797,"height":12}},{"id":"5e15730f-a5a2-44ad-b7e9-6d5d080c4f91","block_type":"box","text":"regulations does not affect the legal determination of whether the taxpayer’s treatment of the loss is proper. Shareholders","page_number":154,"box":{"x":89,"y":203,"width":851,"height":12}},{"id":"bb61f273-29d9-4739-8330-0b390f09aada","block_type":"box","text":"should consult their tax advisors to determine the applicability of these regulations in light of their individual circumstances.","page_number":154,"box":{"x":89,"y":218,"width":868,"height":12}},{"id":"c5a7663a-ceab-409c-b5de-e6a7b333fed1","block_type":"box","text":"Other Taxes.","page_number":154,"box":{"x":89,"y":244,"width":89,"height":10}},{"id":"8ed0d120-9ce7-47c1-b146-40263ffa13b5","block_type":"box","text":"Dividends, distributions and redemption proceeds may also be subject to additional state, local and non-U.S.","page_number":154,"box":{"x":188,"y":244,"width":758,"height":13}},{"id":"409db474-bd36-459b-8ed6-e19f5633b534","block_type":"box","text":"taxes depending on each shareholder’s particular situation.","page_number":154,"box":{"x":88,"y":259,"width":414,"height":13}},{"id":"da354466-7f41-4017-8b24-4c8fe5326516","block_type":"box","text":"Taxation of Non-U.S. Shareholders.","page_number":154,"box":{"x":88,"y":286,"width":252,"height":10}},{"id":"5c659000-f8a3-4f25-92ab-5783556ca3c2","block_type":"box","text":"Dividends paid by a Fund to non-U.S. shareholders are generally subject to withholding","page_number":154,"box":{"x":350,"y":286,"width":608,"height":12}},{"id":"2a0a032b-81be-4413-bef5-af7e88ade050","block_type":"box","text":"tax at a 30% rate or a reduced rate specified by an applicable income tax treaty to the extent derived from investment income","page_number":154,"box":{"x":88,"y":301,"width":879,"height":12}},{"id":"368732d0-e019-4a79-a257-4783f3c36bd8","block_type":"box","text":"and short-term capital gains. Dividends paid by a Fund from net tax-exempt income or long-term capital gains are generally","page_number":154,"box":{"x":89,"y":316,"width":869,"height":12}},{"id":"a7a273db-cf4b-4db2-9879-0b99c00a89b5","block_type":"box","text":"not subject to such withholding tax. In order to obtain a reduced rate of withholding, a non-U.S. shareholder will be required","page_number":154,"box":{"x":89,"y":331,"width":869,"height":12}},{"id":"90e5b2ec-471d-40da-b2b1-16702748f988","block_type":"box","text":"to provide an IRS Form W-8BEN or IRS Form W-8BEN-E certifying its entitlement to benefits under a treaty. The withholding","page_number":154,"box":{"x":88,"y":346,"width":864,"height":13}},{"id":"ded7a227-1db0-487c-83de-2cfd293107ff","block_type":"box","text":"tax does not apply to regular dividends paid to a non-U.S. shareholder who provides an IRS Form W-8ECI, certifying that the","page_number":154,"box":{"x":88,"y":361,"width":868,"height":13}},{"id":"51986d5d-c3a9-4511-bc91-ee66c6b61058","block_type":"box","text":"dividends are effectively connected with the non-U.S. shareholder’s conduct of a trade or business within the U.S. Instead,","page_number":154,"box":{"x":89,"y":376,"width":852,"height":13}},{"id":"8cc3d09b-eb37-41e2-a46f-64db50add015","block_type":"box","text":"the effectively connected dividends will be subject to regular U.S. income tax as if the non-U.S. shareholder were a U.S.","page_number":154,"box":{"x":88,"y":392,"width":828,"height":12}},{"id":"24dc29f6-0704-40f4-9e21-99cfa0114e54","block_type":"box","text":"shareholder. A non-U.S. corporation receiving effectively connected dividends may also be subject to additional “branch","page_number":154,"box":{"x":89,"y":407,"width":837,"height":12}},{"id":"51764831-9368-4e6a-a9a2-c1bc094fe149","block_type":"box","text":"profits tax” imposed at a rate of 30% (or lower treaty rate). A non-U.S. shareholder who fails to provide an IRS Form W-8BEN,","page_number":154,"box":{"x":89,"y":422,"width":876,"height":12}},{"id":"65e290c3-a1ab-4d26-9f3a-c49b07204dff","block_type":"box","text":"IRS Form W-8BEN-E or other applicable form may be subject to backup withholding at the appropriate rate.","page_number":154,"box":{"x":89,"y":437,"width":751,"height":12}},{"id":"3442cf10-67a2-4964-afd5-509d86e13e30","block_type":"box","text":"Properly-reported dividends are generally exempt from U.S. federal withholding tax where they (i) are paid in respect of the","page_number":154,"box":{"x":89,"y":463,"width":860,"height":13}},{"id":"7dbb9738-129a-49d6-af67-18a003923d5d","block_type":"box","text":"Fund’s “qualified net interest income” (generally, the Fund’s U.S. source interest income, other than certain contingent","page_number":154,"box":{"x":89,"y":479,"width":827,"height":12}},{"id":"327d8b8b-78b5-4d5c-a2cd-d86ba68208d9","block_type":"box","text":"interest and interest from obligations of a corporation or partnership in which the Fund is at least a 10% shareholder or","page_number":154,"box":{"x":89,"y":494,"width":835,"height":12}},{"id":"cab72990-6f3e-4bda-90f5-dd14f3b663e9","block_type":"box","text":"partner, reduced by expenses that are allocable to such income) or (ii) are paid in respect of the Fund’s “qualified short-term","page_number":154,"box":{"x":89,"y":509,"width":867,"height":12}},{"id":"0f055c73-4536-47c6-9e98-910a5216a78f","block_type":"box","text":"capital gains” (generally, the excess of the Fund’s net short-term capital gain over the Fund’s long-term capital loss for such","page_number":154,"box":{"x":89,"y":524,"width":866,"height":12}},{"id":"9998f937-b1c2-47b8-b463-1041de0d2419","block_type":"box","text":"taxable year). However, depending on its circumstances, the Fund may report all, some or none of its potentially eligible","page_number":154,"box":{"x":88,"y":539,"width":837,"height":12}},{"id":"640c1897-de87-42b3-81c6-1bacf72d98ac","block_type":"box","text":"dividends as such qualified net interest income or as qualified short-term capital gains and/or treat such dividends, in whole","page_number":154,"box":{"x":89,"y":554,"width":870,"height":12}},{"id":"5d688642-7289-49e2-bdc0-c98c5fd3d33a","block_type":"box","text":"or in part, as ineligible for this exemption from withholding. In order to qualify for this exemption from withholding, a non","page_number":154,"box":{"x":89,"y":569,"width":856,"height":13}},{"id":"d67dae3a-da40-4e0d-b0f1-3aedf5f009c0","block_type":"box","text":"U.S. shareholder will need to comply with applicable certification requirements relating to its non-U.S. status (including, in","page_number":154,"box":{"x":89,"y":584,"width":853,"height":13}},{"id":"fe6c288f-1e13-43db-af40-6023eee52cd2","block_type":"box","text":"general, furnishing an IRS Form W-8BEN, IRS Form W-8BEN-E or substitute Form). In the case of shares held through an","page_number":154,"box":{"x":89,"y":599,"width":838,"height":13}},{"id":"af756afc-c69f-4213-b7e2-e0c9f213f1ce","block_type":"box","text":"intermediary, the intermediary may withhold even if the Fund reports the payment as qualified net interest income or","page_number":154,"box":{"x":89,"y":615,"width":818,"height":12}},{"id":"0c3dfeb3-46e2-4698-b657-aaf1b8941772","block_type":"box","text":"qualified short-term capital gain. Non-U.S. shareholders should contact their intermediaries with respect to the application of","page_number":154,"box":{"x":89,"y":630,"width":878,"height":12}},{"id":"22ba396d-58dc-4cde-ac7a-e217caae44ec","block_type":"box","text":"these rules to their accounts.","page_number":154,"box":{"x":88,"y":645,"width":203,"height":10}},{"id":"21319ff4-09fd-4439-a7c6-a8f5e8b08710","block_type":"box","text":"Special rules may apply to a foreign shareholder receiving a Fund distribution if at least 50% of the Fund’s assets consist of","page_number":154,"box":{"x":88,"y":671,"width":862,"height":13}},{"id":"764b4741-ea3b-49cb-8252-c349d5072014","block_type":"box","text":"interests in U.S. real property interests, including certain REITs and U.S. real property holding corporations (as defined in the","page_number":154,"box":{"x":89,"y":686,"width":864,"height":13}},{"id":"36d3439d-2be9-4772-a549-24afe824d75c","block_type":"box","text":"Internal Revenue Code and Treasury regulations). Fund distributions that are attributable to gain from the disposition of a","page_number":154,"box":{"x":89,"y":702,"width":850,"height":12}},{"id":"75333bf1-1112-41eb-a840-329a9be11b84","block_type":"box","text":"U.S. real property interest will be taxable as ordinary dividends and subject to withholding at a 30% or lower treaty rate if the","page_number":154,"box":{"x":89,"y":717,"width":870,"height":12}},{"id":"c99a9f7c-c205-4c2a-9e79-c5c0af755e3d","block_type":"box","text":"foreign shareholder held no more than 5% of the Fund’s shares at any time during the one-year period ending on the date of","page_number":154,"box":{"x":88,"y":732,"width":875,"height":12}},{"id":"ebc3ec45-2dee-4ab9-9a63-475acfd0fb85","block_type":"box","text":"the distribution. If the foreign shareholder held at least 5% of the Fund’s shares, the distribution would be treated as income","page_number":154,"box":{"x":88,"y":747,"width":869,"height":12}},{"id":"a438eea0-2005-4c7d-8fda-58f6adb6d59b","block_type":"box","text":"effectively connected with a trade or business within the U.S. and the foreign shareholder would be subject to withholding","page_number":154,"box":{"x":89,"y":762,"width":854,"height":12}},{"id":"545660f0-256a-4657-ac48-a3c40e084e55","block_type":"box","text":"tax at a rate of 21% and would generally be required to file a U.S. federal income tax return.","page_number":154,"box":{"x":88,"y":777,"width":638,"height":12}},{"id":"3fc7de59-9695-4e0e-be60-27a88dc2eb8e","block_type":"box","text":"Similar consequences would generally apply to a foreign shareholder’s gain on the sale of Fund shares unless the Fund is","page_number":154,"box":{"x":88,"y":804,"width":846,"height":12}},{"id":"c170393e-79c6-406d-bdb3-306942f7885d","block_type":"box","text":"domestically controlled (meaning that more than 50% of the value of the Fund’s shares is held by U.S. shareholders) or the","page_number":154,"box":{"x":89,"y":819,"width":860,"height":12}},{"id":"765be36a-3a8c-472a-8417-80d802debc47","block_type":"box","text":"foreign shareholder owns no more than 5% of the Fund’s shares at any time during the five-year period ending on the date of","page_number":154,"box":{"x":88,"y":834,"width":881,"height":12}},{"id":"a46cc9e9-9d07-4c71-991c-0872ae79b54a","block_type":"box","text":"sale. Finally, a domestically controlled Fund may be required to recognize a portion of its gain on the in-kind distribution of","page_number":154,"box":{"x":89,"y":849,"width":857,"height":12}},{"id":"4e80c83d-dee2-42e5-bd41-8dc494a0abf5","block_type":"box","text":"134","page_number":154,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"f6e31e3f-7eab-42c7-9736-7f40fb17faf4","block_type":"box","text":"certain U.S. real property interests. Shareholders that are nonresident aliens or foreign entities are urged to consult their own","page_number":155,"box":{"x":89,"y":44,"width":870,"height":12}},{"id":"67614411-f0b0-4c53-925a-a88e98c10f6d","block_type":"box","text":"tax advisors concerning the particular tax consequences to them of an investment in the Fund.","page_number":155,"box":{"x":88,"y":59,"width":664,"height":12}},{"id":"23a1bc8a-3929-4bfd-949c-e74d982e5b9e","block_type":"box","text":"The rules laid out in the previous two paragraphs, other than the withholding rules, will apply notwithstanding certain of the","page_number":155,"box":{"x":88,"y":85,"width":870,"height":13}},{"id":"0ed2bf52-b246-4ccb-9129-4668947b3dd7","block_type":"box","text":"Funds’ participation in a wash sale transaction or its payment of a substitute dividend.","page_number":155,"box":{"x":89,"y":101,"width":601,"height":12}},{"id":"0d51bf82-1430-4fd3-ae04-a164fdfd9b01","block_type":"box","text":"Shareholders that are nonresident aliens or foreign entities are urged to consult their own tax advisors concerning the","page_number":155,"box":{"x":88,"y":127,"width":825,"height":12}},{"id":"09f769b6-c596-407c-ae4c-4e276ef07fdb","block_type":"box","text":"particular tax consequences to them of an investment in a Fund.","page_number":155,"box":{"x":89,"y":142,"width":450,"height":12}},{"id":"0ba4f8f3-d54e-473d-af99-300d489d5f38","block_type":"box","text":"Separately, a 30% withholding tax is currently imposed on U.S.-source dividends, interest and other income items paid to: (i)","page_number":155,"box":{"x":88,"y":169,"width":871,"height":12}},{"id":"2585333e-9689-48a0-9efb-4e68aceacee5","block_type":"box","text":"foreign financial institutions, including non-U.S. investment funds, unless they agree to collect and disclose to the IRS","page_number":155,"box":{"x":88,"y":184,"width":822,"height":12}},{"id":"cb187b19-3086-4930-8d24-496ff1aca99d","block_type":"box","text":"information regarding their direct and indirect U.S. account holders; and (ii) certain other foreign entities, unless they certify","page_number":155,"box":{"x":89,"y":199,"width":866,"height":12}},{"id":"c6fee3c3-724b-4106-995e-26095d714099","block_type":"box","text":"certain information regarding their direct and indirect U.S. owners. To avoid withholding, foreign financial institutions will","page_number":155,"box":{"x":89,"y":214,"width":846,"height":12}},{"id":"7a761b29-9ce1-46a1-8788-67b9916bcf7d","block_type":"box","text":"need to: (i) enter into agreements with the IRS that state that they will provide the IRS information, including the names,","page_number":155,"box":{"x":89,"y":229,"width":841,"height":12}},{"id":"c76ec256-c85e-47b1-a878-9db6e713ff58","block_type":"box","text":"addresses and taxpayer identification numbers of direct and indirect U.S. account holders; comply with due diligence","page_number":155,"box":{"x":89,"y":244,"width":817,"height":13}},{"id":"c941ee0c-4398-4ff7-8979-c77cfab98419","block_type":"box","text":"procedures with respect to the identification of U.S. accounts; report to the IRS certain information with respect to U.S.","page_number":155,"box":{"x":89,"y":259,"width":830,"height":13}},{"id":"b5dcbf64-d267-4d50-b667-d59a0a12b7dd","block_type":"box","text":"accounts maintained; agree to withhold tax on certain payments made to non-compliant foreign financial institutions or to","page_number":155,"box":{"x":89,"y":274,"width":861,"height":13}},{"id":"d24ee418-1c8b-4ada-910b-c66a81d46d92","block_type":"box","text":"account holders who fail to provide the required information; and determine certain other information concerning their","page_number":155,"box":{"x":89,"y":290,"width":835,"height":12}},{"id":"86814d84-77d1-4429-adfd-993756546696","block_type":"box","text":"account holders, or (ii) in the event an intergovernmental agreement and implementing legislation are adopted, provide local","page_number":155,"box":{"x":89,"y":305,"width":873,"height":12}},{"id":"b860cb46-d9e6-4729-8b2f-18df5dc58c56","block_type":"box","text":"revenue authorities with similar account holder information. Other foreign entities may need to report the name, address,","page_number":155,"box":{"x":89,"y":320,"width":849,"height":12}},{"id":"b4d5db81-71d4-444b-ba88-7a6afce37ca1","block_type":"box","text":"and taxpayer identification number of each substantial U.S. owner or provide certifications of no substantial U.S. ownership","page_number":155,"box":{"x":89,"y":335,"width":862,"height":12}},{"id":"7afd1655-7718-461c-8115-2aebd0fc0a52","block_type":"box","text":"unless certain exceptions apply.","page_number":155,"box":{"x":89,"y":350,"width":220,"height":12}},{"id":"0afcbd37-5248-47d9-b049-43c570a64f4d","block_type":"box","text":"Shares of a Fund held by a non-U.S. shareholder at death will be considered situated within the U.S. and subject to the U.S.","page_number":155,"box":{"x":88,"y":376,"width":857,"height":13}},{"id":"e73f726e-036e-4e60-bd4c-a2428e4fa1c2","block_type":"box","text":"estate tax.","page_number":155,"box":{"x":89,"y":393,"width":70,"height":8}},{"id":"f7e006a7-34f9-4814-84ce-49f552c496bb","block_type":"box","text":"The foregoing discussion is a summary of certain material U.S. federal income tax considerations only and is not intended as","page_number":155,"box":{"x":88,"y":418,"width":872,"height":12}},{"id":"d953ffe1-a0b0-4d05-9019-996f5e1ab096","block_type":"box","text":"a substitute for careful tax planning. Purchasers of shares should consult their own tax advisors as to the tax consequences","page_number":155,"box":{"x":89,"y":433,"width":864,"height":13}},{"id":"e4425d6a-beb4-462d-9b02-2ebe38dcd27c","block_type":"box","text":"of investing in such shares, including consequences under state, local and non-U.S. tax laws. Finally, the foregoing discussion","page_number":155,"box":{"x":89,"y":448,"width":874,"height":13}},{"id":"f0bc3154-c822-4634-8271-7722960f251b","block_type":"box","text":"is based on applicable provisions of the Internal Revenue Code, regulations, judicial authority and administrative","page_number":155,"box":{"x":89,"y":463,"width":782,"height":13}},{"id":"4c82002a-8c27-4da9-857f-7d9dfed3ff84","block_type":"box","text":"interpretations in effect on the date of this SAI. Changes in applicable authority could materially affect the conclusions","page_number":155,"box":{"x":89,"y":479,"width":826,"height":12}},{"id":"6ba3f6c2-405a-42a8-be45-8d66493583d0","block_type":"box","text":"discussed above, and such changes often occur.","page_number":155,"box":{"x":89,"y":494,"width":336,"height":12}},{"id":"c1e6a061-fa6f-4c65-a2e2-488974c58f83","block_type":"box","text":"Financial Statements","page_number":155,"box":{"x":91,"y":524,"width":348,"height":24}},{"id":"14202459-9cc6-42aa-ad05-df6ce5e3dc6d","block_type":"box","text":"Each Fund’s audited Financial Statements, including the Financial Highlights, appearing in the applicable Annual Report to","page_number":155,"box":{"x":89,"y":565,"width":855,"height":13}},{"id":"9c865e89-8109-4e02-8963-7b7a77b669cb","block_type":"box","text":"Shareholders and the report therein of PricewaterhouseCoopers LLP, an independent registered public accounting firm, are","page_number":155,"box":{"x":88,"y":581,"width":861,"height":12}},{"id":"dcf0add0-6088-4d05-95ca-f68a6890227b","block_type":"box","text":"hereby incorporated by reference in this SAI. The applicable Annual Report to Shareholders, which contains the referenced","page_number":155,"box":{"x":89,"y":596,"width":855,"height":12}},{"id":"247f5123-6566-4b7c-a254-02d300dd3a4f","block_type":"box","text":"audited financial statements, is available upon request and without charge.","page_number":155,"box":{"x":89,"y":611,"width":524,"height":12}},{"id":"bf1ef84b-237c-49d9-8eea-088f3c00a881","block_type":"box","text":"Miscellaneous Information","page_number":155,"box":{"x":90,"y":641,"width":446,"height":24}},{"id":"3a28d9d0-d379-4a88-ac6e-c11871e981eb","block_type":"box","text":"Counsel.","page_number":155,"box":{"x":89,"y":683,"width":61,"height":9}},{"id":"18c65dc9-48a7-48b7-9c07-1ba304f4321e","block_type":"box","text":"Willkie Farr & Gallagher LLP, located at 787 Seventh Avenue, New York, NY 10019, is counsel to the Trust.","page_number":155,"box":{"x":159,"y":683,"width":733,"height":12}},{"id":"f58e7247-27c9-47a9-8892-4db4f141e1ff","block_type":"box","text":"Independent Registered Public Accounting Firm.","page_number":155,"box":{"x":89,"y":709,"width":349,"height":12}},{"id":"4909bed2-b57e-4cda-9ad6-0cb8af438fe7","block_type":"box","text":"PricewaterhouseCoopers LLP, located at Two Commerce Square, 2001","page_number":155,"box":{"x":448,"y":709,"width":488,"height":12}},{"id":"bab67f56-4ae8-4ad3-9584-be54c0987854","block_type":"box","text":"Market Street, Philadelphia, PA 19103, serves as the Trust’s independent registered public accounting firm, audits the Funds’","page_number":155,"box":{"x":89,"y":724,"width":867,"height":13}},{"id":"30814b99-8141-40af-a61f-45a2bf65fbde","block_type":"box","text":"financial statements, and may perform other services.","page_number":155,"box":{"x":88,"y":739,"width":377,"height":13}},{"id":"5722d76f-25ef-4fc4-9167-ee26c784d981","block_type":"box","text":"Shareholder Communications to the Board.","page_number":155,"box":{"x":88,"y":766,"width":313,"height":10}},{"id":"9cb2836f-cde5-473a-89d7-017a8b9b6a5a","block_type":"box","text":"The Board has established a process for shareholders to communicate with the","page_number":155,"box":{"x":409,"y":766,"width":555,"height":12}},{"id":"2271bd5d-4c1c-4bfb-b7f1-63982964b9d4","block_type":"box","text":"Board. Shareholders may contact the Board by mail. Correspondence should be addressed to iShares Board of Trustees, c/o","page_number":155,"box":{"x":89,"y":781,"width":863,"height":12}},{"id":"a0aa5fd7-0924-4df5-9818-926910b42a89","block_type":"box","text":"BlackRock Fund Advisors, iShares Fund Administration, 400 Howard Street, San Francisco, CA 94105. Shareholder","page_number":155,"box":{"x":89,"y":796,"width":796,"height":11}},{"id":"edc18507-6cdc-4678-bd7d-d40e6c36b079","block_type":"box","text":"communications to the Board should include the following information: (i) the name and address of the shareholder; (ii) the","page_number":155,"box":{"x":89,"y":811,"width":868,"height":12}},{"id":"4a23bfa1-19e9-4e0e-bb3c-cc64850f018e","block_type":"box","text":"number of shares owned by the shareholder; (iii) the Fund(s) of which the shareholder owns shares; and (iv) if these shares","page_number":155,"box":{"x":89,"y":826,"width":863,"height":13}},{"id":"06254875-6277-45df-9035-05058d208fa8","block_type":"box","text":"135","page_number":155,"box":{"x":517,"y":894,"width":23,"height":9}},{"id":"1b65c2ff-a5a2-4809-a068-466608cd107f","block_type":"box","text":"are owned indirectly through a broker, financial intermediary or other record owner, the name of the broker, financial","page_number":156,"box":{"x":89,"y":44,"width":814,"height":12}},{"id":"f34aba51-3e84-4cbf-9680-f1dfa1371ed3","block_type":"box","text":"intermediary or other record owner. All correspondence received as set forth above shall be reviewed by the Secretary of the","page_number":156,"box":{"x":89,"y":59,"width":867,"height":12}},{"id":"d7ad103f-a678-433f-b10c-73ce19b3f9e2","block_type":"box","text":"Trust and reported to the Board.","page_number":156,"box":{"x":88,"y":74,"width":224,"height":12}},{"id":"8b96dda7-c0e2-4532-a628-778c91c30aaf","block_type":"box","text":"Regulation Under the Alternative Investment Fund Managers Directive.","page_number":156,"box":{"x":89,"y":101,"width":509,"height":12}},{"id":"c592aeaa-4c16-4000-b5e3-e57bcfeb079c","block_type":"box","text":"The Alternative Investment Fund Managers","page_number":156,"box":{"x":607,"y":101,"width":303,"height":12}},{"id":"f82dd97c-0c7c-4adb-bc75-7154c7843088","block_type":"box","text":"Directive (“AIFMD”) imposes detailed and prescriptive obligations on fund managers established in the EU (“EU Operative","page_number":156,"box":{"x":89,"y":116,"width":850,"height":12}},{"id":"0b625412-5a85-4c0d-8c32-0ca9e3ba1af6","block_type":"box","text":"Provisions”). These do not currently apply to managers established outside of the EU, such as BFA. Rather, non-EU managers","page_number":156,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"46157ebf-cd70-4af7-8ef2-7d7971235473","block_type":"box","text":"are only required to comply with certain disclosure, reporting and transparency obligations of AIFMD (“AIFMD Disclosure","page_number":156,"box":{"x":89,"y":146,"width":848,"height":12}},{"id":"65b8eff3-353e-4d35-a69e-7a9d00991a47","block_type":"box","text":"Provisions”) if such managers market a fund to EU investors.","page_number":156,"box":{"x":89,"y":161,"width":423,"height":12}},{"id":"3a7cffe1-c0f4-430f-b10f-0272869936c6","block_type":"box","text":"Where the AIFMD Disclosure Provisions relate to EU Operative Provisions that do not apply to BFA, no meaningful disclosure","page_number":156,"box":{"x":88,"y":188,"width":870,"height":12}},{"id":"669b82fc-1d38-4917-9207-3f0cefa70ac4","block_type":"box","text":"can be made. These EU Operative Provisions include prescriptive rules on: measuring and capping leverage in line with","page_number":156,"box":{"x":89,"y":203,"width":828,"height":12}},{"id":"131fcf24-a911-42e2-836f-de438396b2e1","block_type":"box","text":"known European standards; the treatment of investors; the use of “depositaries”; and coverage for professional liability risks.","page_number":156,"box":{"x":89,"y":218,"width":868,"height":12}},{"id":"dcac9f68-d39d-44e2-ab90-c00858d6de0c","block_type":"box","text":"AIFMD imposes certain conditions on the marketing of funds, such as the Funds, to EU investors. AIFMD requires that an","page_number":156,"box":{"x":88,"y":244,"width":848,"height":13}},{"id":"90807e22-8b81-4b1f-95b5-49d34cc3966c","block_type":"box","text":"‘alternative investment fund manager’ (“AIFM”) be identified to meet such conditions where such marketing is sought. For","page_number":156,"box":{"x":89,"y":259,"width":857,"height":13}},{"id":"174ce612-5451-456b-a781-de6c9019332c","block_type":"box","text":"these purposes BFA, as the legal entity responsible for performing the portfolio and risk management of the Funds, shall be","page_number":156,"box":{"x":88,"y":274,"width":862,"height":13}},{"id":"2f2a0e8a-40f7-4326-85ef-b163fca226c2","block_type":"box","text":"the AIFM.","page_number":156,"box":{"x":88,"y":290,"width":67,"height":9}},{"id":"17eb628a-71f4-49fb-809a-78af0e11214d","block_type":"box","text":"AIFMD requires disclosure on an ongoing basis of certain information relating to the use of special arrangements, leverage,","page_number":156,"box":{"x":88,"y":316,"width":862,"height":12}},{"id":"e9a4893f-cd3f-4cb3-bda6-c53eed54ffd9","block_type":"box","text":"rights of reuse of collateral, guarantees granted under leverage arrangements and the use of gates, side pockets and similar","page_number":156,"box":{"x":89,"y":331,"width":865,"height":12}},{"id":"20e45af3-0274-4eb8-b167-7c459497861c","block_type":"box","text":"liquidity management tools. Given that the Funds do not use any special arrangements or allow for collateral reuse, it is not","page_number":156,"box":{"x":89,"y":346,"width":862,"height":13}},{"id":"574bec8f-6c01-4b0d-a539-988dac4578c5","block_type":"box","text":"intended that such disclosures will need to be made by the Funds. Each Fund will, however, to the extent relevant and","page_number":156,"box":{"x":89,"y":361,"width":822,"height":13}},{"id":"ec35dead-0296-4d9a-977d-14eb7ed90432","block_type":"box","text":"appropriate, disclose in its annual report information on the Fund’s leverage, risk profile and risk management systems","page_number":156,"box":{"x":89,"y":376,"width":831,"height":13}},{"id":"bb293987-0932-4b44-9249-e8dbf07bfc9f","block_type":"box","text":"employed by BFA. Each Fund will also disclose material changes, if any, to the liquidity management systems and procedures","page_number":156,"box":{"x":89,"y":392,"width":872,"height":12}},{"id":"4d5f7438-c668-460a-ae5e-52750a32b3a2","block_type":"box","text":"employed in respect of the Fund.","page_number":156,"box":{"x":89,"y":407,"width":228,"height":12}},{"id":"5110342f-8368-4a2f-a20f-993c6c04005a","block_type":"box","text":"BFA has registered the following Funds for marketing to investors in the respective countries listed below:","page_number":156,"box":{"x":89,"y":433,"width":737,"height":13}},{"id":"fef8570b-68a4-4a7c-8f8d-dc9c33767c56","block_type":"box","text":"• iShares Core MSCI EAFE ETF: the U.K.","page_number":156,"box":{"x":121,"y":453,"width":293,"height":10}},{"id":"674da046-d385-4705-b8dc-f3aabb74a1ff","block_type":"box","text":"• iShares MSCI ACWI ETF: Finland, the Netherlands, Sweden, and the U.K.","page_number":156,"box":{"x":121,"y":473,"width":534,"height":12}},{"id":"ae9dcbfe-1875-414c-836e-5698ae30bbe9","block_type":"box","text":"• iShares MSCI All Country Asia ex Japan ETF: the Netherlands","page_number":156,"box":{"x":121,"y":494,"width":455,"height":12}},{"id":"e1eec8c9-f286-4cc3-81fe-8398ec29a98d","block_type":"box","text":"Investors’ Rights.","page_number":156,"box":{"x":89,"y":520,"width":122,"height":12}},{"id":"b89d46d0-b402-4c8f-b83c-90d926a20863","block_type":"box","text":"Each Fund relies on the services of BFA and its other service providers, including the Distributor,","page_number":156,"box":{"x":221,"y":520,"width":668,"height":12}},{"id":"4a955b60-89c4-4107-a4c4-31bb3728e16e","block_type":"box","text":"administrator, custodian and transfer agent. Further information about the duties and roles of these service providers is set","page_number":156,"box":{"x":89,"y":535,"width":859,"height":13}},{"id":"cf0a7879-2449-4db8-a47f-fefa346df2c0","block_type":"box","text":"out in this SAI. Investors who acquire shares of a Fund are not parties to the relevant agreement with these service providers","page_number":156,"box":{"x":89,"y":550,"width":869,"height":13}},{"id":"26ee6294-99ca-4f69-ae87-ff9e348f7b5a","block_type":"box","text":"and do not have express contractual rights against the Fund or its service providers, except certain institutional investors that","page_number":156,"box":{"x":89,"y":565,"width":876,"height":13}},{"id":"0aa55b51-6c6f-4810-8457-35b7883ee90f","block_type":"box","text":"are Authorized Participants may have certain express contractual rights with respect to the Distributor under the terms of the","page_number":156,"box":{"x":89,"y":581,"width":876,"height":12}},{"id":"a2f9718c-8d8c-4855-8a10-7ffdeff96362","block_type":"box","text":"relevant Authorized Participant Agreement. Investors may have certain legal rights under federal or state law against a Fund","page_number":156,"box":{"x":89,"y":596,"width":865,"height":12}},{"id":"f6bb00ac-addf-4af5-8156-2a17a9e542cb","block_type":"box","text":"or its service providers. In the event that an investor considers that it may have a claim against a Fund, or against any service","page_number":156,"box":{"x":89,"y":611,"width":870,"height":12}},{"id":"a910f781-9511-4cb5-8fde-0298da2b3db5","block_type":"box","text":"provider in connection with its investment in a Fund, such investor should consult its own legal advisor.","page_number":156,"box":{"x":89,"y":626,"width":722,"height":12}},{"id":"f9e9b2ec-2c51-4b0f-a42e-7ba846fd0271","block_type":"box","text":"By contract, Authorized Participants irrevocably submit to the non-exclusive jurisdiction of any New York State or U.S. federal","page_number":156,"box":{"x":89,"y":652,"width":872,"height":13}},{"id":"7b33f2f7-cf61-4d56-b470-c33e05d3641c","block_type":"box","text":"court sitting in New York City over any suit, action or proceeding arising out of or relating to the Authorized Participant","page_number":156,"box":{"x":89,"y":668,"width":829,"height":12}},{"id":"d47469f1-a1da-4168-a0ac-db255f11de77","block_type":"box","text":"Agreement. Jurisdiction over other claims, whether by investors or Authorized Participants, will turn on the facts of the","page_number":156,"box":{"x":88,"y":683,"width":828,"height":12}},{"id":"99433266-5abe-4d6d-b9ca-fd03227e7b77","block_type":"box","text":"particular case and the law of the jurisdiction in which the proceeding is brought.","page_number":156,"box":{"x":89,"y":698,"width":567,"height":12}},{"id":"39d4e994-74ad-418d-b867-973df9b10203","block_type":"box","text":"136","page_number":156,"box":{"x":517,"y":894,"width":24,"height":9}},{"id":"859dff6e-d130-4647-8fc7-57027dd78d71","block_type":"box","text":"Appendix A - Proxy Voting Policies","page_number":157,"box":{"x":88,"y":44,"width":578,"height":30}},{"id":"bf0a5746-906a-4578-b63f-3c217334bc2a","block_type":"box","text":"A-1","page_number":157,"box":{"x":515,"y":894,"width":23,"height":9}},{"id":"ad05f53f-30a5-402f-84f4-d87707d22adf","block_type":"box","text":"Open-End Active and Fixed Income Index Fund","page_number":158,"box":{"x":122,"y":44,"width":812,"height":30}},{"id":"5d7f468b-7511-4798-95d7-bafe6983b016","block_type":"box","text":"Proxy Voting Policy","page_number":158,"box":{"x":364,"y":77,"width":331,"height":30}},{"id":"f4789683-bd87-4241-aac9-5711a9ddc9ca","block_type":"box","text":"Procedures Governing Delegation of Proxy Voting to Fund Advisers","page_number":158,"box":{"x":88,"y":121,"width":484,"height":12}},{"id":"64bfc8f8-aa51-4b7b-88b6-824488790ede","block_type":"box","text":"Effective Date: January 1, 2025","page_number":158,"box":{"x":89,"y":147,"width":218,"height":13}},{"id":"5e9f64e8-c139-4ddc-a787-72e5cbf70600","block_type":"box","text":"________________________________________","page_number":158,"box":{"x":88,"y":184,"width":326,"height":1}},{"id":"d0579fd3-1cb8-4bbe-98ae-8dbe2bb8fa91","block_type":"box","text":"Applies to the following types of Funds registered under the 1940 Act:","page_number":158,"box":{"x":88,"y":200,"width":507,"height":12}},{"id":"bd07d70b-be38-4f37-9ce9-097fdae8d8c6","block_type":"box","text":"□","page_number":158,"box":{"x":89,"y":227,"width":14,"height":12}},{"id":"dd01d00b-d0a4-4cd7-bb46-f93c8a1a50aa","block_type":"box","text":"Index Equity Mutual Funds and Exchange-Traded Funds","page_number":158,"box":{"x":110,"y":227,"width":391,"height":12}},{"id":"67edebb4-b996-4787-8fe8-8b014a320ba7","block_type":"box","text":"Open-End Active and Fixed Income Index Mutual Funds and Exchange-Traded Funds","page_number":158,"box":{"x":109,"y":253,"width":596,"height":12}},{"id":"a593d912-21af-4fe2-ad61-eea4bc045f59","block_type":"box","text":"□","page_number":158,"box":{"x":89,"y":280,"width":14,"height":11}},{"id":"eb99deb3-427e-4c14-817a-dd9532adfb49","block_type":"box","text":"Money Market Funds","page_number":158,"box":{"x":109,"y":279,"width":148,"height":13}},{"id":"fc3cb227-5e27-41e8-9052-24117b033cd7","block_type":"box","text":"□","page_number":158,"box":{"x":89,"y":307,"width":14,"height":11}},{"id":"daf3880d-5fc6-460c-a79d-ff59013bdea6","block_type":"box","text":"Closed-End Funds","page_number":158,"box":{"x":109,"y":306,"width":126,"height":10}},{"id":"8bacaed0-d7ae-4b1c-8a18-8c591292a8ba","block_type":"box","text":"□","page_number":158,"box":{"x":89,"y":333,"width":14,"height":11}},{"id":"8973e101-192c-46be-8706-318d9659d5cf","block_type":"box","text":"Other","page_number":158,"box":{"x":109,"y":332,"width":40,"height":10}},{"id":"e315d3c4-1f44-42b2-9d33-55b364942500","block_type":"box","text":"________________________________________","page_number":158,"box":{"x":88,"y":369,"width":326,"height":1}},{"id":"9221f837-a615-425e-ba25-ae7c30836161","block_type":"box","text":"Objective and Scope","page_number":158,"box":{"x":89,"y":385,"width":146,"height":13}},{"id":"be0c16f3-68e7-4ad2-9b55-8cc3d566f59e","block_type":"box","text":"Set forth below is the Open-End Active and Fixed Income Index Fund Proxy Voting Policy.","page_number":158,"box":{"x":88,"y":412,"width":623,"height":12}},{"id":"f15c2f12-f200-4f08-a38c-2dd80b24d651","block_type":"box","text":"Policy / Document Requirements and Statements","page_number":158,"box":{"x":89,"y":438,"width":356,"height":13}},{"id":"11f36142-9c84-49c5-be0d-62399c153efc","block_type":"box","text":"The Boards of Trustees/Directors (“Directors”) of certain open-end funds (the “Funds”) advised by BlackRock Fund Advisors","page_number":158,"box":{"x":88,"y":465,"width":873,"height":12}},{"id":"43188862-e7a8-46c7-9e15-b8e24333bf22","block_type":"box","text":"or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of voting proxies relating to portfolio","page_number":158,"box":{"x":89,"y":480,"width":835,"height":12}},{"id":"c5bf5365-7170-48a4-9824-bfe15db4471b","block_type":"box","text":"securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to delegate","page_number":158,"box":{"x":89,"y":495,"width":853,"height":12}},{"id":"42e9285b-9f80-481d-8349-90ebd9eada35","block_type":"box","text":"the responsibility to vote proxies to BlackRock, subject to the principles outlined in this Policy, as part of BlackRock’s authority","page_number":158,"box":{"x":88,"y":510,"width":878,"height":12}},{"id":"7429c121-9ed3-43ae-9c60-39ff5ebd5739","block_type":"box","text":"to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management","page_number":158,"box":{"x":88,"y":525,"width":850,"height":12}},{"id":"a706a853-8a75-4983-8524-6425820a6f74","block_type":"box","text":"agreements.","page_number":158,"box":{"x":89,"y":542,"width":85,"height":11}},{"id":"02abc880-246b-47c0-abee-52b8a6d3b301","block_type":"box","text":"BlackRock has adopted the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (as from","page_number":158,"box":{"x":89,"y":567,"width":849,"height":12}},{"id":"a337c27b-7c1d-4687-a6fd-bd0dda149a2a","block_type":"box","text":"time to time amended, the “Guidelines”) governing proxy voting by active and fixed income index Funds managed by","page_number":158,"box":{"x":88,"y":582,"width":821,"height":12}},{"id":"e42ab56b-557e-45b2-8c09-8493c70ef438","block_type":"box","text":"BlackRock. The Guidelines include “climate and decarbonization” guidelines which apply to the Funds listed in Appendix A, if","page_number":158,"box":{"x":89,"y":597,"width":874,"height":12}},{"id":"e496e90b-07d1-4057-8dbc-51bb2a4012a6","block_type":"box","text":"any.","page_number":158,"box":{"x":89,"y":615,"width":25,"height":9}},{"id":"af668d8f-94e8-4b63-b39e-871704abbb8b","block_type":"box","text":"BlackRock will cast votes on behalf of each of the Funds covered by this policy on specific proxy issues in respect of securities","page_number":158,"box":{"x":89,"y":639,"width":876,"height":12}},{"id":"fa516129-e700-4e44-be5f-665bc540c159","block_type":"box","text":"held by each such Fund (or may refrain from voting) in accordance with the Guidelines.","page_number":158,"box":{"x":89,"y":654,"width":611,"height":12}},{"id":"24a14cb9-374f-4588-b477-21b72c8266fe","block_type":"box","text":"Conflicts Management","page_number":158,"box":{"x":89,"y":680,"width":164,"height":12}},{"id":"50aca693-0563-4d00-a51e-73070ee03a9d","block_type":"box","text":"BlackRock Active Investment Stewardship (“BAIS”) maintains policies and procedures that seek to prevent undue influence","page_number":158,"box":{"x":89,"y":707,"width":860,"height":12}},{"id":"1f72f78d-6627-4a65-901e-33e024ac40eb","block_type":"box","text":"on BlackRock’s proxy voting activity and to mitigate material conflicts of interest in the exercise of proxy voting","page_number":158,"box":{"x":89,"y":722,"width":775,"height":12}},{"id":"29843e02-62a8-4fad-9a86-900adce6eccf","block_type":"box","text":"responsibilities. Potential material conflicts, and the resultant potential for undue influence, might be due to a relationship","page_number":158,"box":{"x":89,"y":737,"width":851,"height":12}},{"id":"55ddbb16-76e4-4376-88ba-057e7fc5641f","block_type":"box","text":"between the investee company (or any shareholder proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates","page_number":158,"box":{"x":89,"y":752,"width":875,"height":12}},{"id":"2fd2c966-06a4-47c5-9fd4-7da170fa8dc5","block_type":"box","text":"or employees, or a Fund or a Fund’s affiliates. BlackRock has taken certain steps to mitigate potential conflicts, which are","page_number":158,"box":{"x":89,"y":767,"width":844,"height":12}},{"id":"85e64840-2533-4575-930a-1bce1a09d9c6","block_type":"box","text":"outlined in detail in the Guidelines. In mitigating conflicts, BAIS will adhere to the Guidelines.","page_number":158,"box":{"x":89,"y":782,"width":646,"height":12}},{"id":"25db5f70-42a3-43c4-aa7f-341dfc9fcf49","block_type":"box","text":"In certain instances, BAIS will engage an independent third-party voting service provider to make proxy voting","page_number":158,"box":{"x":89,"y":809,"width":769,"height":12}},{"id":"10b388b1-7729-4fa6-88ac-1102499a0b8e","block_type":"box","text":"recommendations as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance","page_number":158,"box":{"x":89,"y":824,"width":784,"height":12}},{"id":"91a8c5cf-899d-4936-9c35-76b73f69665a","block_type":"box","text":"requirements, or as may be otherwise required by applicable law.","page_number":158,"box":{"x":89,"y":839,"width":452,"height":12}},{"id":"663a1d4a-e531-422f-b3a2-0c5d6e292455","block_type":"box","text":"A-2","page_number":158,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"ac22f641-937c-4ce7-94c4-fc9790e6bee0","block_type":"box","text":"With respect to the relationship between securities lending and proxy voting, shares on loan cannot be voted and BlackRock","page_number":159,"box":{"x":88,"y":44,"width":869,"height":12}},{"id":"a7d9ea1d-999e-42b5-8ff5-8bd5b0785cfc","block_type":"box","text":"may determine to recall them for voting, as guided by BlackRock’s fiduciary responsibility to act in clients’ financial interests.","page_number":159,"box":{"x":89,"y":59,"width":868,"height":12}},{"id":"435c0794-bf8e-4e78-8680-2dd68b931292","block_type":"box","text":"The Guidelines set forth BlackRock’s approach to recalling securities on loan in connection with proxy voting.","page_number":159,"box":{"x":88,"y":74,"width":764,"height":12}},{"id":"1062009d-b64c-46b0-bbce-6df76ed313ad","block_type":"box","text":"Reports to the Board","page_number":159,"box":{"x":89,"y":101,"width":147,"height":12}},{"id":"8c34f588-a2af-475c-b20a-a48b39ae7bf3","block_type":"box","text":"BlackRock will report on an annual basis to the Directors on (1) a summary of the proxy voting process as applicable to the","page_number":159,"box":{"x":89,"y":127,"width":860,"height":12}},{"id":"948c96d1-dd48-4490-80ad-5ba693ebd542","block_type":"box","text":"Funds covered by this policy in the preceding year together with a representation that all votes were in accordance with the","page_number":159,"box":{"x":89,"y":142,"width":863,"height":12}},{"id":"a813389c-3cce-48b8-ad60-1b7a2252fa78","block_type":"box","text":"Guidelines and (2) any material changes to the Guidelines, including material changes to conflicts management practices,","page_number":159,"box":{"x":89,"y":157,"width":854,"height":13}},{"id":"bb5c2168-992f-4567-9fc7-8a7469850b50","block_type":"box","text":"that have not previously been reported.","page_number":159,"box":{"x":88,"y":172,"width":275,"height":13}},{"id":"bd5740a0-e288-40b3-8116-ced76f9fe9f1","block_type":"box","text":"Appendix A","page_number":159,"box":{"x":88,"y":199,"width":85,"height":12}},{"id":"300e7708-92ac-4c4a-a34c-d61927898abe","block_type":"box","text":"BlackRock U.S. Carbon Transition Readiness ETF","page_number":159,"box":{"x":89,"y":225,"width":336,"height":10}},{"id":"7a57938b-7ee7-4e3f-82b5-704a2b973fab","block_type":"box","text":"BlackRock World ex U.S. Carbon Transition Readiness ETF","page_number":159,"box":{"x":89,"y":252,"width":402,"height":9}},{"id":"73339997-91da-48b0-8cd5-aadac7322e84","block_type":"box","text":"A-3","page_number":159,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"879f6013-446d-4403-9488-86b96a3adb6a","block_type":"box","text":"BlackRock Active Investment Stewardship","page_number":160,"box":{"x":168,"y":44,"width":721,"height":30}},{"id":"7af420da-9977-413b-b37f-89a66f0e3efe","block_type":"box","text":"Global Engagement and Voting Guidelines","page_number":160,"box":{"x":89,"y":88,"width":303,"height":12}},{"id":"5ba40afb-01e1-4bca-9202-d64b04bdb8f3","block_type":"box","text":"Effective as of January 2025","page_number":160,"box":{"x":106,"y":114,"width":197,"height":13}},{"id":"050c65b1-ecd9-4349-a0b0-9ad2c0eb9874","block_type":"box","text":"Overview . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-4","page_number":160,"box":{"x":170,"y":177,"width":716,"height":9}},{"id":"a4f1cdc2-55d8-4778-aff2-c85fd167dd42","block_type":"box","text":"Introduction to BlackRock","page_number":160,"box":{"x":171,"y":195,"width":180,"height":10}},{"id":"386235a4-7de1-4ea0-95c5-c4730b2dd255","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-4","page_number":160,"box":{"x":356,"y":196,"width":530,"height":9}},{"id":"d2bb5db9-83cd-4302-beb1-5a34f0c55b63","block_type":"box","text":"About BlackRock Active Investment Stewardship","page_number":160,"box":{"x":170,"y":214,"width":340,"height":12}},{"id":"1da70a75-6acd-4723-9223-8aeacc886aaa","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-5","page_number":160,"box":{"x":512,"y":214,"width":374,"height":10}},{"id":"599d1a8a-c147-4567-bdb0-a863a82c44f2","block_type":"box","text":"Our approach to stewardship within active equities","page_number":160,"box":{"x":170,"y":233,"width":356,"height":12}},{"id":"a32762e2-becd-4b15-8c3b-699887998249","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-5","page_number":160,"box":{"x":532,"y":233,"width":354,"height":10}},{"id":"3979f92d-b7a1-4ef4-a934-c8abd9588ba3","block_type":"box","text":"Our approach to stewardship within fixed income","page_number":160,"box":{"x":170,"y":252,"width":347,"height":12}},{"id":"3e70a3e9-1e0b-43d5-8745-c208a190dc8f","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-5","page_number":160,"box":{"x":519,"y":252,"width":367,"height":9}},{"id":"050717ed-a328-4583-bc53-2b082d5b2c34","block_type":"box","text":"Boards of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-6","page_number":160,"box":{"x":171,"y":271,"width":715,"height":9}},{"id":"b5127dc7-531a-4a13-9544-d4d2e7894f48","block_type":"box","text":"Executive compensation","page_number":160,"box":{"x":171,"y":290,"width":169,"height":12}},{"id":"cbbb8f8e-6984-4081-815f-42dd8632f65e","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-8","page_number":160,"box":{"x":343,"y":290,"width":543,"height":9}},{"id":"ac8e3586-ab92-4535-83c6-2126b11da42e","block_type":"box","text":"Non-executive director compensation","page_number":160,"box":{"x":171,"y":308,"width":263,"height":13}},{"id":"7c5ac690-0718-4784-94c4-9993d1a38cbb","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-9","page_number":160,"box":{"x":440,"y":309,"width":446,"height":9}},{"id":"1c2a79ed-b885-4132-a837-debd5377bbde","block_type":"box","text":"Capital structure","page_number":160,"box":{"x":170,"y":327,"width":116,"height":13}},{"id":"bc34389c-8473-4da1-95cf-4416b2cff3db","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . A-9","page_number":160,"box":{"x":290,"y":328,"width":596,"height":9}},{"id":"d206a186-5376-4bf3-8861-d7525315848d","block_type":"box","text":"Transactions and special situations","page_number":160,"box":{"x":169,"y":346,"width":245,"height":13}},{"id":"19a1ceac-bbe5-47aa-b2eb-9559e08741be","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-10","page_number":160,"box":{"x":421,"y":347,"width":465,"height":9}},{"id":"681184db-5a53-4fb0-8e32-ceac5f83c941","block_type":"box","text":"Corporate reporting, risk management and audit","page_number":160,"box":{"x":170,"y":365,"width":341,"height":12}},{"id":"8eb462c1-a4b5-44be-bf42-b5df82aae687","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-11","page_number":160,"box":{"x":512,"y":366,"width":371,"height":9}},{"id":"a7883e03-ff83-4099-b562-8abb4c105082","block_type":"box","text":"Shareholder rights and protections","page_number":160,"box":{"x":170,"y":384,"width":243,"height":12}},{"id":"096c8c03-19be-476b-b219-83a06de39d5f","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-12","page_number":160,"box":{"x":421,"y":385,"width":465,"height":9}},{"id":"2f0fb9d8-cf8e-4ef6-bf8e-176f955a997c","block_type":"box","text":"Shareholder proposals","page_number":160,"box":{"x":170,"y":403,"width":156,"height":12}},{"id":"897c64ec-2a08-4d8b-b444-22a2e0b9ce2c","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-13","page_number":160,"box":{"x":329,"y":403,"width":557,"height":10}},{"id":"81b4bf6a-041f-485c-ae64-a57faf4a9de0","block_type":"box","text":"Corporate political activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-13","page_number":160,"box":{"x":170,"y":422,"width":716,"height":12}},{"id":"51bf4e5f-8f9d-42d2-8a1e-de89ee520d13","block_type":"box","text":"Sustainability, or environmental and social, considerations","page_number":160,"box":{"x":170,"y":441,"width":405,"height":12}},{"id":"19896bdf-3763-409c-b8bd-b8938d1d3a23","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-13","page_number":160,"box":{"x":577,"y":441,"width":309,"height":9}},{"id":"2a272529-47f0-419f-b76d-e9be83bdf266","block_type":"box","text":"Key stakeholders","page_number":160,"box":{"x":171,"y":460,"width":116,"height":12}},{"id":"c950cc73-af40-4a24-ad09-2c51a10f3407","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-14","page_number":160,"box":{"x":290,"y":460,"width":596,"height":9}},{"id":"d0618345-7264-4283-a8ed-afc68a0637bb","block_type":"box","text":"Climate and decarbonization investment objectives","page_number":160,"box":{"x":170,"y":479,"width":357,"height":12}},{"id":"bf551248-ad8e-40ac-bf49-2c72fd020f01","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-14","page_number":160,"box":{"x":532,"y":479,"width":354,"height":9}},{"id":"82e1fa1b-eb34-4cd7-94a6-4dc3bb9597fc","block_type":"box","text":"Appendix 1: How we fulfil and oversee our active investment stewardship responsibilities","page_number":160,"box":{"x":170,"y":497,"width":621,"height":13}},{"id":"186754cc-1893-434d-84bb-fa0041a292fa","block_type":"box","text":". . . . . . . . . .A-14","page_number":160,"box":{"x":793,"y":498,"width":93,"height":9}},{"id":"e452c443-38e8-4cec-953b-8ffdd71e37a0","block_type":"box","text":"Overview","page_number":160,"box":{"x":89,"y":531,"width":67,"height":9}},{"id":"ede4032e-3fff-4dac-8012-a3975646375f","block_type":"box","text":"This document provides high level guidance on how BlackRock Active Investment Stewardship (BAIS) views corporate","page_number":160,"box":{"x":88,"y":557,"width":828,"height":12}},{"id":"7f194988-709e-471f-b704-ee543de3cd21","block_type":"box","text":"governance matters that are commonly put to a shareholder vote, or on which investors engage with issuers. BAIS works in","page_number":160,"box":{"x":89,"y":572,"width":864,"height":12}},{"id":"2b14a196-3859-415b-acf7-0b366a3e6b98","block_type":"box","text":"partnership with BlackRock’s investment teams, excluding index equity, providing expertise on investment stewardship,","page_number":160,"box":{"x":89,"y":587,"width":834,"height":12}},{"id":"a8ecc927-f9d0-46ac-ad62-d43f14feada8","block_type":"box","text":"engaging with companies on behalf of those teams when appropriate, and assisting in recommending, operationalizing and","page_number":160,"box":{"x":89,"y":602,"width":867,"height":12}},{"id":"90f736e3-43c2-49f3-a694-7e2aaeba6b3c","block_type":"box","text":"reporting on voting decisions. The guidance informs BAIS’ voting recommendations to BlackRock’s active portfolio","page_number":160,"box":{"x":89,"y":617,"width":802,"height":12}},{"id":"d462faca-1695-4fb2-8960-931c0a6fbac9","block_type":"box","text":"managers. It applies to active equity holdings in BlackRock’s fundamental equity, systematic equity and multi-asset solutions","page_number":160,"box":{"x":89,"y":632,"width":873,"height":13}},{"id":"32a65194-f89d-4b5d-b52e-49ff0728b5ea","block_type":"box","text":"strategies. It also may apply to holdings in BlackRock’s index and active fixed income strategies, to the extent those strategies","page_number":160,"box":{"x":89,"y":647,"width":878,"height":13}},{"id":"4ff366d4-8b96-4657-9709-6fc79cfc2aaa","block_type":"box","text":"hold voting securities or conduct issuer engagements. The guidelines are not prescriptive as active portfolio managers have","page_number":160,"box":{"x":89,"y":662,"width":864,"height":13}},{"id":"ea88f687-b760-4dc6-8208-cae39bd686eb","block_type":"box","text":"discretion as to how they integrate these guidelines within their investment processes in light of their clients’ or funds’","page_number":160,"box":{"x":89,"y":678,"width":827,"height":12}},{"id":"12e868e0-8f1e-4fba-aeb5-e26bb98b7540","block_type":"box","text":"investment objectives. There are separate, independently developed principles and voting policies that are applied to","page_number":160,"box":{"x":89,"y":693,"width":813,"height":12}},{"id":"671445db-741d-4b97-ad13-2d4f1b155238","block_type":"box","text":"BlackRock’s index equity investments by a distinct and independent function, BlackRock Investment Stewardship.","page_number":160,"box":{"x":89,"y":708,"width":792,"height":12}},{"id":"b8d864b4-8a85-4635-b3d6-ee6243182d10","block_type":"box","text":"Introduction to BlackRock","page_number":160,"box":{"x":89,"y":734,"width":187,"height":10}},{"id":"1b3a2a32-9d3a-48c3-be97-edd8b8dbfd46","block_type":"box","text":"BlackRock’s purpose is to help more and more people experience financial well-being. We manage assets on behalf of","page_number":160,"box":{"x":89,"y":761,"width":825,"height":12}},{"id":"91b9ad8e-3c78-4bf7-b0fb-0fe61817a8d8","block_type":"box","text":"institutional and individual clients, across a full spectrum of investment strategies, asset classes, and regions. Our client base","page_number":160,"box":{"x":89,"y":776,"width":871,"height":12}},{"id":"a0ac0f7f-36a4-4dc9-a016-bd9a24f6a356","block_type":"box","text":"includes pension plans, endowments, foundations, charities, official institutions, insurers, and other financial institutions, as","page_number":160,"box":{"x":89,"y":791,"width":865,"height":12}},{"id":"8ebb3c2e-c48e-4076-9b79-168068b1d074","block_type":"box","text":"well as individuals around the world.","page_number":160,"box":{"x":88,"y":806,"width":255,"height":10}},{"id":"2910507a-8dc2-4afe-ad62-c223ff6312de","block_type":"box","text":"A-4","page_number":160,"box":{"x":515,"y":894,"width":26,"height":9}},{"id":"1222daef-94c6-43ec-9bac-67ea89a1db2d","block_type":"box","text":"About BlackRock Active Investment Stewardship","page_number":161,"box":{"x":88,"y":44,"width":351,"height":12}},{"id":"501b8883-be7c-4fa6-a65c-62af52b2b592","block_type":"box","text":"BlackRock Active Investment Stewardship (BAIS) is a specialist team within the Portfolio Management Group and manages","page_number":161,"box":{"x":89,"y":70,"width":861,"height":13}},{"id":"a8c8ba0e-600f-4745-b82b-5c2eb0d80cfd","block_type":"box","text":"BlackRock’s stewardship engagement and voting on behalf of clients invested in active strategies globally. BAIS is also","page_number":161,"box":{"x":89,"y":85,"width":822,"height":13}},{"id":"88003672-8db0-40a6-867e-c19cfef4ffa2","block_type":"box","text":"responsible for engagement with issuers in index fixed income strategies, where appropriate. Our activities are informed by","page_number":161,"box":{"x":89,"y":101,"width":861,"height":12}},{"id":"a5de5920-8bf5-4689-80a5-33f79c19f279","block_type":"box","text":"these Global Engagement and Voting Guidelines (“the Guidelines”) and insights from active investment analysts and portfolio","page_number":161,"box":{"x":88,"y":116,"width":879,"height":12}},{"id":"b757c64a-85e9-4a77-bc07-9f366f8eee9f","block_type":"box","text":"managers, with whom we work closely in engaging companies and voting at shareholder meetings.","page_number":161,"box":{"x":89,"y":131,"width":697,"height":12}},{"id":"3f1bec5d-9129-447c-b5b3-8f26f72ff016","block_type":"box","text":"Engagement with public companies is the foundation of our approach to stewardship within fundamental active investing.","page_number":161,"box":{"x":89,"y":157,"width":857,"height":13}},{"id":"245c3d9c-d6f2-49bb-b2d7-9eecb5fd07c3","block_type":"box","text":"Through direct dialogue with company leadership, we seek to understand their businesses and how they manage risks and","page_number":161,"box":{"x":88,"y":172,"width":862,"height":13}},{"id":"85c04bee-1eeb-4041-8b87-88930c6ccf50","block_type":"box","text":"opportunities to deliver durable, risk adjusted financial returns. Generally, portfolio managers and stewardship specialists","page_number":161,"box":{"x":89,"y":188,"width":844,"height":12}},{"id":"307030ac-354d-44b0-a742-1d636f110eea","block_type":"box","text":"engage jointly on substantive matters. Our discussions focus on topics relevant to a company’s success over time including","page_number":161,"box":{"x":89,"y":203,"width":863,"height":12}},{"id":"558568a9-8a52-4732-b09b-dac247ad097d","block_type":"box","text":"governance and leadership, corporate strategy, capital structure and financial performance, operations and sustainability","page_number":161,"box":{"x":89,"y":218,"width":850,"height":12}},{"id":"bfd9d279-f08e-427a-9a82-1a5b0a94b76a","block_type":"box","text":"related risks, as well as macro-economic, geopolitical and sector dynamics. We aim to be constructive investors and are","page_number":161,"box":{"x":89,"y":233,"width":837,"height":12}},{"id":"0917014a-e287-48f3-aa4c-ff3bc2cdbda0","block_type":"box","text":"generally supportive of management teams that have a track record of financial value creation. We aim to build and maintain","page_number":161,"box":{"x":89,"y":248,"width":873,"height":12}},{"id":"b99a8f86-5d9e-4061-a5c8-71020ad1210c","block_type":"box","text":"strong relationships with company leadership based on open dialogue and mutual respect.","page_number":161,"box":{"x":89,"y":263,"width":635,"height":12}},{"id":"6fa5385d-0984-492b-a41a-1a786bdf6748","block_type":"box","text":"Different active equity strategies may implement these voting guidelines differently, as a result of the latitude the portfolio","page_number":161,"box":{"x":89,"y":290,"width":850,"height":12}},{"id":"bf52c3d7-18c9-4939-b71a-bc8dcb85b47b","block_type":"box","text":"manager has to make independent voting decisions aligned with their portfolio objectives and investment strategy. For","page_number":161,"box":{"x":89,"y":305,"width":830,"height":12}},{"id":"b496756d-2cf1-4a2b-b75d-870f3d9f36f0","block_type":"box","text":"example, BAIS will generally vote the holdings in Systematic Active Equity portfolios in accordance with these guidelines. We","page_number":161,"box":{"x":89,"y":320,"width":870,"height":12}},{"id":"609815d4-20e1-4453-a55b-22e473a05580","block_type":"box","text":"provide voting recommendations to fundamental equity portfolio managers, who may determine to vote differently based on","page_number":161,"box":{"x":89,"y":335,"width":874,"height":12}},{"id":"a78c89f2-5bc0-4647-8173-60962bfaa070","block_type":"box","text":"their portfolio investment objectives and strategy.","page_number":161,"box":{"x":88,"y":350,"width":346,"height":12}},{"id":"4a63da5b-ab56-46c1-b4dd-6024e5bbc471","block_type":"box","text":"These guidelines discuss corporate governance topics on which we may engage with management teams and board","page_number":161,"box":{"x":88,"y":376,"width":818,"height":13}},{"id":"36d9dc9e-c5e6-4080-8054-06a28d32bad0","block_type":"box","text":"directors","page_number":161,"box":{"x":89,"y":392,"width":60,"height":9}},{"id":"cc149e5d-fa0e-4907-b3c1-b515a9d48607","block_type":"box","text":"(1)","page_number":161,"box":{"x":151,"y":390,"width":14,"height":8}},{"id":"1eec9721-e884-45c6-ada7-0808cb336dbf","block_type":"box","text":"and matters that routinely come to a shareholder vote. We recognize that accepted corporate governance norms","page_number":161,"box":{"x":170,"y":392,"width":789,"height":12}},{"id":"83685a4a-d6eb-4315-baa8-5ca1e06f0463","block_type":"box","text":"can differ across markets, and believe these guidelines represent globally applicable elements of governance that support a","page_number":161,"box":{"x":89,"y":407,"width":860,"height":12}},{"id":"ea6cbbe0-ff87-4979-bee7-cd337c795876","block_type":"box","text":"company’s ability to manage material risks and opportunities and deliver financial returns to investors. Generally, we believe","page_number":161,"box":{"x":89,"y":422,"width":865,"height":12}},{"id":"1a5d9290-9e71-4d72-9502-05e984276e41","block_type":"box","text":"companies should observe accepted corporate governance norms within their local markets or, particularly in markets","page_number":161,"box":{"x":89,"y":437,"width":827,"height":12}},{"id":"309b2d71-c7b5-4ba1-a3a2-1850a55860f9","block_type":"box","text":"without well-established norms, aspire to widely recognized international best practices. As one of many minority","page_number":161,"box":{"x":88,"y":452,"width":796,"height":12}},{"id":"a322888a-bf3a-4477-9626-48c019d68a5c","block_type":"box","text":"shareholders, BlackRock cannot – and does not try to – direct a company’s strategy or its implementation. We look to","page_number":161,"box":{"x":89,"y":467,"width":820,"height":13}},{"id":"ae405331-accf-4783-b7e5-6aede6700b5b","block_type":"box","text":"companies to provide disclosures that explain how their approach to corporate governance best aligns with the financial","page_number":161,"box":{"x":89,"y":482,"width":842,"height":13}},{"id":"2f9ecb7e-f2c0-4bb3-b0bf-f25c298d4b1f","block_type":"box","text":"interests of their investors.","page_number":161,"box":{"x":89,"y":497,"width":184,"height":10}},{"id":"79945472-bb35-40e0-b520-00bb80884784","block_type":"box","text":"Our approach to stewardship within active equities","page_number":161,"box":{"x":89,"y":524,"width":368,"height":12}},{"id":"a6929fe2-5be8-4d85-9ed8-99b41ddcd2b1","block_type":"box","text":"As shareholders of public companies, BlackRock’s clients have certain fundamental rights, including the right to vote on","page_number":161,"box":{"x":88,"y":550,"width":838,"height":13}},{"id":"4a5f8f5b-64f1-42a8-a4ab-b2e6df25718d","block_type":"box","text":"proposals put forth by a company’s management or its shareholders. The voting rights attached to these clients’ holdings are","page_number":161,"box":{"x":89,"y":565,"width":876,"height":13}},{"id":"dd1df93f-4963-416f-830c-eaa460afd0af","block_type":"box","text":"an important mechanism for investors to express support for, or concern about, a company’s performance. As a fiduciary,","page_number":161,"box":{"x":89,"y":581,"width":850,"height":12}},{"id":"20e6c4de-54a9-4162-a40d-08e899c03e1d","block_type":"box","text":"BlackRock is legally required to make proxy voting determinations, on behalf of clients who have delegated voting authority","page_number":161,"box":{"x":89,"y":596,"width":863,"height":12}},{"id":"299475ab-9c04-4e50-ae86-77c6e57d04d8","block_type":"box","text":"to us, in a manner that is consistent with their investment objectives.","page_number":161,"box":{"x":88,"y":611,"width":482,"height":12}},{"id":"0ad52895-be05-4164-bf28-0cd06e30a037","block_type":"box","text":"In general, we tend to support the recommendations of the board of directors and management. As indicated below, we may","page_number":161,"box":{"x":89,"y":637,"width":876,"height":13}},{"id":"68833b1c-e889-457f-85e1-d592b68ba052","block_type":"box","text":"vote against management recommendations when we have concerns about how companies are serving the financial","page_number":161,"box":{"x":88,"y":652,"width":821,"height":13}},{"id":"ae06fc52-4513-4978-b4d9-3a2b42a044e7","block_type":"box","text":"interests of our clients as their shareholders. We take a globally consistent approach to voting but consider the different","page_number":161,"box":{"x":89,"y":668,"width":835,"height":12}},{"id":"3d12548f-6e1f-4737-9748-f2a64330af96","block_type":"box","text":"corporate governance regulations and norms in various markets. Votes are determined on a case-by-case basis, in the","page_number":161,"box":{"x":89,"y":683,"width":825,"height":12}},{"id":"81be7e05-f10d-4854-8610-523cdb5e1c06","block_type":"box","text":"context of a company’s situation and the investment mandate we have from clients. Please see page 16 for more information","page_number":161,"box":{"x":89,"y":698,"width":874,"height":12}},{"id":"b46fce44-08bb-45fc-93c3-15e983d65d2b","block_type":"box","text":"about how we fulfil and oversee BlackRock’s non-index equity investment stewardship responsibilities.","page_number":161,"box":{"x":89,"y":713,"width":716,"height":12}},{"id":"5fc09739-f602-406c-ab89-4d51cf23ef98","block_type":"box","text":"Our approach to stewardship within fixed income","page_number":161,"box":{"x":89,"y":739,"width":358,"height":13}},{"id":"39514e78-0b8f-4d32-8c95-03a6ccf1d6e6","block_type":"box","text":"Although fixed income investors do not have the right to vote at shareholder meetings, issuer engagement is a component of","page_number":161,"box":{"x":88,"y":766,"width":880,"height":12}},{"id":"72ed6906-0b86-4de9-a83e-11c2d8ab8500","block_type":"box","text":"fixed income investment strategies at BlackRock, particularly those with sustainability objectives in addition to financial","page_number":161,"box":{"x":88,"y":781,"width":834,"height":12}},{"id":"72237228-c20b-413a-98e9-2afdee9307f0","block_type":"box","text":"objectives. Most corporate governance-related fixed income engagements are undertaken in conjunction with the active","page_number":161,"box":{"x":89,"y":796,"width":843,"height":12}},{"id":"61575a18-f8f6-4a15-9879-f8fe5aefd543","block_type":"box","text":"investment stewardship team, and often active equity investors. In addition to the topics listed below, engagement with fixed","page_number":161,"box":{"x":89,"y":811,"width":873,"height":12}},{"id":"f30f6e6a-d626-4173-a73c-dd38f17966d8","block_type":"box","text":"(1) References to the board, board directors or non-executive directors should be understood to include supervisory boards and their members, where","page_number":161,"box":{"x":89,"y":856,"width":854,"height":10}},{"id":"e38b81d8-8a2e-4d96-8318-83751a1c2b90","block_type":"box","text":"relevant.","page_number":161,"box":{"x":121,"y":868,"width":47,"height":8}},{"id":"7bed57ed-466c-4ba8-83f1-bf46be2e5de6","block_type":"box","text":"A-5","page_number":161,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"98fb6cbc-46bb-488b-9bdb-c24ae355bfb2","block_type":"box","text":"income investment teams can help inform an issuer’s approach to structuring specialist issuances, such as green bonds, and","page_number":162,"box":{"x":89,"y":44,"width":872,"height":12}},{"id":"9b317679-226f-4f43-ba9f-13ec0b0b9793","block_type":"box","text":"the standard terms and information in bond documentation.","page_number":162,"box":{"x":88,"y":59,"width":424,"height":10}},{"id":"62e79f77-567a-4b19-a568-ba120b9147ec","block_type":"box","text":"Boards of Directors","page_number":162,"box":{"x":89,"y":85,"width":138,"height":10}},{"id":"6c045117-87bb-462a-8401-d64cbeaa9736","block_type":"box","text":"Roles and responsibilities","page_number":162,"box":{"x":106,"y":112,"width":181,"height":12}},{"id":"d17aeaf3-b84f-4d02-a971-583e5249ecce","block_type":"box","text":"There is widespread consensus that the foundation of good corporate governance is an effective board of directors that is","page_number":162,"box":{"x":88,"y":138,"width":852,"height":13}},{"id":"75e38e6c-d754-48dd-9a0e-2a49d37b1d7b","block_type":"box","text":"able to advise and supervise management in an independent and objective manner","page_number":162,"box":{"x":89,"y":153,"width":583,"height":13}},{"id":"57d02e0f-069d-499a-a6ae-a0a6d17ffe4b","block_type":"box","text":"(2)","page_number":162,"box":{"x":673,"y":151,"width":14,"height":9}},{"id":"a76f10b6-0645-4bae-a2cd-1cab95d76981","block_type":"box","text":".","page_number":162,"box":{"x":688,"y":162,"width":2,"height":1}},{"id":"8562ed63-3d45-4baf-8ba6-79738755ac14","block_type":"box","text":"We look to the board of directors (hereafter ‘the board’) to have an oversight role in the establishment and realization of a","page_number":162,"box":{"x":88,"y":180,"width":850,"height":12}},{"id":"768e3758-f0a5-4eef-a798-14c4a7517a84","block_type":"box","text":"company’s strategy, purpose and culture. These constructs are interdependent and, when aligned, can better position a","page_number":162,"box":{"x":89,"y":195,"width":835,"height":12}},{"id":"74058d46-0ac7-402f-9294-58559f2f1298","block_type":"box","text":"company to be resilient in the face of a changing business environment, help reduce the risks of corporate or employee","page_number":162,"box":{"x":89,"y":210,"width":833,"height":13}},{"id":"2e95ac9d-9b0f-4cd2-a4f4-c6febf128ea4","block_type":"box","text":"misconduct, and attract and retain the caliber of workers necessary to deliver financial performance over time.","page_number":162,"box":{"x":89,"y":225,"width":772,"height":13}},{"id":"d59195aa-01d4-42e7-9d92-f5428d1c4ae9","block_type":"box","text":"In promoting the success of the company, the board ensures the necessary resources, policies and procedures are in place to","page_number":162,"box":{"x":89,"y":252,"width":873,"height":12}},{"id":"6ef4e9c5-7911-452d-a345-65307281d7b2","block_type":"box","text":"help management meet its strategic objectives within an agreed risk tolerance.","page_number":162,"box":{"x":89,"y":267,"width":550,"height":12}},{"id":"7c550195-a813-4ec7-b8b7-34ae00f6dfde","block_type":"box","text":"One of the most important responsibilities of the board is to appoint, and remove as necessary, the chief executive officer","page_number":162,"box":{"x":89,"y":293,"width":848,"height":13}},{"id":"8f1b1f1f-134e-45fb-a63a-fe50632111e4","block_type":"box","text":"(CEO). In addition, the board plays a meaningful role in monitoring the performance of the CEO and other key executives,","page_number":162,"box":{"x":89,"y":308,"width":848,"height":13}},{"id":"87bce179-56c7-4a8a-a06e-31b8246d087c","block_type":"box","text":"determining executive compensation, ensuring a rigorous audit, overseeing strategy execution and risk management and","page_number":162,"box":{"x":89,"y":324,"width":850,"height":12}},{"id":"845af8c2-bfd2-4ebb-b7be-c7baa47b3905","block_type":"box","text":"engaging with shareholders, and other stakeholders, as necessary.","page_number":162,"box":{"x":89,"y":339,"width":463,"height":12}},{"id":"ebcd40ec-1dbb-47a7-9547-04ec99a2605a","block_type":"box","text":"Composition and effectiveness","page_number":162,"box":{"x":89,"y":365,"width":221,"height":12}},{"id":"4db64f3f-b3ef-49cd-b81d-fd8d3e3cfec7","block_type":"box","text":"Appointment process","page_number":162,"box":{"x":104,"y":392,"width":156,"height":12}},{"id":"2416d7a7-cce9-4d6c-9ca2-732caedcfe47","block_type":"box","text":"A formal and transparent process for identifying and appointing director candidates is critical to ensuring the board is","page_number":162,"box":{"x":88,"y":418,"width":823,"height":12}},{"id":"e10dce12-452b-448a-a8ce-dfc6b95c87cd","block_type":"box","text":"composed of directors with the appropriate mix of skills and experience. The board or a sub-committee should determine","page_number":162,"box":{"x":89,"y":433,"width":852,"height":13}},{"id":"60d5890b-cfd1-4f87-845a-398c4bb75a6a","block_type":"box","text":"the general criteria given the company’s circumstances (e.g., sector, maturity, geographic footprint) and any additional","page_number":162,"box":{"x":88,"y":448,"width":829,"height":13}},{"id":"db5bab86-6d3c-4e3b-a98a-b6cd2c624d06","block_type":"box","text":"criteria for a specific role being filled (e.g., financial expertise, industry track record). To inform the process, we encourage","page_number":162,"box":{"x":89,"y":463,"width":850,"height":13}},{"id":"e3d8d71e-b881-4255-a700-4db7726fc132","block_type":"box","text":"companies to review the skills and experience of incumbent directors to identify any gaps and whether a director candidate’s","page_number":162,"box":{"x":89,"y":479,"width":875,"height":12}},{"id":"e5dbd666-5564-418d-9527-9d4977e11374","block_type":"box","text":"characteristics would be additive. We welcome disclosures that explain how the board considered different skills,","page_number":162,"box":{"x":89,"y":494,"width":787,"height":12}},{"id":"50420730-4d11-448a-af1e-380f950e6ada","block_type":"box","text":"backgrounds and experience to ensure the directors collectively can be effective in fulfilling their responsibilities. We assess a","page_number":162,"box":{"x":89,"y":509,"width":872,"height":12}},{"id":"f788a8d6-1812-459e-9885-033b32a3b8ca","block_type":"box","text":"company’s board composition against that of its peer group and local market requirements.","page_number":162,"box":{"x":89,"y":524,"width":642,"height":12}},{"id":"ef493cd5-db58-42ae-b56e-0067ae5da4ac","block_type":"box","text":"Shareholders periodically vote to elect, remove and nominate directors to serve on the board. We may vote against the","page_number":162,"box":{"x":88,"y":550,"width":829,"height":13}},{"id":"c6d3c2a1-48f6-47a9-aa96-ae4d54a7769e","block_type":"box","text":"election of the most senior independent director, or the chair of the relevant committee, where a company has not","page_number":162,"box":{"x":89,"y":565,"width":800,"height":13}},{"id":"2580b941-6d0b-4476-a934-00704bc8288f","block_type":"box","text":"demonstrated it has an appointment process that results in a high functioning board with the appropriate complement of","page_number":162,"box":{"x":89,"y":581,"width":853,"height":12}},{"id":"9231d35a-032b-4e59-87b1-3aba4ad6c4ea","block_type":"box","text":"skills, backgrounds and experience amongst the directors to support strong financial performance over time. We may vote","page_number":162,"box":{"x":89,"y":596,"width":856,"height":12}},{"id":"b33b5b55-488a-43ef-ac7d-f4b9a90099e4","block_type":"box","text":"against newly nominated directors who do not seem to have the appropriate skills or experience to contribute to the board’s","page_number":162,"box":{"x":89,"y":611,"width":871,"height":12}},{"id":"9f7c8ad6-0290-4eff-b4f1-81887f4835d5","block_type":"box","text":"effectiveness.","page_number":162,"box":{"x":89,"y":626,"width":92,"height":10}},{"id":"8203586c-580d-41ee-83c8-6c8d9debc654","block_type":"box","text":"Independence","page_number":162,"box":{"x":106,"y":652,"width":101,"height":13}},{"id":"70b37848-090c-4b5a-8a1f-a273712a3a79","block_type":"box","text":"Director independence from management, significant shareholders or other stakeholders (e.g., government or employees) is","page_number":162,"box":{"x":89,"y":679,"width":871,"height":12}},{"id":"f0663fd4-10cc-4b41-97cc-3c53214ccab8","block_type":"box","text":"of paramount importance to the protection of the interests of minority shareholders such as BlackRock’s clients. At least half","page_number":162,"box":{"x":89,"y":694,"width":874,"height":12}},{"id":"adc989b1-27da-4a1c-94c2-7b5cd26b72c1","block_type":"box","text":"of the directors should be independent and free from conflicts of interest or undue influence","page_number":162,"box":{"x":89,"y":709,"width":646,"height":12}},{"id":"f279ba8a-8430-4412-9a21-54823878e6b4","block_type":"box","text":"(3)","page_number":162,"box":{"x":736,"y":707,"width":14,"height":8}},{"id":"3724c6b3-4eda-42ad-9518-dbbfede0cc69","block_type":"box","text":". This ensures sufficient","page_number":162,"box":{"x":752,"y":709,"width":164,"height":10}},{"id":"b757d200-e32a-4508-9abe-428602f8cd57","block_type":"box","text":"independent directors to have appropriately independent board committees. Companies domiciled in markets with a higher","page_number":162,"box":{"x":89,"y":724,"width":866,"height":13}},{"id":"30567c75-7e5c-4c94-aaec-918af05e4d33","block_type":"box","text":"threshold for board independence should meet those requirements.","page_number":162,"box":{"x":88,"y":739,"width":474,"height":13}},{"id":"5e8c3686-182d-4bc1-b570-44f0aa78f0ef","block_type":"box","text":"(2) See the Corporate Governance Codes of Germany, Japan, and the UK, as well as the corporate governance principles of the US Business Roundtable as","page_number":162,"box":{"x":89,"y":803,"width":871,"height":10}},{"id":"f4d4ca42-379a-47d9-9277-5fb22cac050c","block_type":"box","text":"examples.","page_number":162,"box":{"x":121,"y":816,"width":55,"height":9}},{"id":"493beea6-a117-4058-9e84-98b0561a8a4a","block_type":"box","text":"(3) Common impediments to independence may include but are not limited to: current or recent employment at the company or a subsidiary; being, or","page_number":162,"box":{"x":89,"y":831,"width":860,"height":10}},{"id":"c86b9339-4514-44b5-8383-b58c3ff56169","block_type":"box","text":"representing, a shareholder with a substantial shareholding in the company; interlocking directorships; lengthy tenure, and having any other inte","page_number":162,"box":{"x":121,"y":843,"width":809,"height":10}},{"id":"628e71da-e6e3-46ab-b003-cb42e7e6d7e0","block_type":"box","text":"rest,","page_number":162,"box":{"x":931,"y":844,"width":23,"height":8}},{"id":"19fd065e-28cb-4571-933d-0342a5b39847","block_type":"box","text":"business, or other relationship which could, or could reasonably be perceived to, materially interfere with a director’s ability to act in the best in","page_number":162,"box":{"x":121,"y":856,"width":800,"height":10}},{"id":"6a6cf912-3f59-4c6c-bd8a-4ebcb10cdae6","block_type":"box","text":"terests","page_number":162,"box":{"x":922,"y":857,"width":37,"height":7}},{"id":"1e36c58b-b0ed-4138-8cf7-1c9f82bdc68b","block_type":"box","text":"of the company and shareholders.","page_number":162,"box":{"x":121,"y":868,"width":190,"height":10}},{"id":"fd1e2647-f82c-4e66-b33c-365c90fd2d82","block_type":"box","text":"A-6","page_number":162,"box":{"x":515,"y":894,"width":26,"height":9}},{"id":"c6a30123-9c45-4b56-96c1-54f19a997db5","block_type":"box","text":"We may vote against the election of non-independent directors if the board does not have a sufficient balance of","page_number":163,"box":{"x":88,"y":44,"width":789,"height":12}},{"id":"170a2541-ae8b-4a19-96fc-f10253d754c1","block_type":"box","text":"independence. We may also vote against the election of the chair of the committee responsible for board composition if this","page_number":163,"box":{"x":89,"y":59,"width":867,"height":12}},{"id":"9f5f9f7c-5c15-4162-8d95-392f5a91c79f","block_type":"box","text":"is a perennial issue.","page_number":163,"box":{"x":89,"y":74,"width":134,"height":12}},{"id":"5c371a19-e1c2-463d-a5fb-4f50996e2038","block_type":"box","text":"Independent board leadership","page_number":163,"box":{"x":106,"y":101,"width":216,"height":12}},{"id":"6eacce85-29fe-4c69-a3ee-d9e9eef89f3d","block_type":"box","text":"Practices across markets differ, as do board structures, but we observe two main approaches to independent board","page_number":163,"box":{"x":89,"y":127,"width":804,"height":12}},{"id":"3078d244-2654-4c2b-bf81-c736801438ab","block_type":"box","text":"leadership. One is a non-executive, independent chair of the board who is responsible for leading the board in the effective","page_number":163,"box":{"x":89,"y":142,"width":856,"height":12}},{"id":"d7e75548-7406-44b7-b6e4-70d26b0d7738","block_type":"box","text":"exercise of its duties. The other is a lead or senior independent director, who is responsible for coordinating with the other","page_number":163,"box":{"x":89,"y":157,"width":853,"height":13}},{"id":"ad8c3afc-caaa-43c3-ba76-47336b33f421","block_type":"box","text":"non-executive directors and working closely with the executive chair on the board agenda and other board procedures. In","page_number":163,"box":{"x":89,"y":172,"width":851,"height":13}},{"id":"4f2f30e8-d272-44bc-8de1-6a05d37919f1","block_type":"box","text":"this case, the executive chair and the lead independent director work together to ensure the board is effectively fulfilling its","page_number":163,"box":{"x":88,"y":188,"width":858,"height":12}},{"id":"23c0ec9e-fe6b-4c7c-9a13-9b17ad944bd6","block_type":"box","text":"responsibilities. In our view, the independent leader of the board, and/or the chair of a relevant committee, should be","page_number":163,"box":{"x":89,"y":203,"width":819,"height":12}},{"id":"1283e3d8-483e-460c-b975-428b9881db12","block_type":"box","text":"available to investors to discuss board governance matters such as CEO succession, executive pay, and board performance.","page_number":163,"box":{"x":89,"y":218,"width":860,"height":12}},{"id":"a727cb18-4c78-4e44-a2c2-75301feb2ee4","block_type":"box","text":"We look to boards to explain their independent board leadership model and how it serves the interests of shareholders.","page_number":163,"box":{"x":88,"y":233,"width":832,"height":12}},{"id":"38fdc65c-6131-4614-b583-f3d606bb4893","block_type":"box","text":"We may vote against the election of the chair of the committee responsible for board composition if there is not an identified","page_number":163,"box":{"x":88,"y":259,"width":873,"height":13}},{"id":"c7fb8606-c62c-4f41-936b-84d69f8efa4a","block_type":"box","text":"independent leader of the board with clear responsibilities for board performance. We may vote against the most senior","page_number":163,"box":{"x":89,"y":274,"width":837,"height":13}},{"id":"d81b444c-e6eb-47f1-a06e-56d83b9ce50a","block_type":"box","text":"independent director if the board has a policy of not engaging with shareholders.","page_number":163,"box":{"x":89,"y":290,"width":566,"height":12}},{"id":"9f14762a-2109-4659-b8f6-21794e79680a","block_type":"box","text":"Tenure and succession","page_number":163,"box":{"x":104,"y":316,"width":165,"height":10}},{"id":"91c1ac36-62cf-4103-9a66-3d29d2afaea0","block_type":"box","text":"Boards should establish the length of time a director would normally be expected to serve, in line with market norms where","page_number":163,"box":{"x":89,"y":342,"width":863,"height":13}},{"id":"d3994890-c728-492c-aa96-a3390e2fb572","block_type":"box","text":"those exist. In such markets, we find it helpful when companies disclose their approach to director tenure particularly around","page_number":163,"box":{"x":88,"y":358,"width":875,"height":12}},{"id":"7f64e678-2126-498a-872e-11136601e1ef","block_type":"box","text":"the contributions of directors who have served for longer periods than provided for in local practices. In our experience, long","page_number":163,"box":{"x":88,"y":373,"width":877,"height":12}},{"id":"e32c5123-06af-433e-a19b-1a1e84918230","block_type":"box","text":"serving directors could become less independent given their relationship with management and involvement in past board","page_number":163,"box":{"x":89,"y":388,"width":857,"height":12}},{"id":"9fc0b2d3-f110-4b16-ac83-17653ef1ee62","block_type":"box","text":"decisions.","page_number":163,"box":{"x":89,"y":403,"width":67,"height":10}},{"id":"5376b70d-164c-4027-895e-a83eb4d59003","block_type":"box","text":"Succession planning for board roles helps achieve the appropriate cadence of turnover that balances renewal through the","page_number":163,"box":{"x":88,"y":429,"width":851,"height":13}},{"id":"7126fb8e-3f2d-449f-98c5-ba14b78c06e5","block_type":"box","text":"regular introduction of directors with fresh perspectives and expertise with continuity through the retention of directors with","page_number":163,"box":{"x":89,"y":445,"width":872,"height":12}},{"id":"13f30524-74b3-4f29-9a5d-caea85f36040","block_type":"box","text":"long-term knowledge of the board and company.","page_number":163,"box":{"x":89,"y":460,"width":343,"height":12}},{"id":"def774a9-0724-4442-ae73-4e1dd2a127ac","block_type":"box","text":"In markets where there is not specific director tenure guidance, we may vote against the election of the chair of the","page_number":163,"box":{"x":89,"y":486,"width":806,"height":12}},{"id":"a07ff383-1274-4a80-a0db-886121a0b7b6","block_type":"box","text":"committee responsible for board composition if there is not a clearly disclosed approach to director tenure and board","page_number":163,"box":{"x":89,"y":501,"width":820,"height":13}},{"id":"b4349022-ceac-4744-9615-1f5afd7f35e8","block_type":"box","text":"renewal. We may vote against the election of directors who have served for longer duration than typical in markets with","page_number":163,"box":{"x":89,"y":516,"width":836,"height":13}},{"id":"5628b6b8-14c7-4081-98c3-45bdc38850cb","block_type":"box","text":"specific guidance, where the case for their continued service is not evident.","page_number":163,"box":{"x":89,"y":531,"width":524,"height":13}},{"id":"7d035c7f-ba01-40ee-a4f9-e443fe2857ad","block_type":"box","text":"Capacity","page_number":163,"box":{"x":105,"y":558,"width":62,"height":12}},{"id":"ffcbff67-25ec-4b38-8a20-c1354945d1ef","block_type":"box","text":"To be effective and engaged, directors must commit appropriate time and energy to the role. A board should assess the","page_number":163,"box":{"x":88,"y":584,"width":836,"height":13}},{"id":"40ec76c3-88e9-4008-a585-d738a61aa279","block_type":"box","text":"ability of its members to maintain an appropriate focus on board matters and the company taking into consideration","page_number":163,"box":{"x":89,"y":599,"width":816,"height":13}},{"id":"dd51e900-b31b-4ef6-8e92-17baa43035cb","block_type":"box","text":"competing responsibilities. We recognize that board leadership roles vary across markets in responsibilities and required time","page_number":163,"box":{"x":89,"y":615,"width":873,"height":12}},{"id":"470f84ac-77b9-43d2-9459-8bb9accbbfb7","block_type":"box","text":"commitment but note that they are generally more intensive than a standard directorship. We will take local norms and","page_number":163,"box":{"x":89,"y":630,"width":833,"height":12}},{"id":"e4a37a9d-e431-4d49-bd94-6d14a7ab3238","block_type":"box","text":"practices into consideration when making our voting determinations across markets.","page_number":163,"box":{"x":89,"y":645,"width":594,"height":12}},{"id":"cde35e02-8093-4b85-b512-009c39d94426","block_type":"box","text":"We may vote against the election of directors who do not seem to have sufficient capacity to effectively fulfil their duties to","page_number":163,"box":{"x":88,"y":671,"width":859,"height":13}},{"id":"74a1c62c-9fd1-47bb-903f-e17ac2bdc542","block_type":"box","text":"the board and company.","page_number":163,"box":{"x":88,"y":686,"width":169,"height":13}},{"id":"3ed1b9cf-ca14-4b1e-a56a-de8c1a824edd","block_type":"box","text":"Director elections","page_number":163,"box":{"x":106,"y":713,"width":126,"height":10}},{"id":"0bc93956-673a-49c4-9222-c6aa1432d375","block_type":"box","text":"In support of director accountability to shareholders, directors should stand for election on a regular basis, ideally annually. A","page_number":163,"box":{"x":89,"y":739,"width":874,"height":13}},{"id":"5bea8614-b165-4039-a11c-d339e1c139fa","block_type":"box","text":"classified board structure may be justified by a company when it needs consistency and stability during a time of transition,","page_number":163,"box":{"x":89,"y":754,"width":862,"height":13}},{"id":"6e0e5f58-1edf-4a82-8e73-50a70fc70d2d","block_type":"box","text":"or on the basis of its business model, e.g., a non-operating company such as closed-end funds.","page_number":163,"box":{"x":89,"y":770,"width":664,"height":12}},{"id":"ccac2a94-2e11-4c91-ac9a-c60ebccab85c","block_type":"box","text":"Shareholders should have the opportunity to evaluate nominated directors individually rather than in bundled slates. We look","page_number":163,"box":{"x":88,"y":796,"width":876,"height":12}},{"id":"cae1916f-3d1b-4818-9b27-cb6ddb9cd643","block_type":"box","text":"to companies to provide sufficient information on each director standing for election so that shareholders can assess their","page_number":163,"box":{"x":88,"y":811,"width":856,"height":12}},{"id":"d435709b-2f8b-4c32-ae21-fb632a1e9530","block_type":"box","text":"capabilities and suitability. We will not support the election of directors whose names and biographical details have not been","page_number":163,"box":{"x":89,"y":826,"width":869,"height":13}},{"id":"ae3cc0b2-a30c-448f-b84b-7d5b05edcc95","block_type":"box","text":"disclosed sufficiently in advance of the shareholder meeting.","page_number":163,"box":{"x":89,"y":841,"width":422,"height":13}},{"id":"88c5e708-6210-46bd-9c53-27d8615ad626","block_type":"box","text":"A-7","page_number":163,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"117aa7a4-2c3e-4ed1-aed4-5d8f19645cd5","block_type":"box","text":"Each director’s appointment should be dependent on receiving a simple majority of the votes cast at the shareholder","page_number":164,"box":{"x":89,"y":44,"width":817,"height":12}},{"id":"1308b735-b6a6-48bf-bc7f-386f387667ac","block_type":"box","text":"meeting. Where a company’s practices differ, we look to the board to provide a detailed explanation as to how its approach","page_number":164,"box":{"x":89,"y":59,"width":858,"height":12}},{"id":"cfc283f5-d5fa-4cb6-9e66-21d749b13bfc","block_type":"box","text":"best serves investors’ interests.","page_number":164,"box":{"x":89,"y":74,"width":215,"height":10}},{"id":"0855fd36-e23b-4ce6-bf5c-d7fc13c05914","block_type":"box","text":"We may vote for shareholder or management proposals seeking to establish annual election of directors and/or a simple","page_number":164,"box":{"x":88,"y":101,"width":846,"height":12}},{"id":"8d65d70c-d794-4230-a59c-807153f4ef5d","block_type":"box","text":"majority vote standard for director elections. We may vote against all the directors standing for election as part of a single","page_number":164,"box":{"x":89,"y":116,"width":849,"height":12}},{"id":"96141a79-a087-4666-b3d1-5b77de95bfc6","block_type":"box","text":"slate if we have concerns about the profile or performance of an individual director.","page_number":164,"box":{"x":89,"y":131,"width":581,"height":12}},{"id":"059ca5dc-e046-4a28-a8f3-f6c314e94f73","block_type":"box","text":"Committees","page_number":164,"box":{"x":105,"y":158,"width":86,"height":9}},{"id":"76575e5d-39eb-483e-ae73-b3e0017dc6d2","block_type":"box","text":"Many boards establish committees to focus on specific responsibilities of the board such as audit and risk, governance and","page_number":164,"box":{"x":89,"y":184,"width":859,"height":12}},{"id":"0e889642-2cfd-4796-8726-f19292c00012","block_type":"box","text":"human capital, and executive compensation, amongst other matters. We do not prescribe to companies what committees","page_number":164,"box":{"x":89,"y":199,"width":855,"height":12}},{"id":"2061f467-dadc-491b-9ec1-6e434a7f9852","block_type":"box","text":"they should establish but we seek to understand the board’s rationale for the committee structure it determines is","page_number":164,"box":{"x":88,"y":214,"width":798,"height":12}},{"id":"0ab0ed28-6aa3-4f66-a91c-8043bb5646d6","block_type":"box","text":"appropriate. We note that, in some markets, regulation requires such committees. The responsibilities of each committee","page_number":164,"box":{"x":89,"y":229,"width":847,"height":12}},{"id":"bd3f2f92-76aa-4926-9196-65fd70c46223","block_type":"box","text":"should be clear, and the board should ensure that all critical matters are assigned either to the full board or to one of the","page_number":164,"box":{"x":89,"y":244,"width":840,"height":13}},{"id":"a2e8c115-8a3e-41a3-bd54-e983675e5f62","block_type":"box","text":"committees. The board should disclose to shareholders the structure, membership, proportion of independent directors, and","page_number":164,"box":{"x":89,"y":259,"width":872,"height":13}},{"id":"9b3ca227-da26-44b0-a5a8-6d6e8913ac81","block_type":"box","text":"responsibilities of each committee. The responsibilities we typically see assigned to the three most common committees","page_number":164,"box":{"x":89,"y":274,"width":843,"height":13}},{"id":"91328bfd-af13-4088-9ab9-19446ad42228","block_type":"box","text":"include:","page_number":164,"box":{"x":89,"y":290,"width":53,"height":9}},{"id":"cd8bb205-b177-4378-9b7e-51fa36830808","block_type":"box","text":"• Audit and risk – oversight responsibilities for the integrity of financial reporting, risk management and compliance","page_number":164,"box":{"x":121,"y":310,"width":830,"height":12}},{"id":"2cd4211a-4480-4b41-b084-79aa52835468","block_type":"box","text":"with legal and regulatory requirements; may also play an oversight role in relation to the internal audit function and","page_number":164,"box":{"x":153,"y":325,"width":807,"height":12}},{"id":"8b5f712c-2ec6-4041-a931-dae897ddca7c","block_type":"box","text":"whistleblowing mechanisms.","page_number":164,"box":{"x":153,"y":340,"width":203,"height":12}},{"id":"d8ce3916-75c9-494d-a129-bfa140a8647c","block_type":"box","text":"• Nominating, governance and human capital – ensures appropriate corporate governance principles and practices","page_number":164,"box":{"x":121,"y":360,"width":826,"height":12}},{"id":"b3cfed47-8663-40be-9ca2-13cd0bffd6c7","block_type":"box","text":"including the periodic review of board performance; responsible for succession planning for CEO and key board","page_number":164,"box":{"x":154,"y":375,"width":779,"height":13}},{"id":"e5e61c80-8aa1-482d-9d37-586b4d19cfc3","block_type":"box","text":"roles, as well as the director appointment process; may also have oversight responsibilities for human capital","page_number":164,"box":{"x":154,"y":390,"width":759,"height":13}},{"id":"21058ce5-507d-4f07-8ffe-ce9d5a3ab8af","block_type":"box","text":"management strategies including corporate culture and purpose.","page_number":164,"box":{"x":154,"y":405,"width":456,"height":13}},{"id":"dd4cae94-04aa-4e95-bb91-0a6fdb497cb5","block_type":"box","text":"• Executive compensation – determines the compensation policies and programs for the CEO and other executive","page_number":164,"box":{"x":121,"y":426,"width":817,"height":12}},{"id":"9cf5cdd6-1852-44ab-97db-bf60a3030419","block_type":"box","text":"officers, approves annual awards and payments under the policies; may also have oversight responsibilities for firm","page_number":164,"box":{"x":154,"y":441,"width":808,"height":12}},{"id":"b5a74312-9347-4b68-9221-6f08ddaa2140","block_type":"box","text":"wide compensation policies.","page_number":164,"box":{"x":153,"y":456,"width":199,"height":12}},{"id":"29c6d685-ffbb-42d2-b400-7eb8ea0909d6","block_type":"box","text":"We may vote against the election of the chair of the committee or other directors serving as committee members to convey","page_number":164,"box":{"x":88,"y":482,"width":866,"height":13}},{"id":"dfebddde-a46f-4920-b478-c56473c9ae75","block_type":"box","text":"our concerns and provide feedback on how a committee has undertaken its responsibilities. We may vote against the election","page_number":164,"box":{"x":89,"y":497,"width":877,"height":13}},{"id":"72d41661-6f3c-49e3-afd7-7a810aca088a","block_type":"box","text":"of the most senior non-executive director if there is not a clearly disclosed approach to board committees.","page_number":164,"box":{"x":89,"y":513,"width":742,"height":12}},{"id":"589609a4-486b-4d11-9ace-bb155bcf8fb7","block_type":"box","text":"Board and director evaluation","page_number":164,"box":{"x":106,"y":539,"width":212,"height":10}},{"id":"49fa41a1-2f14-43c9-8e01-5c9098af801d","block_type":"box","text":"We consider it best practice for companies to conduct an annual review of the performance of the board, the committees,","page_number":164,"box":{"x":88,"y":565,"width":853,"height":13}},{"id":"2772ef18-b274-48a5-a5e2-34ab16611d5e","block_type":"box","text":"the chair and individual directors. Periodically, this review could be undertaken by an independent third party able to bring","page_number":164,"box":{"x":88,"y":581,"width":853,"height":12}},{"id":"72b44104-8a7c-467a-90ec-a0fee3730c6c","block_type":"box","text":"objective perspectives to the board on governance and performance. We encourage companies to disclose their approach to","page_number":164,"box":{"x":89,"y":596,"width":871,"height":12}},{"id":"af1a49c1-0bbc-4d97-bbb2-1a8eda880956","block_type":"box","text":"and objectives of evaluations, including any changes made to the board’s approach as a result.","page_number":164,"box":{"x":89,"y":611,"width":661,"height":12}},{"id":"37b4b271-426a-4153-a9fa-5cbfed74b6a8","block_type":"box","text":"Access to independent advice","page_number":164,"box":{"x":104,"y":637,"width":216,"height":13}},{"id":"5dede179-48c2-4e9b-a46b-07607691dc77","block_type":"box","text":"To support the directors in effectively fulfilling their duties to the company and shareholders, they should have access to","page_number":164,"box":{"x":88,"y":664,"width":840,"height":12}},{"id":"0ca1a90f-29fc-4a6a-a08d-0d393155567f","block_type":"box","text":"independent advice. When circumstances warrant, boards should be able to retain independent third parties to advise on","page_number":164,"box":{"x":89,"y":679,"width":846,"height":12}},{"id":"a6485888-2fb9-45b8-a842-13b65f2c1d3e","block_type":"box","text":"critical matters. These might include new industry developments such as emergent and disruptive technology, operating","page_number":164,"box":{"x":89,"y":694,"width":843,"height":12}},{"id":"efac41f1-5f44-46f9-9afd-415c0597f806","block_type":"box","text":"events with material consequences for the company’s reputation and/or performance, or significant transactions. Board","page_number":164,"box":{"x":89,"y":709,"width":841,"height":12}},{"id":"fb19fc6c-022e-460b-bcf5-cc2e785f4525","block_type":"box","text":"committees may similarly retain third parties to advise them on specialist matters such as audit, compensation and","page_number":164,"box":{"x":89,"y":724,"width":805,"height":13}},{"id":"369fd7dd-2de7-4837-b86e-735077d0dfa2","block_type":"box","text":"succession planning.","page_number":164,"box":{"x":89,"y":739,"width":145,"height":13}},{"id":"e09ea295-038c-4c08-9a3d-23d640ca7398","block_type":"box","text":"Executive compensation","page_number":164,"box":{"x":89,"y":766,"width":174,"height":12}},{"id":"641e6295-7adf-4217-bb27-2624fbacf4e6","block_type":"box","text":"Boards should establish compensation arrangements that enable the company to recruit, retain and reward the caliber of","page_number":164,"box":{"x":89,"y":792,"width":848,"height":13}},{"id":"691a7534-1eea-4e8c-88dc-7ae1d0d30472","block_type":"box","text":"executive management necessary to lead and operate the company to deliver superior financial returns over time. We focus","page_number":164,"box":{"x":89,"y":807,"width":864,"height":13}},{"id":"8e193186-ab9c-4f8d-95bd-4991681acadb","block_type":"box","text":"on alignment between variable pay and a company’s financial performance.","page_number":164,"box":{"x":89,"y":822,"width":529,"height":13}},{"id":"f7cd7b9f-fbcf-4de2-99da-a07ffdc88459","block_type":"box","text":"Generally, executive compensation arrangements have four components: base salary, annual bonus that rewards","page_number":164,"box":{"x":89,"y":849,"width":787,"height":12}},{"id":"6dda386a-284a-43c9-8a32-31fa0ab3739d","block_type":"box","text":"performance against short-term metrics, share-based incentives that reward performance against long-term metrics, and","page_number":164,"box":{"x":89,"y":864,"width":851,"height":12}},{"id":"50a121e9-183a-4270-8ccc-8c297420dfa4","block_type":"box","text":"A-8","page_number":164,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"d1842eb6-44d5-4336-9e33-f5b2292641b9","block_type":"box","text":"pensions and benefits. In our observation, base salary, pensions and benefits are largely set relative to market norms and","page_number":165,"box":{"x":89,"y":44,"width":842,"height":12}},{"id":"2644803f-58f1-48c1-84dc-24ff248e6f9d","block_type":"box","text":"benchmarks. The annual bonus and share-based incentive, or variable pay plans, tend to be tailored to the company, its","page_number":165,"box":{"x":89,"y":59,"width":834,"height":12}},{"id":"882f2226-4faa-4b91-9c69-d2f5c9078b33","block_type":"box","text":"sector and long-term strategy, as well as the individuals the board is seeking to recruit and motivate.","page_number":165,"box":{"x":89,"y":74,"width":701,"height":12}},{"id":"0b795b86-e6ab-4228-8c4b-17545bc80457","block_type":"box","text":"Recognizing the unique circumstances of each company, we determine whether to support a company’s approach to","page_number":165,"box":{"x":89,"y":101,"width":819,"height":12}},{"id":"89c9ab1f-1b36-492a-9f54-cdab0644b67b","block_type":"box","text":"executive compensation on a case-by-case basis. We rely on companies providing sufficient quantitative and qualitative","page_number":165,"box":{"x":89,"y":116,"width":836,"height":12}},{"id":"69ac9556-0fff-46cc-8fa5-3e9bb763ef67","block_type":"box","text":"information in their disclosures to enable shareholders to understand the compensation arrangements and assess the","page_number":165,"box":{"x":89,"y":131,"width":825,"height":12}},{"id":"088cf350-bbfa-4a25-922c-a1290f22b933","block_type":"box","text":"alignment with investors’ interests. Features we look for in compensation arrangements include:","page_number":165,"box":{"x":89,"y":146,"width":673,"height":12}},{"id":"fddac371-24aa-48c9-8b89-70ebc888a479","block_type":"box","text":"• Fixed pay components, including base salary, benefits and prerequisites that are appropriate in the context of the","page_number":165,"box":{"x":121,"y":166,"width":823,"height":12}},{"id":"d4ba046c-5348-4204-8493-2585b173ce7c","block_type":"box","text":"company’s size, sector and market.","page_number":165,"box":{"x":154,"y":181,"width":244,"height":13}},{"id":"97781f10-b15b-433b-aeee-de17f2ae9283","block_type":"box","text":"• Variable pay subject to performance metrics that are closely linked to the company’s short- and long-term strategic","page_number":165,"box":{"x":121,"y":201,"width":840,"height":13}},{"id":"a77129c6-ba55-4ce5-8405-3edd8c198521","block_type":"box","text":"objectives.","page_number":165,"box":{"x":154,"y":216,"width":72,"height":13}},{"id":"e8863273-fc34-44e8-8834-cb7033dcb8db","block_type":"box","text":"• Long-term incentives that motivate sustained performance across a multi-year period.","page_number":165,"box":{"x":121,"y":237,"width":637,"height":12}},{"id":"a4eec673-e0bc-4bb4-a857-e6d3e8ee5fef","block_type":"box","text":"• A balance between fixed and variable pay, short- and long-term incentives, and specific instruments (cash and","page_number":165,"box":{"x":121,"y":257,"width":805,"height":12}},{"id":"7d631295-7c8d-46a0-93b1-e646bf87f8c4","block_type":"box","text":"equity awards) that promotes pay program durability and seldom necessitates one-off, discretionary payments.","page_number":165,"box":{"x":154,"y":272,"width":778,"height":12}},{"id":"aee63f58-3cd9-4060-9378-00b7bf1cf045","block_type":"box","text":"• Outcomes that are consistent with the returns to investors over the relevant time period.","page_number":165,"box":{"x":121,"y":292,"width":651,"height":12}},{"id":"2d3a72a2-a1a1-4042-b7df-06b7f9e91800","block_type":"box","text":"• Board discretion, if allowed within the variable pay arrangements, to be used sparingly, responsibly and","page_number":165,"box":{"x":121,"y":312,"width":752,"height":13}},{"id":"05e2bad3-1239-47d6-84b6-ef182679d6c4","block_type":"box","text":"transparently.","page_number":165,"box":{"x":153,"y":327,"width":94,"height":13}},{"id":"18fb934b-808d-44f6-92f2-88a861fe294a","block_type":"box","text":"• A requirement, that participants in long-term share-based incentive plans build a meaningful shareholding in the","page_number":165,"box":{"x":121,"y":348,"width":822,"height":12}},{"id":"acf3db52-de25-460f-862e-342474995133","block_type":"box","text":"company within a defined time period, as determined by the board.","page_number":165,"box":{"x":154,"y":363,"width":470,"height":12}},{"id":"f494bb9c-45e7-4ac1-a172-281ddd7952b1","block_type":"box","text":"• Change of control provisions that appropriately balance the interests of executives and shareholders.","page_number":165,"box":{"x":121,"y":383,"width":737,"height":12}},{"id":"241e3e73-3c9b-4bf2-8f11-0dfcb64c181e","block_type":"box","text":"• Clawback or malus provisions that allow the company to recoup or hold back variable compensation from","page_number":165,"box":{"x":121,"y":403,"width":774,"height":12}},{"id":"4984fa63-a70a-458f-941a-8f1346ae3748","block_type":"box","text":"individuals whose awards were based on fraudulent activities, misstated financial reports, or executive misconduct.","page_number":165,"box":{"x":154,"y":418,"width":805,"height":12}},{"id":"3fe8c354-04b7-491c-bb3b-ed78656cd67c","block_type":"box","text":"• Severance arrangements that protect the company’s interests but do not cost more than is contractual.","page_number":165,"box":{"x":121,"y":438,"width":756,"height":13}},{"id":"6f006aeb-40c2-45a1-be25-be2d7af610c4","block_type":"box","text":"We may vote against proposals to introduce new share-based incentives, approve existing policies or plans, or approve the","page_number":165,"box":{"x":88,"y":465,"width":857,"height":12}},{"id":"67058e04-4f20-47d5-87c7-67c83101ec0e","block_type":"box","text":"compensation report where we do not see alignment between executive compensation arrangements and our clients’","page_number":165,"box":{"x":89,"y":480,"width":825,"height":12}},{"id":"0315bbc2-902f-4db0-9fad-558cb87ff68a","block_type":"box","text":"financial interests. When there is not an alternative, or where there have been multi-year issues with compensation","page_number":165,"box":{"x":88,"y":495,"width":804,"height":12}},{"id":"33598557-0ce3-4d3a-9875-c971786ff0f7","block_type":"box","text":"misaligned with performance, we may vote against the election of the chair of the responsible committee, or the most senior","page_number":165,"box":{"x":89,"y":510,"width":874,"height":12}},{"id":"b78db4d6-7bb8-4a7e-a5a7-53ca50ae5044","block_type":"box","text":"independent director.","page_number":165,"box":{"x":89,"y":525,"width":148,"height":12}},{"id":"c9b32a91-6b3c-4a3b-943e-03028ddcbca5","block_type":"box","text":"Non-executive director compensation","page_number":165,"box":{"x":89,"y":552,"width":272,"height":12}},{"id":"a98af743-5880-4cd5-92e5-fc77eb0e66d4","block_type":"box","text":"Companies generally pay non-executive directors an annual retainer or fee in cash, shares or a combination of the two. Some","page_number":165,"box":{"x":89,"y":578,"width":875,"height":12}},{"id":"0c26cd29-ddfe-410d-8871-5c6261393645","block_type":"box","text":"companies also pay additional fees for service on board committees or in board leadership roles. We do not support non","page_number":165,"box":{"x":89,"y":593,"width":845,"height":13}},{"id":"0dfaf464-f3e5-4590-a92f-c418c6625464","block_type":"box","text":"executive directors participating in performance-based incentive plans as doing so may create a conflict of interest and","page_number":165,"box":{"x":89,"y":608,"width":832,"height":13}},{"id":"1678000a-ed3e-4ee2-a17e-6a77da434b52","block_type":"box","text":"undermine their independence from management, whom they oversee.","page_number":165,"box":{"x":89,"y":623,"width":501,"height":13}},{"id":"1fa34144-02ee-494e-9fcf-27ed58768ea6","block_type":"box","text":"Capital structure","page_number":165,"box":{"x":89,"y":650,"width":119,"height":12}},{"id":"b5270ee4-ab4e-4815-bdd4-d8068db8a384","block_type":"box","text":"Boards are responsible for ensuring senior executive leadership has established a capital strategy that achieves appropriate","page_number":165,"box":{"x":89,"y":676,"width":859,"height":13}},{"id":"c8cfe1e0-b31b-41d3-99d6-174f1eaf1995","block_type":"box","text":"capital allocation and management in support of long-term financial resilience.","page_number":165,"box":{"x":89,"y":691,"width":553,"height":13}},{"id":"c73ec317-41e0-405f-bc79-e98dfbfd76c9","block_type":"box","text":"Where company practices diverge from those set out below, we look for companies to disclose why they view these practices","page_number":165,"box":{"x":88,"y":718,"width":876,"height":12}},{"id":"b087776a-3b7b-48a7-9aec-59420c6e9b9c","block_type":"box","text":"to be aligned with shareholders’ interests. We may vote against management proposals seeking capital-related authorities or","page_number":165,"box":{"x":88,"y":733,"width":875,"height":12}},{"id":"553a9f90-d7d9-4ec4-9b56-0eea1915ff5f","block_type":"box","text":"the election of the most senior independent director if we have concerns about a company’s approach. We may also support","page_number":165,"box":{"x":88,"y":748,"width":873,"height":12}},{"id":"5876bc4a-6947-417c-8fa2-04c92a656d74","block_type":"box","text":"a shareholder proposal seeking conversion of shares with differentiated voting rights to a one-share, one-vote standard.","page_number":165,"box":{"x":89,"y":763,"width":838,"height":13}},{"id":"531f563a-a080-471b-baeb-cfcc357a5d38","block_type":"box","text":"Share issuance","page_number":165,"box":{"x":105,"y":790,"width":107,"height":9}},{"id":"2a5a21f0-bc47-436f-956e-cfde7b259472","block_type":"box","text":"We assess requests for share issuance for particular transactions on a case-by-case basis. We will generally support","page_number":165,"box":{"x":88,"y":816,"width":807,"height":13}},{"id":"8bb3ae52-4ad8-454b-845c-ad56932b03d6","block_type":"box","text":"authorities to issue shares when subject to pre-emptive rights, and up to 20% absent pre-emptive rights. Companies should","page_number":165,"box":{"x":89,"y":831,"width":868,"height":13}},{"id":"c2eca55f-0f6f-4b74-93e4-531ff6a60cdc","block_type":"box","text":"seek regular approval of these authorities to allow shareholders to take into consideration how prior authorities were used, as","page_number":165,"box":{"x":89,"y":846,"width":877,"height":13}},{"id":"24fbcc77-08e3-459f-b416-2354d5079e2a","block_type":"box","text":"well as the current circumstances of the company and the market environment.","page_number":165,"box":{"x":88,"y":862,"width":558,"height":12}},{"id":"231937ca-843d-479a-8713-bab2c0b7b997","block_type":"box","text":"A-9","page_number":165,"box":{"x":515,"y":894,"width":25,"height":9}},{"id":"3f8e55bb-5dc1-48b5-a530-0f2b19684991","block_type":"box","text":"Share buybacks","page_number":166,"box":{"x":105,"y":44,"width":113,"height":12}},{"id":"2d99107c-fb10-4272-b055-e02dd6875dc2","block_type":"box","text":"We assess share buyback proposals in the context of the company’s disclosed capital management strategy and","page_number":166,"box":{"x":88,"y":70,"width":786,"height":13}},{"id":"3ea406b7-5554-4a6b-8151-2b657b265fb1","block_type":"box","text":"management’s determination of the appropriate balance between investment that supports the long-term growth of the","page_number":166,"box":{"x":89,"y":85,"width":844,"height":13}},{"id":"2b89c87b-ab4c-4416-b1b7-52f0490b45ca","block_type":"box","text":"company and returning cash to investors. We also take into consideration the effect of a buyback program on the company’s","page_number":166,"box":{"x":89,"y":101,"width":872,"height":12}},{"id":"2f1db8ab-c21f-4de1-9928-c69ed47b3eae","block_type":"box","text":"balance sheet and executive compensation arrangements and the price at which shares are repurchased relative to market","page_number":166,"box":{"x":89,"y":116,"width":858,"height":12}},{"id":"c07653ab-6a0f-47f1-b2f5-799a103018f2","block_type":"box","text":"price. Companies should seek regular approval of these authorities to allow shareholders to take into consideration how prior","page_number":166,"box":{"x":89,"y":131,"width":876,"height":12}},{"id":"ee97c6ff-5b8f-4506-b4e8-ce6f956df4a2","block_type":"box","text":"authorities were used, as well as the current circumstances of the company and the market environment.","page_number":166,"box":{"x":89,"y":146,"width":735,"height":12}},{"id":"bdbc1405-9fba-4402-9b60-0edab87b79e5","block_type":"box","text":"We would normally expect companies to cancel repurchased shares. If a company plans to retain them as treasury shares,","page_number":166,"box":{"x":88,"y":172,"width":854,"height":13}},{"id":"882ac58e-f131-4df8-85cb-5b8acf5f00e1","block_type":"box","text":"management should provide a detailed rationale in the context of the disclosed capital management strategy.","page_number":166,"box":{"x":89,"y":188,"width":767,"height":12}},{"id":"e557a853-7b90-4dde-aa0b-10da1fae661d","block_type":"box","text":"Dividends","page_number":166,"box":{"x":106,"y":214,"width":70,"height":10}},{"id":"0e17e6ba-ba15-4173-96cf-31a994b5a288","block_type":"box","text":"We generally defer to management and the board on dividend policy but may engage to seek further clarification where a","page_number":166,"box":{"x":88,"y":240,"width":852,"height":13}},{"id":"cebb29e7-71a8-48aa-87ed-9b55db98214f","block_type":"box","text":"proposed dividend appears out of line with the company’s financial position.","page_number":166,"box":{"x":89,"y":256,"width":534,"height":12}},{"id":"41abc896-b7a7-45e8-a649-fe7c54724c18","block_type":"box","text":"Differentiated voting rights","page_number":166,"box":{"x":106,"y":282,"width":193,"height":12}},{"id":"1dc48d12-6b10-41ec-b183-c7c7eea6a66b","block_type":"box","text":"We prefer companies to adopt a one-share, one-vote structure for share classes with the same economic exposure. Certain","page_number":166,"box":{"x":88,"y":308,"width":862,"height":13}},{"id":"d8fa962b-d0a4-4fa5-9cce-65e0a205a160","block_type":"box","text":"companies, particularly those new to public markets, could make the case to adopt a differentiated voting rights structure, or","page_number":166,"box":{"x":89,"y":324,"width":875,"height":12}},{"id":"d3975aba-84ac-4e6d-ab8a-1c3126480d7f","block_type":"box","text":"dual class stock. In those situations, we encourage companies to evaluate and seek approval for their capital structure on a","page_number":166,"box":{"x":89,"y":339,"width":860,"height":12}},{"id":"03850059-270c-4a29-8a64-40774a0e9a6c","block_type":"box","text":"periodic basis.","page_number":166,"box":{"x":89,"y":354,"width":98,"height":12}},{"id":"dfda6247-1f1a-4c08-bf08-cfbed9b18225","block_type":"box","text":"Transactions and special situations","page_number":166,"box":{"x":88,"y":380,"width":253,"height":13}},{"id":"336cb307-c1a7-4932-aa5c-2cd531c2e247","block_type":"box","text":"We monitor developments in transactions and special situations closely and undertake our own detailed analyses of","page_number":166,"box":{"x":88,"y":407,"width":813,"height":12}},{"id":"cf2a4352-37cb-4007-b891-11604062a02a","block_type":"box","text":"proposals.","page_number":166,"box":{"x":89,"y":422,"width":70,"height":12}},{"id":"55b3e180-c5c9-4904-8d9d-b0d1a300d1e8","block_type":"box","text":"Mergers and acquisitions","page_number":166,"box":{"x":105,"y":448,"width":182,"height":13}},{"id":"5064c336-e857-4c20-895c-556e9a55bbcf","block_type":"box","text":"We evaluate proposed mergers or acquisitions by assessing the financial outcome for our clients as minority shareholders.","page_number":166,"box":{"x":88,"y":475,"width":856,"height":12}},{"id":"ba1a255b-22bf-4d98-b15b-7cf29e793c2f","block_type":"box","text":"Management should provide an assessment of the proposed transaction’s strategic and financial rationale, along with its","page_number":166,"box":{"x":89,"y":490,"width":846,"height":12}},{"id":"8e394e06-f488-4a32-8a86-55536c321190","block_type":"box","text":"execution and operational risks. We review each transaction independently based on these factors and the degree to which","page_number":166,"box":{"x":89,"y":505,"width":861,"height":12}},{"id":"2a5832df-9af6-4ac3-8047-ba818d6b5289","block_type":"box","text":"the transaction enhances shareholder value. The board should consider establishing an ad hoc transaction committee to","page_number":166,"box":{"x":88,"y":520,"width":845,"height":12}},{"id":"e2421609-34e8-4269-a59e-e5cf57a83256","block_type":"box","text":"undertake an independent assessment of a significant merger or acquisition, in advance of making its recommendation to","page_number":166,"box":{"x":89,"y":535,"width":855,"height":13}},{"id":"fe9e51d4-bc96-4500-93a5-5be8f5a56815","block_type":"box","text":"shareholders.","page_number":166,"box":{"x":89,"y":550,"width":93,"height":10}},{"id":"bf8594fd-d921-4a29-8d66-5ef714b35e1f","block_type":"box","text":"We will vote against transactions that, in our assessment, do not advance our clients’ financial interests.","page_number":166,"box":{"x":88,"y":577,"width":727,"height":12}},{"id":"e498876e-dec1-4e35-b7d5-879c2b858fc6","block_type":"box","text":"Anti-takeover defenses","page_number":166,"box":{"x":104,"y":603,"width":167,"height":10}},{"id":"c7d8425f-10fb-4ef4-9fa2-1e80766117e6","block_type":"box","text":"In principle, we do not support companies using anti-takeover defenses, also known as poison pills or shareholder rights","page_number":166,"box":{"x":89,"y":630,"width":842,"height":12}},{"id":"c3be3710-0e81-419d-abae-e30c4b157b36","block_type":"box","text":"plans, as they can entrench management and boards which have not delivered long-term shareholder value. By exception, a","page_number":166,"box":{"x":89,"y":645,"width":867,"height":12}},{"id":"848d6300-a0f2-45b1-a847-2f6ccbdcda64","block_type":"box","text":"poison pill may be supported if its purpose is to delay a takeover that is considered sub-optimal and enable management to","page_number":166,"box":{"x":89,"y":660,"width":865,"height":12}},{"id":"d0e9795b-b109-4c8c-a441-ea6f2f59891f","block_type":"box","text":"seek an improved offer. Similarly, management could make the case to use a poison pill to block a shareholder activism","page_number":166,"box":{"x":89,"y":675,"width":832,"height":12}},{"id":"32da4bfc-b31b-4fd2-9e94-a696a1696620","block_type":"box","text":"campaign that may be counter to the interests of other investors. Defense mechanisms introduced in these circumstances","page_number":166,"box":{"x":89,"y":690,"width":856,"height":13}},{"id":"1f4324d7-ce59-4dee-ade6-57fab0177fd8","block_type":"box","text":"should be limited in term and threshold, and also be closely monitored by the independent members of the board. We look","page_number":166,"box":{"x":89,"y":705,"width":859,"height":13}},{"id":"25dee99a-33f6-4c22-bbc2-815aece76abc","block_type":"box","text":"for a shareholder vote for any mechanisms expected to be in place for more than 12 months.","page_number":166,"box":{"x":88,"y":720,"width":650,"height":13}},{"id":"0581bf8f-f450-44af-b85c-0417f362d3a5","block_type":"box","text":"Shareholder activism","page_number":166,"box":{"x":105,"y":747,"width":151,"height":10}},{"id":"1990b756-18f4-4b7c-9276-7bb79923dd66","block_type":"box","text":"When companies are the focus of an activism campaign, we may engage with the activist to understand their analysis and","page_number":166,"box":{"x":88,"y":773,"width":857,"height":13}},{"id":"c281cb38-bffe-47fb-b0fb-5e59e6e2d006","block_type":"box","text":"objectives, once they have gone public. We will also engage with company management and possibly board members,","page_number":166,"box":{"x":89,"y":788,"width":829,"height":13}},{"id":"6449f73f-c9d0-454f-945d-eeda021aa29b","block_type":"box","text":"especially those the activist may be seeking to replace. In our assessment, we evaluate various factors, including the","page_number":166,"box":{"x":89,"y":804,"width":811,"height":12}},{"id":"ec85ae62-096c-4f2f-94a8-6f3b75bc589a","block_type":"box","text":"concerns raised by the activist and the case for change; the quality of both the activist’s and management’s plans; and the","page_number":166,"box":{"x":89,"y":819,"width":855,"height":12}},{"id":"bbf89295-c0c0-4bba-9b21-33b49c2872da","block_type":"box","text":"qualifications of each party’s candidates. We evaluate each contested situation by assessing the potential financial outcome","page_number":166,"box":{"x":89,"y":834,"width":866,"height":12}},{"id":"bb94404c-4046-4548-a004-0a1ce42b4308","block_type":"box","text":"for our clients as minority shareholders.","page_number":166,"box":{"x":88,"y":849,"width":278,"height":12}},{"id":"239932c0-83f8-43a2-afb3-4eb3d8d62047","block_type":"box","text":"A-10","page_number":166,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"81e93daf-9fd3-4b3f-8a9c-9c16a4c803c6","block_type":"box","text":"We may support board candidates nominated by a shareholder activist if the activist has demonstrated that their case for","page_number":167,"box":{"x":88,"y":44,"width":849,"height":12}},{"id":"4b28964e-bfb7-49cc-91bb-78bada664b38","block_type":"box","text":"change enhances shareholder value, or if the incumbent board members do not demonstrate the relevant skills and expertise","page_number":167,"box":{"x":89,"y":59,"width":876,"height":12}},{"id":"93759f91-3951-44dd-be58-0e50c0d9abe1","block_type":"box","text":"or have a poor track record of protecting shareholders’ interests.","page_number":167,"box":{"x":89,"y":74,"width":449,"height":12}},{"id":"6d8d0b16-02db-431a-9e34-8acfe9fc495e","block_type":"box","text":"Significant shareholders and related party transactions","page_number":167,"box":{"x":105,"y":101,"width":396,"height":12}},{"id":"023ad192-9cd3-4a09-8d88-008a1ed56acc","block_type":"box","text":"Boards of companies with affiliated shareholders or directors should be able to demonstrate that the interests of all","page_number":167,"box":{"x":89,"y":127,"width":804,"height":12}},{"id":"360d4324-d427-4d25-b8af-b84a855bc610","block_type":"box","text":"shareholders are given equitable consideration.","page_number":167,"box":{"x":89,"y":142,"width":329,"height":12}},{"id":"7e540dab-072d-48d7-be71-e408c067fd6f","block_type":"box","text":"Transactions with related parties, such as significant shareholders or companies connected with the public company, should","page_number":167,"box":{"x":88,"y":169,"width":871,"height":12}},{"id":"a2656093-a7e5-4fe7-b894-8d8a9fdfbcc8","block_type":"box","text":"be disclosed in detail and conducted on terms similar to what would objectively have been agreed with a non-related party.","page_number":167,"box":{"x":89,"y":184,"width":861,"height":12}},{"id":"c13fcee3-05bd-4709-bc03-1db42d297f6c","block_type":"box","text":"Such transactions should be reviewed and approved by the independent members of the board, and if voted on, only","page_number":167,"box":{"x":88,"y":199,"width":818,"height":12}},{"id":"95c0313f-ea7a-4643-a02c-5ce2469fec6e","block_type":"box","text":"disinterested shareholders should vote.","page_number":167,"box":{"x":89,"y":214,"width":273,"height":10}},{"id":"3ff005dd-7406-47f3-91ce-be906c8ac927","block_type":"box","text":"Corporate reporting, risk management and audit","page_number":167,"box":{"x":89,"y":240,"width":352,"height":13}},{"id":"5c2617c2-7c25-45fe-8ef2-f968f810a021","block_type":"box","text":"Investors depend on corporate reporting, both regulatory and voluntary, to understand a company’s strategy, its","page_number":167,"box":{"x":89,"y":267,"width":783,"height":12}},{"id":"17086730-af9e-47a8-a65c-ed90b529c637","block_type":"box","text":"implementation and financial performance, as well as to assess the quality of management and operations and potential for","page_number":167,"box":{"x":89,"y":282,"width":868,"height":12}},{"id":"63119854-3f3f-4ac7-b33c-fb23e74be048","block_type":"box","text":"the company to create shareholder value over time. The board should oversee corporate reporting and the policies and","page_number":167,"box":{"x":88,"y":297,"width":831,"height":12}},{"id":"47cfd836-c057-4eb9-94df-6401e1098980","block_type":"box","text":"procedures underpinning the internal audit function and external audit.","page_number":167,"box":{"x":89,"y":312,"width":499,"height":13}},{"id":"5173cd3e-6b3b-49db-9bbc-aeca0042f466","block_type":"box","text":"A company’s financial reporting should provide decision-useful information for investors and other stakeholders on its","page_number":167,"box":{"x":88,"y":339,"width":829,"height":12}},{"id":"84e4a997-7a42-46a0-b910-3e73e16d2841","block_type":"box","text":"financial performance and position. It should provide an accurate and balanced assessment of the risks and opportunities the","page_number":167,"box":{"x":88,"y":354,"width":879,"height":12}},{"id":"90289e88-a628-441e-8d45-147f8ab394a6","block_type":"box","text":"company faces in realizing its long-term strategy. Accordingly, the assumptions made by management and reviewed by the","page_number":167,"box":{"x":89,"y":369,"width":862,"height":12}},{"id":"66ca6572-e313-4fc3-a62e-d7d41b5cda71","block_type":"box","text":"auditor in preparing the financial statements should be reasonable and justified. Financial statements should be prepared in","page_number":167,"box":{"x":89,"y":384,"width":864,"height":12}},{"id":"b60fbd65-f7e0-49e2-98d3-b8f70224a3c7","block_type":"box","text":"accordance with globally developed reporting standards and any divergence from generally accepted accounting principles","page_number":167,"box":{"x":89,"y":399,"width":862,"height":13}},{"id":"174539db-5527-4036-894a-509e0d161381","block_type":"box","text":"should be explained in detail and justified. Accounting restatements should be explained in detail and any remedial actions,","page_number":167,"box":{"x":89,"y":414,"width":862,"height":13}},{"id":"68a744cf-8288-4c66-893d-c774caf72d0a","block_type":"box","text":"and the implications of these, disclosed.","page_number":167,"box":{"x":89,"y":429,"width":279,"height":13}},{"id":"cff66cde-43fd-4059-980c-da8ca0da797c","block_type":"box","text":"In this context, audit committees play a vital role in a company’s financial reporting system by providing independent","page_number":167,"box":{"x":89,"y":456,"width":819,"height":12}},{"id":"6b97e7e7-44df-44c8-8356-338037a81b27","block_type":"box","text":"oversight of the accounts, material financial and, where appropriate to the jurisdiction, nonfinancial information, internal","page_number":167,"box":{"x":89,"y":471,"width":844,"height":12}},{"id":"25aa260a-a7bb-4850-bce6-765f51285789","block_type":"box","text":"control frameworks and Enterprise Risk Management systems. In our view, effective audit committee oversight strengthens","page_number":167,"box":{"x":89,"y":486,"width":863,"height":12}},{"id":"1c1716f3-7694-48c7-a80a-0e6826849891","block_type":"box","text":"the quality and reliability of a company’s financial statements and provides an important level of reassurance to shareholders.","page_number":167,"box":{"x":88,"y":501,"width":878,"height":13}},{"id":"9a6826f8-2dd0-47ec-a8db-ed1fab536244","block_type":"box","text":"Audit committees should have a procedure in place for assessing the independence of the auditor and the quality of the","page_number":167,"box":{"x":88,"y":516,"width":840,"height":13}},{"id":"3d5d83bc-5f8a-463e-afb5-0e953c20b544","block_type":"box","text":"external audit process annually.","page_number":167,"box":{"x":89,"y":531,"width":219,"height":13}},{"id":"f281bed4-e0e1-4c90-ad73-c15c9d6f6c9f","block_type":"box","text":"Similarly, material sustainability-related factors that are integral to how a company manages risks or generates revenue","page_number":167,"box":{"x":88,"y":558,"width":834,"height":12}},{"id":"97aa0228-e197-4fec-b135-5860e9bf0055","block_type":"box","text":"should be disclosed. In our view, the standards developed by the International Sustainability Standards Board, can be helpful","page_number":167,"box":{"x":89,"y":573,"width":867,"height":12}},{"id":"28c83ac9-cece-485c-a7da-2e36c1ad3026","block_type":"box","text":"to companies in preparing such reports","page_number":167,"box":{"x":88,"y":588,"width":275,"height":12}},{"id":"cf7b5fde-fb81-4cb8-a2f2-be2aaf868370","block_type":"box","text":"(4)","page_number":167,"box":{"x":365,"y":586,"width":14,"height":8}},{"id":"ebf779c8-b6ac-4b82-b2ac-41d39f775c67","block_type":"box","text":".","page_number":167,"box":{"x":381,"y":596,"width":2,"height":2}},{"id":"1116f2d2-9030-4107-abee-5c6a454682af","block_type":"box","text":"Companies should establish robust risk management and internal control processes appropriate to the company’s business,","page_number":167,"box":{"x":89,"y":615,"width":868,"height":12}},{"id":"4d83fff4-26a5-4680-814a-6593a367b6dc","block_type":"box","text":"risk tolerance, and regulatory environment. A credible whistleblowing system for employees, and potentially other","page_number":167,"box":{"x":89,"y":630,"width":797,"height":12}},{"id":"1b712981-2abe-4b6f-aacb-b35c568b7c91","block_type":"box","text":"stakeholders, can be a useful mechanism for ensuring that senior management and the board are aware of potential","page_number":167,"box":{"x":89,"y":645,"width":813,"height":12}},{"id":"d3fa8612-5b58-4469-afad-f90897f063bb","block_type":"box","text":"misconduct or breaches in risk management and internal control processes.","page_number":167,"box":{"x":89,"y":660,"width":532,"height":12}},{"id":"33e04a66-9f21-4d0b-a171-ab73a1dd9f3d","block_type":"box","text":"A comprehensive audit conducted by an independent audit firm contributes to investor confidence in the quality of corporate","page_number":167,"box":{"x":88,"y":686,"width":879,"height":13}},{"id":"7a081b1f-dec2-4c6b-b1ea-bb4f18b6a54f","block_type":"box","text":"reporting. It is helpful when the audit report gives some insight into the scope and focus of the audit, as well as any critical","page_number":167,"box":{"x":89,"y":702,"width":856,"height":12}},{"id":"55222c8a-4293-45d4-ac11-e264fa35ab69","block_type":"box","text":"audit matters identified and how these were resolved. A comprehensive and effective audit is time and resource intensive,","page_number":167,"box":{"x":89,"y":717,"width":850,"height":12}},{"id":"524e81c3-c587-4034-bcba-b28d341ce933","block_type":"box","text":"and the audit fee should be commensurate. Fees paid to the audit firm for non-audit consulting should not exceed the audit","page_number":167,"box":{"x":89,"y":732,"width":867,"height":12}},{"id":"72cd9256-7c09-4bec-a62b-6c885e4e1494","block_type":"box","text":"fee to a degree that may prompt concerns about the independence of the audit. The audit committee should explain its","page_number":167,"box":{"x":88,"y":747,"width":837,"height":12}},{"id":"4e3a2548-82b6-4ec2-a640-67d6c257ec0b","block_type":"box","text":"position on auditor tenure and how it confirmed that the auditor remained independent.","page_number":167,"box":{"x":89,"y":762,"width":618,"height":12}},{"id":"cf41f34d-4719-437b-a10f-f050bf62131c","block_type":"box","text":"(4) The objective of IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information is to require an entity to disclos","page_number":167,"box":{"x":89,"y":818,"width":813,"height":10}},{"id":"38ce2995-0cbb-452c-a029-3918b08ce191","block_type":"box","text":"e informa","page_number":167,"box":{"x":903,"y":818,"width":57,"height":8}},{"id":"14a36da4-c47c-493b-8086-4ffa6bad3825","block_type":"box","text":"tion about its sustainability-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decis","page_number":167,"box":{"x":121,"y":831,"width":794,"height":10}},{"id":"8c0a98ba-398e-4627-b7c0-8996ebb4e6ca","block_type":"box","text":"ions","page_number":167,"box":{"x":916,"y":831,"width":22,"height":7}},{"id":"66506f7d-7e7a-4de9-8652-3c7673c99775","block_type":"box","text":"relating to providing resources to the entity. The objective of IFRS S2 Climate-related Disclosures is to require an entity to disclose information a","page_number":167,"box":{"x":121,"y":843,"width":804,"height":10}},{"id":"13921747-53f2-419f-a464-c9a7e3487a9f","block_type":"box","text":"bout its","page_number":167,"box":{"x":926,"y":843,"width":41,"height":8}},{"id":"115e1649-75c5-4e31-8875-d55a95f21258","block_type":"box","text":"climate-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decisions relating to provi","page_number":167,"box":{"x":121,"y":856,"width":798,"height":10}},{"id":"91cf1764-e991-4b5f-93ac-76325fb51a53","block_type":"box","text":"ding","page_number":167,"box":{"x":921,"y":856,"width":23,"height":10}},{"id":"d79cd267-9ce0-4362-b890-06bdb3bc99ee","block_type":"box","text":"resources to the entity.","page_number":167,"box":{"x":121,"y":868,"width":127,"height":10}},{"id":"e3cee831-09dc-4943-84da-bac147bdcc20","block_type":"box","text":"A-11","page_number":167,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"b28ef1a9-8247-47e2-8952-12859fb0fb1d","block_type":"box","text":"We may vote against the election of the responsible directors if corporate reporting is insufficient or there are material","page_number":168,"box":{"x":88,"y":44,"width":824,"height":12}},{"id":"cd8bec29-4d9e-4dfb-ad66-ff93e21c52fd","block_type":"box","text":"misstatements in financial reports. In markets where relevant, we may vote against a proposal to approve the financial","page_number":168,"box":{"x":89,"y":59,"width":826,"height":12}},{"id":"f4c462ba-63fa-4bbd-b6fe-a9eb932ae86e","block_type":"box","text":"statements or the discharge of the board when we are concerned about the quality of the reporting or the audit. We may","page_number":168,"box":{"x":89,"y":74,"width":845,"height":12}},{"id":"aec42a1b-2aff-4b1b-8cc6-3449b44a2cfe","block_type":"box","text":"vote against proposals to appoint the auditor, ratify the audit report, or approve the audit fee if we are concerned about the","page_number":168,"box":{"x":88,"y":89,"width":861,"height":13}},{"id":"6301d12b-61d7-4b1d-802f-e63c5c11deee","block_type":"box","text":"auditor’s independence, the quality of the audit, or there are material misstatements in financial reports and the board has","page_number":168,"box":{"x":89,"y":104,"width":855,"height":13}},{"id":"b4639822-6fff-46f9-ba86-aef7b07ee21f","block_type":"box","text":"not established reasonable remediation plans.","page_number":168,"box":{"x":89,"y":119,"width":320,"height":13}},{"id":"805393a6-42fe-4c34-ac02-db18891ff466","block_type":"box","text":"Shareholder rights and protections","page_number":168,"box":{"x":88,"y":146,"width":252,"height":12}},{"id":"ea94c14f-2081-4f6f-bd5c-6d8789955153","block_type":"box","text":"General shareholder meetings","page_number":168,"box":{"x":105,"y":172,"width":217,"height":13}},{"id":"b7d11bcf-b147-49a1-bae4-3d60922d0204","block_type":"box","text":"Companies normally have an annual general meeting of shareholders at which routine and non-routine items of business are","page_number":168,"box":{"x":89,"y":199,"width":875,"height":12}},{"id":"76649d33-ac2b-4c59-bb28-cf605a74d568","block_type":"box","text":"discussed and voted on by shareholders in attendance or submitting proxy votes. Companies should disclose materials","page_number":168,"box":{"x":89,"y":214,"width":831,"height":12}},{"id":"76ca6b18-8f7f-4f48-a6b1-dd180a13d728","block_type":"box","text":"relevant to the shareholder meeting sufficiently in advance so that shareholders can take them into consideration in their","page_number":168,"box":{"x":89,"y":229,"width":846,"height":12}},{"id":"9dbc6abc-c50e-45fa-8c3a-575a55803ef1","block_type":"box","text":"voting decisions. Many companies offer shareholders the option of participating in the meeting virtually which, whilst","page_number":168,"box":{"x":88,"y":244,"width":823,"height":13}},{"id":"bed1aefc-1444-4ba7-8b1c-f38c9ce2eaf3","block_type":"box","text":"welcome, should not limit the rights of shareholders to participate as they would during an in-person meeting.","page_number":168,"box":{"x":88,"y":259,"width":774,"height":13}},{"id":"4ff11ec2-de11-44a3-abc9-0d7ccc130347","block_type":"box","text":"We may vote against directors when materials related to the business of the shareholder meeting are not provided in a timely","page_number":168,"box":{"x":88,"y":286,"width":877,"height":12}},{"id":"8fc0d667-875a-423b-bb61-e1a8ab8eb281","block_type":"box","text":"manner or do not provide sufficient information for us to take an informed voting decision. We may vote against directors if","page_number":168,"box":{"x":89,"y":301,"width":865,"height":12}},{"id":"49073e9f-1b19-4174-8086-1431b601e5bc","block_type":"box","text":"the format of the shareholder meeting does not accommodate reasonable shareholder participation.","page_number":168,"box":{"x":88,"y":316,"width":704,"height":12}},{"id":"4b18e576-2e51-42ff-a71c-3dfd90c6fe63","block_type":"box","text":"Bylaw amendments","page_number":168,"box":{"x":106,"y":342,"width":140,"height":13}},{"id":"bc3ca4f5-f675-4acc-af0a-c8916deea161","block_type":"box","text":"We review bylaw amendments proposed by management on a case-by-case basis and will generally support those that are","page_number":168,"box":{"x":88,"y":369,"width":860,"height":12}},{"id":"bdd2f601-d4cf-4265-bc2f-5cff7240ee61","block_type":"box","text":"aligned with the interests of minority shareholders. Any material changes to the bylaws should be explained in detail and put","page_number":168,"box":{"x":89,"y":384,"width":873,"height":12}},{"id":"061b1c01-62da-437f-a8f1-605022badc07","block_type":"box","text":"to a shareholder vote.","page_number":168,"box":{"x":88,"y":399,"width":151,"height":10}},{"id":"3f721437-2ac9-4973-91df-0f344d85694c","block_type":"box","text":"We may vote against bylaw amendments that reduce shareholder rights and protections. We may vote against directors if","page_number":168,"box":{"x":88,"y":426,"width":853,"height":12}},{"id":"b401a721-7b08-4fd5-9ca2-4a89ed5fefc1","block_type":"box","text":"material changes are made to the bylaws without shareholder approval.","page_number":168,"box":{"x":89,"y":441,"width":501,"height":12}},{"id":"f1e8ae8f-3b9d-4362-9be5-ac8dc8ebd708","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a","page_number":168,"box":{"x":89,"y":467,"width":876,"height":13}},{"id":"cc4f2866-9b2a-4a3f-8308-51a558eba765","block_type":"box","text":"meaningful shareholding the right to call a special meeting of shareholders. The shareholding required to exercise this right","page_number":168,"box":{"x":89,"y":482,"width":864,"height":13}},{"id":"967844a9-51aa-48be-87e8-c6b33c1e0c47","block_type":"box","text":"should balance its utility with the cost to the company of holding special meetings.","page_number":168,"box":{"x":89,"y":497,"width":579,"height":13}},{"id":"eba6855a-5f18-4f0e-8b08-6116b34a9319","block_type":"box","text":"If not provided for in the relevant corporate law, company bylaws should allow shareholders, individually or as a group, with a","page_number":168,"box":{"x":89,"y":524,"width":876,"height":12}},{"id":"9474fd9d-a591-44f8-abcb-856760cc6124","block_type":"box","text":"meaningful shareholding the right to nominate directors to the company’s board. The threshold for this right should be set","page_number":168,"box":{"x":89,"y":539,"width":859,"height":12}},{"id":"9836c715-feed-4112-bfb8-3c1860774880","block_type":"box","text":"so that shareholders can exercise it without being unduly disruptive to the board’s own nomination process.","page_number":168,"box":{"x":89,"y":554,"width":756,"height":12}},{"id":"9b79ffe1-7cc4-4074-8370-68118e2817b3","block_type":"box","text":"Whilst we would not use either of these rights ourselves, we see them as important accountability mechanisms. We may vote","page_number":168,"box":{"x":88,"y":581,"width":878,"height":12}},{"id":"9b960971-51b3-48ff-9253-5b46b4c8cc55","block_type":"box","text":"for a shareholder proposal seeking the addition of either of these provisions to a company’s bylaws.","page_number":168,"box":{"x":88,"y":596,"width":696,"height":12}},{"id":"2b893360-e539-434c-b8cb-ebbd77c1f0db","block_type":"box","text":"Change of domicile","page_number":168,"box":{"x":105,"y":622,"width":139,"height":12}},{"id":"05d8aeaf-1f7b-4d9d-a8ef-17573448a77a","block_type":"box","text":"We generally defer to management on proposals to change a company’s domicile as long as the rationale for doing so is","page_number":168,"box":{"x":88,"y":649,"width":842,"height":12}},{"id":"b1fd09e3-2da5-4d43-bc30-fcfceeeeee90","block_type":"box","text":"consistent with the company’s long-term strategy and business model and the related costs are immaterial.","page_number":168,"box":{"x":89,"y":664,"width":754,"height":12}},{"id":"0df60ced-6f2c-43e1-8964-7ce3d407ff3c","block_type":"box","text":"We may vote against directors or a proposal to change a company’s domicile where it does not seem aligned with our clients’","page_number":168,"box":{"x":88,"y":690,"width":878,"height":13}},{"id":"0c56cc39-1cc5-477a-93aa-4fc3312d490e","block_type":"box","text":"financial interests.","page_number":168,"box":{"x":88,"y":705,"width":126,"height":10}},{"id":"da30bb9e-b88b-4968-9c77-10d5e79d1109","block_type":"box","text":"Changes to a company’s purpose or the nature of its business","page_number":168,"box":{"x":105,"y":732,"width":446,"height":12}},{"id":"8ee8b01c-9c52-4333-9297-dff3fb466e24","block_type":"box","text":"Plans to materially change the nature of a company’s business or its purpose should be disclosed and explained in the","page_number":168,"box":{"x":89,"y":758,"width":826,"height":13}},{"id":"38ca3416-f644-42c6-bcc0-0747ffacd732","block_type":"box","text":"context of long-term strategy and business dynamics. Such changes may significantly alter an investor’s views on the","page_number":168,"box":{"x":89,"y":773,"width":823,"height":13}},{"id":"814918b7-75dd-475e-b169-d4219887b04e","block_type":"box","text":"suitability of a company for their investment strategy or portfolio.","page_number":168,"box":{"x":89,"y":788,"width":455,"height":13}},{"id":"33da4268-2a41-4d9d-8e47-f274efeb5289","block_type":"box","text":"Where relevant, we may vote against proposals to change a company’s purpose or the nature of its business if the board has","page_number":168,"box":{"x":88,"y":815,"width":871,"height":12}},{"id":"ccd17cfc-35d0-445b-a0ac-d1fac5938b02","block_type":"box","text":"not provided a credible argument for change.","page_number":168,"box":{"x":89,"y":830,"width":316,"height":12}},{"id":"010ccd2e-6313-42b8-84dc-47be99aebdca","block_type":"box","text":"A-12","page_number":168,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"081e3d2d-40b1-4c39-ab15-b50f6b74a221","block_type":"box","text":"Shareholder proposals","page_number":169,"box":{"x":88,"y":44,"width":163,"height":12}},{"id":"6ecead7b-11aa-492d-a086-96aac3702765","block_type":"box","text":"Shareholders in many markets, who meet certain eligibility criteria, have the right to submit proposals to the general","page_number":169,"box":{"x":88,"y":70,"width":813,"height":13}},{"id":"491d6283-1a33-4862-9ac4-8a92c503d106","block_type":"box","text":"shareholder meeting asking a company to take a particular course of action subject to the proposal being supported by a","page_number":169,"box":{"x":89,"y":85,"width":846,"height":13}},{"id":"1279a7a6-e8ea-48f3-9eb1-e65dbf98dbee","block_type":"box","text":"majority of votes cast at the meeting. The topics raised address a range of governance, social and environmental matters that","page_number":169,"box":{"x":89,"y":101,"width":879,"height":12}},{"id":"ea71d9c3-5c87-4196-93fb-d90f237bfd59","block_type":"box","text":"may be relevant to a company’s business. Shareholder proposals are considered by many investors to be an escalation tool","page_number":169,"box":{"x":89,"y":116,"width":857,"height":12}},{"id":"6cf1bad0-5866-4f7c-872c-530143801632","block_type":"box","text":"when a company is unresponsive to their engagement.","page_number":169,"box":{"x":88,"y":131,"width":384,"height":12}},{"id":"034480ca-ea6d-42ef-9941-41b8aec17725","block_type":"box","text":"We vote on these proposals on a case-by-case basis. We assess the relevance of the topic raised to a company’s business and","page_number":169,"box":{"x":88,"y":157,"width":877,"height":13}},{"id":"e438cfd6-c57f-4a2b-99cc-974e5ea91b90","block_type":"box","text":"its current approach, whether the actions sought are consistent with shareholders’ interests, and what impact the proposal","page_number":169,"box":{"x":89,"y":172,"width":861,"height":13}},{"id":"0a63c128-4caf-400c-82a7-92d3d6a443e0","block_type":"box","text":"being acted upon might have on financial performance.","page_number":169,"box":{"x":89,"y":188,"width":388,"height":12}},{"id":"dabc0c48-e05f-418e-afe6-4ee5f1497f71","block_type":"box","text":"Our general approach where we have concerns about a company’s governance, disclosures or performance is to engage to","page_number":169,"box":{"x":89,"y":214,"width":861,"height":12}},{"id":"1ee9d311-650b-4737-86c3-a5b19148b834","block_type":"box","text":"understand the apparent difference in perspective. If we continue to believe the company is not acting in shareholders’","page_number":169,"box":{"x":89,"y":229,"width":829,"height":12}},{"id":"bfcab417-36e9-436b-aedc-5b2a24c666b0","block_type":"box","text":"financial interests, we may vote against the election of directors. We may support a relevant shareholder proposal if doing so","page_number":169,"box":{"x":88,"y":244,"width":871,"height":13}},{"id":"bb76a20a-392d-4acb-a24d-4885a6c31b5f","block_type":"box","text":"reinforces the points made in our engagement or is aligned with our clients’ financial interests. We generally do not support","page_number":169,"box":{"x":89,"y":259,"width":865,"height":13}},{"id":"4e246a31-12bb-4bb1-94ea-e6cfb0b1e2c6","block_type":"box","text":"shareholder proposals that are legally binding on the company, seek to alter a company’s strategy or direct its operations, or","page_number":169,"box":{"x":89,"y":274,"width":868,"height":13}},{"id":"6a9c6e49-c876-4aed-b3ac-6d340060a26a","block_type":"box","text":"are unrelated to how a company manages risk or generates financial returns.","page_number":169,"box":{"x":89,"y":290,"width":537,"height":12}},{"id":"fc0f1d33-8ad3-4ff6-ba10-b275a832b130","block_type":"box","text":"BlackRock is subject to legal and regulatory requirements in the U.S. that place restrictions and limitations on how we can","page_number":169,"box":{"x":89,"y":316,"width":851,"height":12}},{"id":"8f347955-2866-458b-9acc-98b3c7080c0e","block_type":"box","text":"interact with the companies in which we invest on behalf of our clients, including our ability to submit shareholder proposals.","page_number":169,"box":{"x":89,"y":331,"width":876,"height":12}},{"id":"e246eb96-3314-43c1-906b-7e4b208920d9","block_type":"box","text":"We can vote on behalf of clients who authorize us to do so, on proposals put forth by others.","page_number":169,"box":{"x":88,"y":346,"width":647,"height":13}},{"id":"fd3b77bf-d7ec-465f-b5fc-bf1fbd32b8bd","block_type":"box","text":"Corporate political activities","page_number":169,"box":{"x":89,"y":373,"width":202,"height":12}},{"id":"a8a94adc-5fdc-4cce-8b60-9884fe103908","block_type":"box","text":"We seek to understand how companies ensure that their direct and indirect engagement in the policy making process is","page_number":169,"box":{"x":88,"y":399,"width":841,"height":13}},{"id":"141a8623-a82d-40b4-8d0c-3a339a652f9e","block_type":"box","text":"consistent with their public statements on policy matters important to the company’s long-term strategy. The board should","page_number":169,"box":{"x":89,"y":414,"width":865,"height":13}},{"id":"07063ac4-e493-4e9b-a528-ae63e5fa596b","block_type":"box","text":"be aware of the approach taken to corporate political activities as there can be reputational risks arising from inconsistencies.","page_number":169,"box":{"x":89,"y":429,"width":876,"height":13}},{"id":"6f2d3c87-0cfb-4c82-8694-e64eb56890f8","block_type":"box","text":"Companies should, as a minimum, meet all regulatory disclosure requirements on political activities, and ideally, provide","page_number":169,"box":{"x":89,"y":445,"width":839,"height":12}},{"id":"546ac736-9489-451a-bae6-7c7930302e6e","block_type":"box","text":"accessible and clear disclosures to shareholders on policy positions, public policy engagement activities and political","page_number":169,"box":{"x":89,"y":460,"width":814,"height":12}},{"id":"e4d3632e-03b3-4f74-9a30-d9385d3129be","block_type":"box","text":"donations. To mitigate the risk of inconsistencies, companies can usefully assess the alignment between their policy priorities","page_number":169,"box":{"x":89,"y":475,"width":878,"height":12}},{"id":"e934b34b-100e-4958-a175-b58ab59fe9e8","block_type":"box","text":"and the policy positions of the trade associations of which they are active members and any engagements undertaken by","page_number":169,"box":{"x":89,"y":490,"width":849,"height":12}},{"id":"c3d7c65b-bdca-42af-b79a-1793efecd55b","block_type":"box","text":"trade associations on behalf of members.","page_number":169,"box":{"x":88,"y":505,"width":289,"height":10}},{"id":"980ee36f-039f-4ac7-8e23-d16a783884f4","block_type":"box","text":"Generally, this is an engagement matter, although we may support a relevant shareholder proposal, or vote against directors,","page_number":169,"box":{"x":89,"y":531,"width":872,"height":13}},{"id":"74112686-9f9c-4877-9439-64cd65c85e8f","block_type":"box","text":"where a company’s disclosures are insufficient, or it becomes public that there is a material contradiction in a company’s","page_number":169,"box":{"x":88,"y":547,"width":845,"height":12}},{"id":"a84402cd-234d-4e14-8a26-a53e9dcd47aa","block_type":"box","text":"public policy positions and its policy engagement.","page_number":169,"box":{"x":89,"y":562,"width":348,"height":12}},{"id":"2f1488fc-e159-4225-a214-848161906765","block_type":"box","text":"Sustainability, or environmental and social, considerations","page_number":169,"box":{"x":88,"y":588,"width":421,"height":12}},{"id":"1fc82511-e462-4be4-b840-b45b6b08fa99","block_type":"box","text":"We seek to understand how companies manage the risks and opportunities inherent in their business operations. In our","page_number":169,"box":{"x":88,"y":615,"width":840,"height":12}},{"id":"181e1350-d356-4633-bcda-154baa2c0a6d","block_type":"box","text":"experience, sustainability-related factors","page_number":169,"box":{"x":89,"y":630,"width":282,"height":12}},{"id":"fce72e07-a7f7-42a5-b4b4-8317cd41f36e","block_type":"box","text":"(5)","page_number":169,"box":{"x":373,"y":628,"width":14,"height":8}},{"id":"117b45d6-1a13-4c49-a1b2-d6f66382325c","block_type":"box","text":"that are relevant to a company’s business or material to its financial performance,","page_number":169,"box":{"x":392,"y":630,"width":571,"height":12}},{"id":"c22781d3-a245-4f58-8fd7-eeee5fce966e","block_type":"box","text":"are generally operational considerations embedded into day-to-day management systems. Certain sustainability issues may","page_number":169,"box":{"x":89,"y":645,"width":867,"height":12}},{"id":"89224950-d851-4f1b-bb85-5a75cc80a179","block_type":"box","text":"also inform long-term strategic planning, for example, investing in product innovation in anticipation of changing consumer","page_number":169,"box":{"x":89,"y":660,"width":868,"height":12}},{"id":"31843804-7084-4619-b638-b7780e915197","block_type":"box","text":"demand or adapting supply chains in response to changing regulatory requirements.","page_number":169,"box":{"x":89,"y":675,"width":593,"height":12}},{"id":"01367e06-356b-43ee-ad89-23e070ef5157","block_type":"box","text":"We recognize that the specific sustainability-related factors that may be financially material or business relevant will vary by","page_number":169,"box":{"x":88,"y":702,"width":864,"height":12}},{"id":"04762f56-59b5-4532-aa7c-294745cce339","block_type":"box","text":"company business model, sector, key markets, and time horizon, amongst other considerations. From company disclosures","page_number":169,"box":{"x":89,"y":717,"width":862,"height":12}},{"id":"6e3bb980-b349-45e3-8419-966b7ba5fa6d","block_type":"box","text":"and our engagement, we aim to understand how management is identifying, assessing and integrating material","page_number":169,"box":{"x":89,"y":732,"width":783,"height":12}},{"id":"716e28fa-645f-4fde-8d27-9417a98cd291","block_type":"box","text":"(5) By material sustainability-related risks and opportunities, we mean the drivers of risk and financial value creation in a company’s business mod","page_number":169,"box":{"x":89,"y":793,"width":831,"height":10}},{"id":"464c345f-8948-44e8-b59f-a43f36aa4009","block_type":"box","text":"el that","page_number":169,"box":{"x":922,"y":793,"width":34,"height":8}},{"id":"91faf6e6-f537-4b89-a28f-2058ed5da080","block_type":"box","text":"have an environmental or social dependency or impact. Examples of environmental issues include, but are not limited to, water use, land use, waste","page_number":169,"box":{"x":121,"y":805,"width":826,"height":10}},{"id":"51770409-dae5-4cd1-966a-8a89d90426b2","block_type":"box","text":"management, and climate risk. Examples of social issues include, but are not limited to, human capital management, impacts on the communities in","page_number":169,"box":{"x":121,"y":818,"width":832,"height":10}},{"id":"0bff9712-0c74-451d-846b-5c56f9242cd8","block_type":"box","text":"which a company operates, customer loyalty, and relationships with regulators. It is our view that well-managed companies will effectively evaluat","page_number":169,"box":{"x":121,"y":831,"width":818,"height":10}},{"id":"62151028-2f5b-4a30-870f-8866abf2bb6d","block_type":"box","text":"e","page_number":169,"box":{"x":940,"y":833,"width":5,"height":5}},{"id":"faf89304-2076-41da-aa69-eef45835e9f6","block_type":"box","text":"and manage material sustainability-related risks and opportunities relevant to their businesses. Governance is the core means by which boards can","page_number":169,"box":{"x":121,"y":843,"width":823,"height":10}},{"id":"f019a3da-65bf-46fe-8d4d-8c43303ce857","block_type":"box","text":"oversee the creation of durable financial value over time. Appropriate risk oversight of business-relevant and material sustainability-related c","page_number":169,"box":{"x":121,"y":856,"width":785,"height":10}},{"id":"5a838b8a-1a1d-4ecc-838f-a52cfd842f9e","block_type":"box","text":"onsider","page_number":169,"box":{"x":907,"y":856,"width":46,"height":8}},{"id":"186fc54d-7251-46c1-9aea-3c5ccaed4339","block_type":"box","text":"ations is a component of a sound governance framework.","page_number":169,"box":{"x":121,"y":868,"width":323,"height":10}},{"id":"cf7b43a3-5ad7-4aaf-aa99-5f83cbc9725e","block_type":"box","text":"A-13","page_number":169,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"bc9987f3-0a51-4ef9-904d-632c2cf8f23f","block_type":"box","text":"sustainability-related risks and opportunities into their business decision-making and practices. Doing so helps us undertake","page_number":170,"box":{"x":89,"y":44,"width":871,"height":12}},{"id":"79d15a10-4712-4f7e-99c4-8ad7e68745f8","block_type":"box","text":"a more holistic assessment of a company’s potential financial performance and the likely risk-adjusted returns of an","page_number":170,"box":{"x":89,"y":59,"width":810,"height":12}},{"id":"a9629bec-810f-4db9-9b5f-7d50dd69b230","block_type":"box","text":"investment.","page_number":170,"box":{"x":89,"y":75,"width":80,"height":9}},{"id":"c3df5a23-72b5-4eb4-ad62-41a6c1162ef4","block_type":"box","text":"We may vote against directors or support a relevant shareholder proposal if we have concerns about how a company is","page_number":170,"box":{"x":88,"y":101,"width":834,"height":12}},{"id":"17e70670-232b-4e88-8d21-5484ff9cf6ef","block_type":"box","text":"managing or disclosing its approach to material sustainability-related risks that may impact financial returns.","page_number":170,"box":{"x":89,"y":116,"width":762,"height":12}},{"id":"66786405-e4bd-4086-a3da-8c303cb93723","block_type":"box","text":"Key stakeholders","page_number":170,"box":{"x":89,"y":142,"width":121,"height":12}},{"id":"b9055e40-ca8e-4558-a791-787f3b087987","block_type":"box","text":"In our view, companies should understand and take into consideration the interests of the various parties on whom they","page_number":170,"box":{"x":89,"y":169,"width":842,"height":12}},{"id":"9b1115df-e2d0-4291-a456-80c5ca7b092e","block_type":"box","text":"depend for their success over time. It is for each company to determine their key stakeholders based on what is material to","page_number":170,"box":{"x":89,"y":184,"width":858,"height":12}},{"id":"2ea9e12f-e570-47a6-9365-2c071dff21ca","block_type":"box","text":"their business and long-term financial performance. For many companies, key stakeholders include employees, business","page_number":170,"box":{"x":88,"y":199,"width":843,"height":12}},{"id":"7bc939f0-4047-4007-a0e7-077717b23832","block_type":"box","text":"partners (such as suppliers and distributors), clients and consumers, regulators, and the communities in which they operate.","page_number":170,"box":{"x":89,"y":214,"width":872,"height":12}},{"id":"39d91c12-04af-430b-bcdf-b341fdfc74f8","block_type":"box","text":"Companies that appropriately balance the interests of investors and other stakeholders are, in our experience, more likely to","page_number":170,"box":{"x":89,"y":229,"width":865,"height":12}},{"id":"5971ba4e-5d8a-4785-9d1d-877d7a3bf13d","block_type":"box","text":"be financially resilient over time.","page_number":170,"box":{"x":89,"y":244,"width":223,"height":13}},{"id":"73ff08f0-2577-429f-890f-1af3703f3438","block_type":"box","text":"Climate and decarbonization investment objectives","page_number":170,"box":{"x":89,"y":271,"width":367,"height":12}},{"id":"988c78d7-62da-47f7-a909-811506c78592","block_type":"box","text":"Certain active BlackRock funds have climate and decarbonization objectives in addition to financial objectives. Consistent","page_number":170,"box":{"x":89,"y":297,"width":847,"height":12}},{"id":"8a7e78bb-24d9-4b1f-9d88-9163115b01a8","block_type":"box","text":"with the objectives of those investment strategies, our stewardship activity in relation to the holdings in those funds differs in","page_number":170,"box":{"x":88,"y":312,"width":875,"height":13}},{"id":"076d6946-300c-49a5-818e-1e6dc3c35dcc","block_type":"box","text":"some respects from BAIS’ benchmark guidelines, which are described above. Specifically, for those funds’ holdings, we look","page_number":170,"box":{"x":89,"y":327,"width":864,"height":13}},{"id":"e6aa1a33-4268-45c0-9ff5-af62980d1af5","block_type":"box","text":"to investee companies to demonstrate that they are aligned with a decarbonization pathway that means their business model","page_number":170,"box":{"x":88,"y":342,"width":878,"height":13}},{"id":"82d8dff0-d009-4ac9-a572-74fc19da33f4","block_type":"box","text":"would be viable in a low-carbon economy, i.e., one in which global temperature rise is limited to 1.5C above pre-industrial","page_number":170,"box":{"x":88,"y":358,"width":849,"height":12}},{"id":"67f6760a-91aa-4494-b267-7c2ebe102d48","block_type":"box","text":"levels. This approach is only taken following BlackRock receiving the explicit approval from the applicable fund board.","page_number":170,"box":{"x":89,"y":373,"width":820,"height":12}},{"id":"31dc00cd-5fe7-4438-968d-c246f7037021","block_type":"box","text":"The decarbonization stewardship guidelines focus on companies which produce goods and services that contribute to real","page_number":170,"box":{"x":88,"y":399,"width":859,"height":13}},{"id":"b0dad848-27ab-40f4-917b-bee402b265f2","block_type":"box","text":"world decarbonization or have a carbon intensive business model and face outsized impacts from the low carbon transition,","page_number":170,"box":{"x":88,"y":414,"width":867,"height":13}},{"id":"9f25015c-a5a7-42e9-a53c-eb0b185e575d","block_type":"box","text":"based on reported and estimated scopes 1, 2, and 3 greenhouse gas emissions. These companies should provide disclosures","page_number":170,"box":{"x":89,"y":429,"width":872,"height":13}},{"id":"00d44a0b-8251-43d3-a84b-949b18143cc8","block_type":"box","text":"that set out their governance, strategy, risk management processes and metrics and targets relevant to decarbonization.","page_number":170,"box":{"x":88,"y":445,"width":842,"height":12}},{"id":"a3bf2ba5-b031-4342-a442-958e97d07cab","block_type":"box","text":"These disclosures should include an explanation of the decarbonization scenarios a company is using in its near- and long","page_number":170,"box":{"x":88,"y":460,"width":862,"height":12}},{"id":"9882b04c-6bde-4f01-828b-53d48d58041a","block_type":"box","text":"term planning, as well as its scope 1, scope 2 and material scope 3 greenhouse gas (GHG) emissions and reduction targets","page_number":170,"box":{"x":88,"y":475,"width":860,"height":12}},{"id":"5c495775-b2b0-4b66-b6c1-8efe72ca9f13","block_type":"box","text":"for scope 1 and 2 emissions. As with the BAIS benchmark policies, we consider the climate-risk reporting standard issued by","page_number":170,"box":{"x":88,"y":490,"width":873,"height":12}},{"id":"04f012ac-6fe6-4e27-8faf-2e0bc5b91e45","block_type":"box","text":"the International Sustainability Standards Board, IFRS S2, a useful reference for such reporting.","page_number":170,"box":{"x":88,"y":505,"width":661,"height":12}},{"id":"648c0e49-c0d7-49d6-9488-1d6a8cd13eeb","block_type":"box","text":"Under these climate- and decarbonization-specific guidelines, BAIS may recommend a vote against directors or support for a","page_number":170,"box":{"x":89,"y":531,"width":875,"height":13}},{"id":"cb9c943d-29f0-4f88-a287-f24b3ee97287","block_type":"box","text":"relevant shareholder proposal if a company does not appear to be adequately addressing or disclosing material climate","page_number":170,"box":{"x":89,"y":547,"width":838,"height":12}},{"id":"70c94f1f-e4de-4b00-87c4-db65165be430","block_type":"box","text":"related risks. We may recommend supporting shareholder proposals seeking information relevant to a company’s stated low","page_number":170,"box":{"x":89,"y":562,"width":876,"height":12}},{"id":"7f555604-274e-453e-863f-cbb80a453143","block_type":"box","text":"carbon transition strategy and targets that the company does not currently provide and that would be helpful to investment","page_number":170,"box":{"x":89,"y":577,"width":866,"height":12}},{"id":"88e126a7-9036-42e7-b550-102959fc10c2","block_type":"box","text":"decision-making. As under the BAIS benchmark approach, the active portfolio managers are ultimately responsible for voting","page_number":170,"box":{"x":89,"y":592,"width":875,"height":12}},{"id":"341717a2-bb49-42ff-9028-b2a5c3c89a96","block_type":"box","text":"consistent with their investment mandate and fund objectives.","page_number":170,"box":{"x":89,"y":607,"width":437,"height":12}},{"id":"8d8f7d6f-b144-4158-86ba-1ec91668780d","block_type":"box","text":"Appendix 1: How we fulfil and oversee our active investment stewardship responsibilities","page_number":170,"box":{"x":88,"y":633,"width":643,"height":13}},{"id":"ac59d83c-f1dc-4d25-a5f6-eb2ab381eb4a","block_type":"box","text":"Oversight","page_number":170,"box":{"x":105,"y":660,"width":69,"height":12}},{"id":"b86aa308-2927-472c-9850-857c9a73dcbd","block_type":"box","text":"The Global Head of BAIS has primary oversight of and responsibility for the team’s activities, including voting in accordance","page_number":170,"box":{"x":88,"y":686,"width":865,"height":13}},{"id":"d67cd5ed-596c-4418-a17f-57c394820066","block_type":"box","text":"with the BlackRock Active Investment Stewardship Global Engagement and Voting Guidelines (“the Guidelines”), which","page_number":170,"box":{"x":88,"y":702,"width":835,"height":12}},{"id":"c872b0bf-d6a3-481f-aaea-06396bb5c6bb","block_type":"box","text":"require the application of professional judgment and consideration of each company’s unique circumstances, as well as input","page_number":170,"box":{"x":89,"y":717,"width":878,"height":12}},{"id":"1e04fb5b-664d-4cee-bcc6-d5ce1b9cab0c","block_type":"box","text":"from active investors. BAIS is independent from BlackRock Investment Stewardship in our engagement and voting activities,","page_number":170,"box":{"x":88,"y":732,"width":868,"height":12}},{"id":"160f7fdc-0299-497c-8570-95298c544d98","block_type":"box","text":"reporting lines, and oversight.","page_number":170,"box":{"x":89,"y":747,"width":207,"height":12}},{"id":"11dec2ca-33f5-4b00-8037-3441f04412ba","block_type":"box","text":"The Active Investment Stewardship Oversight Committee, comprised of senior representatives of the active investment, legal","page_number":170,"box":{"x":88,"y":773,"width":873,"height":13}},{"id":"ecdb4289-109b-4784-837f-a2421083f113","block_type":"box","text":"and risk teams, reviews and advises on amendments to BAIS’ Global Engagement and Voting Guidelines. The Committee also","page_number":170,"box":{"x":89,"y":788,"width":878,"height":13}},{"id":"c93158cd-b823-4f80-901c-07280f4c2124","block_type":"box","text":"considers developments in corporate governance, related public policy, and market norms and how these might influence","page_number":170,"box":{"x":89,"y":804,"width":852,"height":12}},{"id":"5d6c4540-ac4b-4e4c-a131-285ca81a7a18","block_type":"box","text":"BAIS’ policies and practices. The Committee does not determine voting decisions, which are the responsibility of BAIS and","page_number":170,"box":{"x":89,"y":819,"width":853,"height":12}},{"id":"2066dab9-2c43-4c27-8556-78b44eba402a","block_type":"box","text":"the relevant active equity investors.","page_number":170,"box":{"x":88,"y":834,"width":246,"height":12}},{"id":"bd1df276-b7bd-462e-911e-85d98a2d904d","block_type":"box","text":"A-14","page_number":170,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"486364a8-82f9-4754-9abc-d987b5703fb3","block_type":"box","text":"In addition, there is a standing advisory group of senior active investors who counsel BAIS on complex or high-profile votes","page_number":171,"box":{"x":89,"y":44,"width":861,"height":12}},{"id":"bd870d4d-8f98-433a-a14f-25db19d9da51","block_type":"box","text":"before a recommendation is finalized and escalated to the portfolio managers with holdings in the company under","page_number":171,"box":{"x":89,"y":59,"width":801,"height":12}},{"id":"e5c5ff3d-0dc8-4251-ab01-52dee15bf50b","block_type":"box","text":"consideration. This group also formally reviews any revisions to the Engagement and Voting Guidelines proposed by BAIS as","page_number":171,"box":{"x":89,"y":74,"width":868,"height":12}},{"id":"81560019-104b-470f-afbe-755adeeb3224","block_type":"box","text":"part of its annual review.","page_number":171,"box":{"x":89,"y":89,"width":170,"height":13}},{"id":"bb97c168-573c-466c-9205-e1ac5853d484","block_type":"box","text":"BAIS carries out engagement with companies in collaboration with active investment colleagues, executes proxy votes, and","page_number":171,"box":{"x":89,"y":116,"width":862,"height":12}},{"id":"87838e49-03f2-4bcf-9836-84ed0198d6b0","block_type":"box","text":"conducts vote operations (including maintaining records of votes cast) in a manner consistent with the Guidelines. BAIS also","page_number":171,"box":{"x":89,"y":131,"width":873,"height":12}},{"id":"4e89719b-64a3-4889-b0c3-4284f14e7b9a","block_type":"box","text":"conducts research on corporate governance issues and participates in industry discussions to contribute to and keep abreast","page_number":171,"box":{"x":89,"y":146,"width":874,"height":12}},{"id":"5b3a8ec5-d733-49dd-b1fa-3d984697ec94","block_type":"box","text":"of important developments in the corporate governance field. BAIS may use third parties for certain of the foregoing activities","page_number":171,"box":{"x":89,"y":161,"width":878,"height":12}},{"id":"0ace2e57-6368-4a78-b4ed-84270f89e5b8","block_type":"box","text":"and performs oversight of those third parties (see “Use and oversight of third-party vote services providers” below).","page_number":171,"box":{"x":89,"y":176,"width":807,"height":13}},{"id":"7a16f2e3-8773-4935-bb40-f9a452800309","block_type":"box","text":"Voting guidelines and vote execution","page_number":171,"box":{"x":104,"y":203,"width":267,"height":12}},{"id":"3eb3e429-9f5c-49da-adaa-3f6b2b7a40a5","block_type":"box","text":"BlackRock votes on proxy issues when our clients authorize us to do so. We carefully consider the voting items submitted to","page_number":171,"box":{"x":89,"y":229,"width":866,"height":12}},{"id":"9cf9cac0-c378-4f6d-8edd-93514afe5fc8","block_type":"box","text":"funds and other fiduciary account(s) (Fund or Funds) for which we have voting authority. BlackRock votes (or refrains from","page_number":171,"box":{"x":88,"y":244,"width":863,"height":13}},{"id":"3d0aede5-ba41-4e0d-b974-f070f334d9f9","block_type":"box","text":"voting) for each Fund for which we have voting authority based on our evaluation of the alignment of the voting items with","page_number":171,"box":{"x":88,"y":259,"width":863,"height":13}},{"id":"881eeb4f-b9ea-44d5-a342-b74169461a15","block_type":"box","text":"the long-term economic interests of our clients, in the exercise of our independent business judgment, and without regard to","page_number":171,"box":{"x":88,"y":274,"width":877,"height":13}},{"id":"d68252d3-c02c-4f92-a66e-b4820d9b4e7b","block_type":"box","text":"the relationship of the issuer (or any shareholder proponent or dissident shareholder) to the Fund, the Fund’s affiliates (if","page_number":171,"box":{"x":88,"y":290,"width":848,"height":12}},{"id":"48d8c5fc-b1ec-42ea-94ef-fee5baea12b6","block_type":"box","text":"any), BlackRock or BlackRock’s affiliates, or BlackRock employees (see “Conflicts management policies and procedures,”","page_number":171,"box":{"x":89,"y":305,"width":841,"height":12}},{"id":"ee71f759-4620-4ef0-acbc-bf9af48903c8","block_type":"box","text":"below).","page_number":171,"box":{"x":89,"y":320,"width":50,"height":12}},{"id":"44bc4c21-2bbc-429e-8849-32cd6abf516a","block_type":"box","text":"When exercising voting rights, BAIS will normally vote on specific proxy issues in accordance with the Guidelines, although","page_number":171,"box":{"x":88,"y":346,"width":859,"height":13}},{"id":"44a1ec83-10f4-4fa4-ae77-b10f71bbb251","block_type":"box","text":"portfolio managers have the right to vote differently on their holdings if they determine doing so is more aligned with the","page_number":171,"box":{"x":89,"y":361,"width":846,"height":13}},{"id":"b85191cc-1549-4970-ab3b-1b5befb6f908","block_type":"box","text":"investment objective and financial interests of clients invested in the funds they manage.","page_number":171,"box":{"x":89,"y":376,"width":619,"height":13}},{"id":"5d2b9122-c63c-448f-9aec-e1c49b4d02f6","block_type":"box","text":"The Guidelines are not intended to be exhaustive. BAIS applies the Guidelines on a case-by-case basis, in the context of the","page_number":171,"box":{"x":88,"y":403,"width":862,"height":12}},{"id":"28b9d3c8-0a87-4868-b3e3-4f9f8178bc60","block_type":"box","text":"individual circumstances of each company and the specific issue under review. As such, the Guidelines do not indicate how","page_number":171,"box":{"x":89,"y":418,"width":863,"height":12}},{"id":"d7599856-1b38-4d93-8d9f-fa431164e346","block_type":"box","text":"BAIS will vote in every instance. Rather, they reflect our view about corporate governance issues generally, and provide","page_number":171,"box":{"x":89,"y":433,"width":827,"height":13}},{"id":"09320a5c-e9ec-44ee-945a-9d5e0082ca81","block_type":"box","text":"insight into how we typically approach issues that commonly arise on corporate ballots. The Guidelines are reviewed","page_number":171,"box":{"x":89,"y":448,"width":815,"height":13}},{"id":"971b5a84-1466-4dbe-990f-d2b41cd61154","block_type":"box","text":"annually and updated as necessary to reflect changes in market practices, developments in corporate governance and","page_number":171,"box":{"x":89,"y":463,"width":826,"height":13}},{"id":"5e154a66-346d-40eb-aec0-ffbf48540951","block_type":"box","text":"feedback from companies and clients. In this way, BAIS aims to maintain policies that explain our approach to governance","page_number":171,"box":{"x":88,"y":479,"width":854,"height":12}},{"id":"dcdb93f0-6514-4aa0-86cb-aa83f89caa73","block_type":"box","text":"practices most aligned with clients’ long-term financial interests.","page_number":171,"box":{"x":89,"y":494,"width":452,"height":12}},{"id":"ee9514a0-d1a9-4b2d-8342-b7fcacbbfa86","block_type":"box","text":"In certain markets, proxy voting involves logistical issues which can affect BAIS’ ability to vote such proxies, as well as the","page_number":171,"box":{"x":89,"y":520,"width":846,"height":12}},{"id":"87c2eba8-6ee3-4497-a714-f3c3d4e59833","block_type":"box","text":"desirability of voting such proxies. These issues include, but are not limited to: i) untimely notice of shareholder meetings; ii)","page_number":171,"box":{"x":89,"y":535,"width":867,"height":13}},{"id":"63e88f5b-1892-48f0-b8e7-b070a0c9c387","block_type":"box","text":"restrictions on a foreigner’s ability to exercise votes; iii) requirements to vote proxies in person; iv) “share-blocking”","page_number":171,"box":{"x":89,"y":550,"width":804,"height":13}},{"id":"eac8c19a-ea8c-4e25-b244-98f374af67a4","block_type":"box","text":"(requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some","page_number":171,"box":{"x":89,"y":565,"width":820,"height":13}},{"id":"cf6bf84e-587b-44a4-93b7-1b8f54220dfe","block_type":"box","text":"specified period in proximity to the shareholder meeting); v) potential difficulties in translating the proxy; vi) regulatory","page_number":171,"box":{"x":89,"y":581,"width":830,"height":12}},{"id":"1ff98a26-7fd2-44fd-b9a7-29f0f3bb6c4a","block_type":"box","text":"constraints; and vii) requirements to provide local agents with unrestricted powers of attorney to facilitate voting","page_number":171,"box":{"x":89,"y":596,"width":788,"height":12}},{"id":"78253263-0add-49a8-811d-1d3b848da76a","block_type":"box","text":"instructions. We are not supportive of impediments to the exercise of voting rights such as share-blocking or overly","page_number":171,"box":{"x":89,"y":611,"width":807,"height":12}},{"id":"ac408d3d-beda-4c56-927f-a499b5e18f3f","block_type":"box","text":"burdensome administrative requirements.","page_number":171,"box":{"x":89,"y":626,"width":292,"height":12}},{"id":"36333369-76c6-4c5e-b08b-b152e56e85c2","block_type":"box","text":"BlackRock votes proxies in these situations on a “best-efforts” basis. In addition, BAIS may determine that it is generally in the","page_number":171,"box":{"x":89,"y":652,"width":878,"height":13}},{"id":"b91a7e95-0c7e-45ac-9801-0df37409f0e1","block_type":"box","text":"interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but not limited to","page_number":171,"box":{"x":89,"y":668,"width":869,"height":12}},{"id":"b3e555e6-a071-4f9b-a81a-0ba2990962d5","block_type":"box","text":"opportunity costs associated with share-blocking constraints) associated with exercising a vote are expected to outweigh the","page_number":171,"box":{"x":89,"y":683,"width":878,"height":12}},{"id":"9a57a4d1-d62f-4285-9d34-05856dfe95d4","block_type":"box","text":"benefit the client would derive by voting on the proposal.","page_number":171,"box":{"x":89,"y":698,"width":397,"height":12}},{"id":"41c69dce-10c4-4ce9-87cf-eebbb9478e57","block_type":"box","text":"Voting Choice","page_number":171,"box":{"x":104,"y":724,"width":101,"height":13}},{"id":"807e7562-e884-479b-96e5-8c85fe731685","block_type":"box","text":"BlackRock offers Voting Choice, a program that provides eligible clients with more opportunities to participate in the proxy","page_number":171,"box":{"x":89,"y":751,"width":855,"height":12}},{"id":"75d072b3-8530-4bd1-824b-3403394ab868","block_type":"box","text":"voting process where legally and operationally viable.","page_number":171,"box":{"x":88,"y":766,"width":373,"height":12}},{"id":"010f3010-9505-4cf7-91e6-11ad4fe1ddaa","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in certain institutional pooled funds in the U.S., UK, and","page_number":171,"box":{"x":88,"y":792,"width":823,"height":13}},{"id":"b0a6b68c-722b-4ba4-b9ca-e9ea8ab422b1","block_type":"box","text":"Canada that use systematic active equity (SAE) and multi-asset strategies. In addition, institutional clients in separately","page_number":171,"box":{"x":89,"y":807,"width":832,"height":13}},{"id":"ca71852d-6919-44bb-b57e-241303f71ae9","block_type":"box","text":"managed accounts (SMAs) are eligible for BlackRock Voting Choice regardless of their investment strategies","page_number":171,"box":{"x":89,"y":822,"width":756,"height":13}},{"id":"1d2ce4c1-d196-48f6-9af1-9be3af7349d6","block_type":"box","text":"(6)","page_number":171,"box":{"x":847,"y":820,"width":14,"height":8}},{"id":"32c385f5-2f64-430d-9394-130499a6daf4","block_type":"box","text":".","page_number":171,"box":{"x":863,"y":831,"width":2,"height":1}},{"id":"4f2ff29b-f86f-4c95-81da-60abb94a7dba","block_type":"box","text":"(6) With Voting Choice, SMAs have the ability to select from a set of voting policies from third-party proxy advisers the policy that best aligns with th","page_number":171,"box":{"x":89,"y":856,"width":844,"height":10}},{"id":"f78c50c0-089b-4ef9-9bcf-c6989fb9c1b0","block_type":"box","text":"eir","page_number":171,"box":{"x":934,"y":857,"width":13,"height":7}},{"id":"c48abef4-2423-4227-8eb7-7f82f5e1b337","block_type":"box","text":"views and preferences. BlackRock can then use its proxy voting infrastructure to cast votes based on the client’s selected voting policy.","page_number":171,"box":{"x":121,"y":868,"width":752,"height":10}},{"id":"d3c2fa4b-3b97-4778-a8e6-45303cdba9cf","block_type":"box","text":"A-15","page_number":171,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"e78b8163-24aa-4a71-8c3d-75acb3310271","block_type":"box","text":"As a result, the shares attributed to BlackRock in company share registers may be voted differently depending on whether our","page_number":172,"box":{"x":88,"y":44,"width":880,"height":12}},{"id":"3cf08402-5dea-4c01-88db-2451e2a5045a","block_type":"box","text":"clients have authorized BAIS to vote on their behalf, have authorized BlackRock to vote in accordance with a third-party","page_number":172,"box":{"x":89,"y":59,"width":833,"height":12}},{"id":"df2a90ee-f8dd-4bcf-8f75-f020fb65ebd5","block_type":"box","text":"policy, or have elected to vote shares in accordance with their own policy. Our clients have greater control over proxy voting","page_number":172,"box":{"x":89,"y":74,"width":863,"height":12}},{"id":"e3d055d2-9ee3-437e-81aa-4d0ca69e9b0e","block_type":"box","text":"because of Voting Choice. BlackRock does not disclose client information, including a client’s selection of proxy policy,","page_number":172,"box":{"x":89,"y":89,"width":826,"height":13}},{"id":"81c21ed6-ad9b-49a8-a1f6-fd59e8c4c5e0","block_type":"box","text":"without client consent.","page_number":172,"box":{"x":88,"y":104,"width":160,"height":10}},{"id":"d2f81b7c-59f2-4c5c-8a96-2fb4b34e2f7e","block_type":"box","text":"Use and oversight of third-party vote services providers","page_number":172,"box":{"x":105,"y":131,"width":400,"height":12}},{"id":"211d2682-0404-4fe7-9ded-d00cbedb2d16","block_type":"box","text":"Third-party vote services providers – or proxy research firms - provide research and recommendations on proxy votes, as well","page_number":172,"box":{"x":88,"y":157,"width":877,"height":13}},{"id":"3bc87865-45c5-4685-8e98-f4a2e6bbd734","block_type":"box","text":"as voting infrastructure. As mentioned previously, BlackRock contracts primarily with the vote services provider ISS and","page_number":172,"box":{"x":89,"y":172,"width":833,"height":13}},{"id":"27519788-c2a8-4fde-952d-3b6b8b996f84","block_type":"box","text":"leverages its online platform to supply research and support voting, record keeping, and reporting processes. We also use","page_number":172,"box":{"x":89,"y":188,"width":848,"height":12}},{"id":"9dad25e6-afce-44e4-97f2-ff518f148837","block_type":"box","text":"Glass Lewis’ research and analysis as an input into our voting process. It is important to note that, although proxy research","page_number":172,"box":{"x":89,"y":203,"width":858,"height":12}},{"id":"3997380d-bbb9-419e-b3e0-86fb9836fc3f","block_type":"box","text":"firms provide important data and analysis, BAIS does not rely solely on their information or follow their voting","page_number":172,"box":{"x":88,"y":218,"width":767,"height":12}},{"id":"160a199b-dfdc-4ce3-96e4-d0e6b6600604","block_type":"box","text":"recommendations. A company’s disclosures, our past engagements and voting, investment colleagues’ insights and our","page_number":172,"box":{"x":89,"y":233,"width":840,"height":12}},{"id":"c7d9c0b2-6209-4405-9635-8c70f997995e","block_type":"box","text":"voting guidelines are important inputs into our voting decisions on behalf of clients.","page_number":172,"box":{"x":88,"y":248,"width":586,"height":12}},{"id":"e5c40bd7-d5f5-43a8-9f9e-18cfed32a02a","block_type":"box","text":"Given the large universe of actively held companies, BAIS employs the proxy services provider to streamline the voting","page_number":172,"box":{"x":89,"y":274,"width":824,"height":13}},{"id":"328ec7f3-f1b6-48be-b375-12146fc324d0","block_type":"box","text":"process by making voting recommendations based on BAIS’ voting guidelines when the items on a shareholder meeting","page_number":172,"box":{"x":89,"y":290,"width":840,"height":12}},{"id":"617d3efc-e7d2-4364-bfb6-97ef02b57712","block_type":"box","text":"agenda are routine. Agenda items that are not routine are referred back to BAIS to assess, escalate as necessary to the","page_number":172,"box":{"x":89,"y":305,"width":826,"height":12}},{"id":"2588c72b-e6e9-4779-b26b-42da2f113aec","block_type":"box","text":"relevant portfolio managers and vote. BAIS reviews and can override the recommendations of the vote services provider at","page_number":172,"box":{"x":89,"y":320,"width":856,"height":12}},{"id":"692e2d6a-ef41-4ca2-ab89-d52ff359291a","block_type":"box","text":"any time prior to the vote deadline. Both BAIS and the vote services provider actively monitor securities filings, research","page_number":172,"box":{"x":89,"y":335,"width":833,"height":12}},{"id":"0cf8dddf-e254-4fad-bd9e-b450ff5a8b1f","block_type":"box","text":"reports, company announcements, and direct communications from companies to ensure awareness of supplemental","page_number":172,"box":{"x":89,"y":350,"width":826,"height":12}},{"id":"c8e53f8e-e67d-4f35-baaa-519ba226bf69","block_type":"box","text":"disclosures and proxy materials that may require a modification of votes.","page_number":172,"box":{"x":89,"y":365,"width":508,"height":12}},{"id":"563e2ab4-1906-4d18-ba80-69f8385f7362","block_type":"box","text":"BAIS closely monitors the third-party vote services providers we contract with to ensure that they are meeting our service","page_number":172,"box":{"x":89,"y":392,"width":850,"height":12}},{"id":"43f72a1c-7495-476f-b118-03fbb97e344f","block_type":"box","text":"level expectations and have effective policies and procedures in place to manage potential conflicts of interest. Our oversight","page_number":172,"box":{"x":89,"y":407,"width":872,"height":12}},{"id":"769b2980-d5c8-4c2b-aa87-6c870496f067","block_type":"box","text":"of service providers includes regular meetings with client service teams, systematic monitoring of vendor operations, as well","page_number":172,"box":{"x":89,"y":422,"width":869,"height":12}},{"id":"e25ee4a5-cee3-43aa-933a-c31150c9277e","block_type":"box","text":"as annual due diligence meetings in accordance with BlackRock’s firmwide policies.","page_number":172,"box":{"x":89,"y":437,"width":584,"height":12}},{"id":"57955cfd-c77e-420a-a3a6-575abaf101f8","block_type":"box","text":"Conflicts management policies and procedures","page_number":172,"box":{"x":105,"y":463,"width":340,"height":13}},{"id":"1d0832d3-661a-4420-b683-ab0f99c60539","block_type":"box","text":"BAIS maintains policies and procedures that seek to prevent undue influence on BlackRock’s proxy voting activity. Such","page_number":172,"box":{"x":89,"y":490,"width":833,"height":12}},{"id":"3b0e2220-e607-44a7-9ced-0d62e9da4027","block_type":"box","text":"influence might stem from any relationship between the investee company (or any shareholder proponent or dissident","page_number":172,"box":{"x":89,"y":505,"width":829,"height":12}},{"id":"90c5b1e9-a636-4df3-a00f-57938cbfca61","block_type":"box","text":"shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees. The following are","page_number":172,"box":{"x":89,"y":520,"width":855,"height":12}},{"id":"83b194ba-7934-4b0d-a5e0-48d5a93eb97d","block_type":"box","text":"examples of sources of perceived or potential conflicts of interest:","page_number":172,"box":{"x":89,"y":535,"width":459,"height":13}},{"id":"b90dca2e-04bc-4268-b62b-24a0eeb5cd88","block_type":"box","text":"• BlackRock clients who may be issuers of securities or proponents of shareholder resolutions","page_number":172,"box":{"x":121,"y":555,"width":676,"height":13}},{"id":"68ab53d9-6edc-49bd-bd40-47a56db24b84","block_type":"box","text":"• BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder","page_number":172,"box":{"x":121,"y":576,"width":781,"height":12}},{"id":"8ed01906-b179-4419-a69e-880e000580e4","block_type":"box","text":"resolutions","page_number":172,"box":{"x":154,"y":591,"width":76,"height":9}},{"id":"69f61541-2e3b-4cee-b8f0-5ef9a925d14c","block_type":"box","text":"• BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock","page_number":172,"box":{"x":121,"y":611,"width":785,"height":12}},{"id":"190a7cc0-f22a-43a8-8aa7-c3e6134ba869","block_type":"box","text":"• Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock","page_number":172,"box":{"x":121,"y":631,"width":780,"height":12}},{"id":"f9cffe6d-b541-4462-8a23-cf685c9a3bc6","block_type":"box","text":"• Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock","page_number":172,"box":{"x":121,"y":651,"width":714,"height":12}},{"id":"6044fc13-8aaa-4374-874a-81dad72c237f","block_type":"box","text":"• BlackRock, Inc. board members who serve as senior executives or directors of public companies held in Funds","page_number":172,"box":{"x":121,"y":671,"width":801,"height":13}},{"id":"3d6ee456-46c9-4056-8824-08a563250096","block_type":"box","text":"managed by BlackRock","page_number":172,"box":{"x":154,"y":686,"width":162,"height":13}},{"id":"6baaf3e9-9d26-4676-921c-8013ab851b95","block_type":"box","text":"BlackRock has taken certain steps to mitigate perceived or potential conflicts including, but not limited to, the following:","page_number":172,"box":{"x":89,"y":713,"width":839,"height":12}},{"id":"e4bf85ef-e2f3-41f5-abdc-3ba54b70cfec","block_type":"box","text":"• Adopted the Guidelines which are designed to advance our clients’ long-term economic interests in the companies","page_number":172,"box":{"x":121,"y":733,"width":838,"height":12}},{"id":"8a924bed-3efe-46ab-b3a9-af49b3c5650f","block_type":"box","text":"in which BlackRock invests on their behalf","page_number":172,"box":{"x":154,"y":748,"width":294,"height":10}},{"id":"15608d51-7e92-4121-9a3d-1273a9598e24","block_type":"box","text":"• Established a reporting structure that separates BAIS from employees with sales, vendor management, or business","page_number":172,"box":{"x":121,"y":768,"width":835,"height":13}},{"id":"88cd25fc-a98d-4825-9818-7a788a6cce55","block_type":"box","text":"partnership roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident","page_number":172,"box":{"x":154,"y":783,"width":777,"height":13}},{"id":"94912d4c-589f-46c1-898a-e04ce099f8fc","block_type":"box","text":"shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship","page_number":172,"box":{"x":154,"y":799,"width":797,"height":12}},{"id":"73af93e2-e624-4f20-b103-0fcf2fd413cb","block_type":"box","text":"with such parties. Clients or business partners are not given special treatment or differentiated access. BAIS","page_number":172,"box":{"x":153,"y":814,"width":752,"height":12}},{"id":"298fc7d9-da2d-49bf-8133-9e88626163da","block_type":"box","text":"prioritizes engagements based on factors including, but not limited to, our need for additional information to make","page_number":172,"box":{"x":154,"y":829,"width":803,"height":12}},{"id":"e6dd7cb0-bb35-437e-acd4-a0562a5c68a9","block_type":"box","text":"a voting decision or our view on the likelihood that an engagement could lead to positive outcome(s) over time for","page_number":172,"box":{"x":154,"y":844,"width":802,"height":12}},{"id":"80c07302-e6e6-4c14-a50d-4602091dda11","block_type":"box","text":"the economic value of the company. Within the normal course of business, BAIS may engage directly with","page_number":172,"box":{"x":153,"y":859,"width":741,"height":12}},{"id":"f5eab558-71a2-4c6d-964c-400a74a58340","block_type":"box","text":"A-16","page_number":172,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"e7957e21-fc75-4023-8c5b-45c8d892a2ed","block_type":"box","text":"BlackRock clients, business partners and/or third parties, and/or with employees with sales, vendor management,","page_number":173,"box":{"x":154,"y":44,"width":798,"height":12}},{"id":"65e5125a-d285-4885-b192-9a9528650717","block_type":"box","text":"or business partnership roles, in discussions regarding our approach to stewardship, general corporate governance","page_number":173,"box":{"x":154,"y":59,"width":803,"height":12}},{"id":"86b445d1-8fe4-448a-a2c6-4aaa500ad663","block_type":"box","text":"matters, client reporting needs, and/or to otherwise ensure that proxy-related client service levels are met","page_number":173,"box":{"x":154,"y":74,"width":741,"height":12}},{"id":"680f7b91-637e-4f7c-8099-374a002bd9cc","block_type":"box","text":"• Determined to engage, in certain instances, an independent third-party voting service provider to make proxy voting","page_number":173,"box":{"x":121,"y":94,"width":846,"height":13}},{"id":"b2d1a996-8dd4-4532-b50a-11286c2addd4","block_type":"box","text":"recommendations as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance","page_number":173,"box":{"x":154,"y":109,"width":784,"height":13}},{"id":"07c55dfd-e4e4-4d67-935f-cf793a90b1e7","block_type":"box","text":"requirements, or as may be otherwise required by applicable law. In such circumstances, the independent third","page_number":173,"box":{"x":154,"y":125,"width":780,"height":12}},{"id":"d3667ece-0640-4e29-9f57-4f982253c29d","block_type":"box","text":"party voting service provider provides BlackRock with recommendations, in accordance with the Guidelines, as to","page_number":173,"box":{"x":154,"y":140,"width":793,"height":12}},{"id":"fd546e15-cb6d-4291-9551-e32b973b15c5","block_type":"box","text":"how to vote such proxies. BlackRock uses an independent third-party voting service provider to make proxy voting","page_number":173,"box":{"x":154,"y":155,"width":799,"height":12}},{"id":"c40345e5-6969-4f7a-823e-f1162e80aff3","block_type":"box","text":"recommendations for shares of BlackRock, Inc. and companies affiliated with BlackRock, Inc. BlackRock may also","page_number":173,"box":{"x":154,"y":170,"width":790,"height":12}},{"id":"f328bc6a-d6fd-46d0-9e00-b58b921d5484","block_type":"box","text":"use an independent third-party voting service provider to make proxy voting recommendations for:","page_number":173,"box":{"x":154,"y":185,"width":693,"height":12}},{"id":"fb3f6bc2-5299-4b0b-ad32-1cbd423a564c","block_type":"box","text":"• public companies that include BlackRock employees on their boards of directors","page_number":173,"box":{"x":187,"y":205,"width":592,"height":12}},{"id":"9a821d0d-eb1b-4304-8b31-5beb1dd2739d","block_type":"box","text":"• public companies of which a BlackRock, Inc. board member serves as a senior executive or a member of","page_number":173,"box":{"x":187,"y":225,"width":761,"height":13}},{"id":"63ba494b-4498-4915-afe2-697a25b6d278","block_type":"box","text":"the board of directors","page_number":173,"box":{"x":218,"y":240,"width":152,"height":10}},{"id":"3d0a4744-9377-4fa4-8549-43c66ca488d6","block_type":"box","text":"• public companies that are the subject of certain transactions involving BlackRock Funds","page_number":173,"box":{"x":187,"y":261,"width":646,"height":12}},{"id":"85fb9e12-7642-4692-8ccf-5e7da2071fe4","block_type":"box","text":"• public companies that are joint venture partners with BlackRock, and","page_number":173,"box":{"x":187,"y":281,"width":513,"height":12}},{"id":"dee0d996-2ed1-453c-a6c0-6464eb60bac0","block_type":"box","text":"• public companies when legal or regulatory requirements compel BlackRock to use an independent third","page_number":173,"box":{"x":187,"y":301,"width":764,"height":12}},{"id":"02981dd2-6268-467d-a637-c70d390a9c41","block_type":"box","text":"party voting service provider","page_number":173,"box":{"x":219,"y":316,"width":199,"height":12}},{"id":"e05a2428-ea9a-416d-86c1-8fd595aa9192","block_type":"box","text":"In selecting an independent third-party voting service provider, we assess several characteristics, including but not limited to:","page_number":173,"box":{"x":89,"y":342,"width":873,"height":13}},{"id":"d6001f53-f9ff-458f-8a65-cccf2940c501","block_type":"box","text":"independence, an ability to analyze proxy issues and make recommendations in the economic interest of our clients in","page_number":173,"box":{"x":89,"y":358,"width":826,"height":12}},{"id":"bbe9bd7c-e8d2-4cf9-9991-156f5535feb3","block_type":"box","text":"accordance with the Guidelines, reputation for reliability and integrity, and operational capacity to accurately deliver the","page_number":173,"box":{"x":89,"y":373,"width":836,"height":12}},{"id":"1df1bd36-d88e-48da-8c48-1a5bc883119c","block_type":"box","text":"assigned recommendations in a timely manner. We may engage more than one independent third-party voting service","page_number":173,"box":{"x":89,"y":388,"width":829,"height":12}},{"id":"0e4d1ed4-0991-4213-b3df-e60b9b647dbc","block_type":"box","text":"provider, in part to mitigate potential or perceived conflicts of interest at a single voting service provider. The Active","page_number":173,"box":{"x":89,"y":403,"width":804,"height":12}},{"id":"4511ad56-fcc6-454a-8b68-35a8edb0b9e5","block_type":"box","text":"Investment Stewardship Oversight Committee appoints and reviews the performance of the independent third-party voting","page_number":173,"box":{"x":89,"y":418,"width":863,"height":12}},{"id":"26092fd2-191a-4d23-b25b-495dd5bae7cc","block_type":"box","text":"service providers, generally on an annual basis.","page_number":173,"box":{"x":89,"y":433,"width":327,"height":13}},{"id":"88754fe6-de1c-4ec2-88fe-cee52c8437b9","block_type":"box","text":"Securities lending","page_number":173,"box":{"x":105,"y":460,"width":128,"height":12}},{"id":"2ace61ff-bd61-47d3-ac54-fd553479e617","block_type":"box","text":"When so authorized, BlackRock acts as a securities lending agent on behalf of Funds. Securities lending is a well-regulated","page_number":173,"box":{"x":88,"y":486,"width":855,"height":12}},{"id":"02a521dd-3682-4fd1-a138-c61a2a6b6602","block_type":"box","text":"practice that contributes to capital market efficiency. 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While this has occurred in a limited number of cases, the decision to recall securities on loan","page_number":173,"box":{"x":89,"y":573,"width":866,"height":12}},{"id":"07ca7857-a900-4678-9708-c649bb3357f9","block_type":"box","text":"as part of BlackRock’s securities lending program in order to vote is based on an evaluation of various factors that include,","page_number":173,"box":{"x":89,"y":588,"width":853,"height":12}},{"id":"16a951fb-fc3e-4aa9-9968-1e48e2fe22ea","block_type":"box","text":"but are not limited to, assessing potential securities lending revenue alongside the potential long-term financial value to","page_number":173,"box":{"x":89,"y":603,"width":838,"height":13}},{"id":"27040131-f494-45d9-b409-31c2fe5be387","block_type":"box","text":"clients of voting those securities (based on the information available at the time of recall consideration). 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All other trademarks are those of their respective owners.","page_number":174,"box":{"x":88,"y":180,"width":558,"height":12}},{"id":"d230998f-62be-434e-bb5f-79e9fa21a244","block_type":"box","text":"A-18","page_number":174,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"92ee61ee-a57b-4bae-8642-9095fef2c50b","block_type":"box","text":"Index Equity Fund Proxy Voting Policy","page_number":175,"box":{"x":203,"y":44,"width":653,"height":30}},{"id":"9a21e685-610d-45e4-848b-41aa352f84eb","block_type":"box","text":"Procedures Governing Delegation of Proxy Voting to Fund Advisers","page_number":175,"box":{"x":89,"y":88,"width":483,"height":12}},{"id":"a6507aa6-5ba1-4c52-9457-02b046a21fbc","block_type":"box","text":"Effective Date: January 1, 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and Statements","page_number":175,"box":{"x":89,"y":405,"width":356,"height":13}},{"id":"64525e9b-f03e-45e9-beb4-f6fc96fde346","block_type":"box","text":"The Boards of Trustees/Directors (“Directors”) of certain open-end funds (the “Funds”) advised by BlackRock Fund Advisors","page_number":175,"box":{"x":88,"y":432,"width":873,"height":12}},{"id":"ba5efecc-6a9f-4e46-88fd-05c822515078","block_type":"box","text":"or BlackRock Advisors, LLC (“BlackRock”), have the responsibility for the oversight of voting proxies relating to portfolio","page_number":175,"box":{"x":89,"y":447,"width":835,"height":12}},{"id":"0b935d7c-c40d-4212-b6fb-1119eefd530f","block_type":"box","text":"securities of the Funds, and have determined that it is in the best interests of the Funds and their shareholders to delegate","page_number":175,"box":{"x":89,"y":462,"width":853,"height":12}},{"id":"81103a9f-ea7b-4101-8fdc-c1c9affd3d3d","block_type":"box","text":"the responsibility to vote proxies to BlackRock, subject to the principles outlined in this Policy, as part of BlackRock’s authority","page_number":175,"box":{"x":88,"y":477,"width":878,"height":13}},{"id":"79997fcc-47b9-4f12-a9f3-537db574caef","block_type":"box","text":"to manage, acquire and dispose of account assets, all as contemplated by the Funds’ respective investment management","page_number":175,"box":{"x":88,"y":492,"width":850,"height":13}},{"id":"795f0f1f-a2e3-43fe-b549-b701c08abedb","block_type":"box","text":"agreements.","page_number":175,"box":{"x":89,"y":509,"width":85,"height":11}},{"id":"768657cf-8daf-467c-a1d2-8fc97b780a7a","block_type":"box","text":"BlackRock has adopted the BlackRock Investment Stewardship Global Benchmark Policy(“Guidelines”) (as from time to time","page_number":175,"box":{"x":89,"y":534,"width":869,"height":12}},{"id":"cf5e11e5-48dd-4946-9e7e-b5b7b00c456f","block_type":"box","text":"amended, the “Guidelines”) governing proxy voting by index equity Funds managed by BlackRock, except for the iShares","page_number":175,"box":{"x":89,"y":549,"width":843,"height":12}},{"id":"646101be-ed56-4464-9592-bf5608ada920","block_type":"box","text":"Core S&P 500 ETF. In addition, BlackRock has adopted guidelines and procedures (as from time to time amended, the","page_number":175,"box":{"x":89,"y":564,"width":822,"height":13}},{"id":"41837ba4-450d-480f-8aec-ddaa5aae4789","block_type":"box","text":"“BlackRock Climate and Decarbonization Stewardship Guidelines”) governing proxy voting for matters covered in the","page_number":175,"box":{"x":89,"y":579,"width":818,"height":13}},{"id":"dea49637-e436-4cf1-8ec6-1d1c012621fe","block_type":"box","text":"BlackRock Climate and Decarbonization Stewardship Guidelines by the Funds listed in Appendix A.","page_number":175,"box":{"x":89,"y":594,"width":689,"height":13}},{"id":"90cbf51c-ea16-4aa9-ba77-d117a281cb09","block_type":"box","text":"BlackRock will cast votes on behalf of each of the Funds covered by this policy on specific proxy issues in respect of securities","page_number":175,"box":{"x":89,"y":621,"width":876,"height":12}},{"id":"18ee7654-a1df-475a-b784-2a7df89ecb5d","block_type":"box","text":"held by each such Fund (or may refrain from voting) in accordance with the Guidelines and the BlackRock Climate and","page_number":175,"box":{"x":89,"y":636,"width":829,"height":12}},{"id":"5f5634a5-b5af-4651-adac-cf164eaa5146","block_type":"box","text":"Decarbonization Stewardship Guidelines, as applicable.","page_number":175,"box":{"x":89,"y":651,"width":384,"height":12}},{"id":"e3f6c74a-d357-4f34-ab92-0faf5ba5a268","block_type":"box","text":"Conflicts Management","page_number":175,"box":{"x":89,"y":678,"width":164,"height":12}},{"id":"c44642b0-133f-4591-b473-77394b7a56b6","block_type":"box","text":"BlackRock Investment Stewardship (“BIS”) maintains policies and procedures that seek to prevent undue influence on","page_number":175,"box":{"x":89,"y":704,"width":824,"height":12}},{"id":"99cc6b16-c509-4ed7-af23-cfec4a4330bb","block_type":"box","text":"BlackRock’s proxy voting activity and to mitigate material conflicts of interest in the exercise of proxy voting responsibilities.","page_number":175,"box":{"x":89,"y":719,"width":865,"height":13}},{"id":"3cf3e9c4-35f0-489c-a858-199d27b0ae98","block_type":"box","text":"Potential material conflicts, and the resultant potential for undue influence, might be due to a relationship between the","page_number":175,"box":{"x":89,"y":734,"width":831,"height":13}},{"id":"059cb5ca-1b11-4379-9674-96fd5e4e6544","block_type":"box","text":"investee company (or any shareholder proponent or dissident shareholder) and BlackRock, BlackRock’s affiliates or","page_number":175,"box":{"x":89,"y":749,"width":803,"height":13}},{"id":"2c75c8ed-afcd-45ac-991a-cc72623a2288","block_type":"box","text":"employees, or a Fund or a Fund’s affiliates. BlackRock has taken certain steps to mitigate potential conflicts, which are","page_number":175,"box":{"x":89,"y":765,"width":825,"height":12}},{"id":"777ad72c-e761-4e82-bcb5-1797978c2f6f","block_type":"box","text":"outlined in detail in the Guidelines. In mitigating conflicts, BIS will adhere to the Guidelines.","page_number":175,"box":{"x":89,"y":780,"width":635,"height":12}},{"id":"e3082c60-207c-4b10-9554-2d258a6117c6","block_type":"box","text":"In certain instances, BIS will engage an independent third-party voting service provider to make proxy voting","page_number":175,"box":{"x":89,"y":806,"width":758,"height":12}},{"id":"4f3a057d-7f21-41fe-a21a-95826b6660a5","block_type":"box","text":"recommendations as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance","page_number":175,"box":{"x":89,"y":821,"width":784,"height":13}},{"id":"8514af74-c18d-493b-af37-0cfb0b120075","block_type":"box","text":"requirements, or as may be otherwise required by applicable law.","page_number":175,"box":{"x":89,"y":836,"width":452,"height":13}},{"id":"b202b4c2-3ebf-4bdc-966c-0ae6eb8df028","block_type":"box","text":"A-19","page_number":175,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"a7bbff45-a79c-46f9-8f80-a55f81cad9bf","block_type":"box","text":"With respect to the relationship between securities lending and proxy voting, shares on loan cannot be voted and BlackRock","page_number":176,"box":{"x":88,"y":44,"width":869,"height":12}},{"id":"2f67706e-93be-41f1-8fd5-5eff5c91ab2d","block_type":"box","text":"may determine to recall them for voting, as guided by BlackRock’s fiduciary responsibility to act in clients’ financial interests.","page_number":176,"box":{"x":89,"y":59,"width":868,"height":12}},{"id":"e138f13e-46c0-42f2-9f57-4e6948535af6","block_type":"box","text":"The Guidelines set forth BlackRock’s approach to recalling securities on loan in connection with proxy voting.","page_number":176,"box":{"x":88,"y":74,"width":764,"height":12}},{"id":"d9fd7678-71e0-482b-9e98-852a47978cab","block_type":"box","text":"Reports to the Board","page_number":176,"box":{"x":89,"y":101,"width":147,"height":12}},{"id":"f9abddcd-395c-4474-8e3d-cbdf863e57d2","block_type":"box","text":"BlackRock will report on an annual basis to the Directors on (1) a summary of the proxy voting process as applicable to the","page_number":176,"box":{"x":89,"y":127,"width":860,"height":12}},{"id":"93d350c8-2ff0-46a3-bc14-3ca7bd0677eb","block_type":"box","text":"Funds covered by this policy in the preceding year together with a representation that all votes were in accordance with the","page_number":176,"box":{"x":89,"y":142,"width":863,"height":12}},{"id":"485c8199-abb9-4cd6-888a-70fad9cb5c5b","block_type":"box","text":"Guidelines and the BlackRock Climate and Decarbonization Stewardship Guidelines, as applicable (2) any material changes to","page_number":176,"box":{"x":89,"y":157,"width":878,"height":13}},{"id":"5685acf6-deda-4280-97df-49ddccbe5391","block_type":"box","text":"the Guidelines and the BlackRock Climate and Decarbonization Stewardship Guidelines, including material changes to","page_number":176,"box":{"x":88,"y":172,"width":826,"height":13}},{"id":"56c73fed-e9c4-43fc-aa24-4811daf6bc27","block_type":"box","text":"conflicts management practices, that have not previously been reported.","page_number":176,"box":{"x":89,"y":188,"width":507,"height":12}},{"id":"734072fc-8784-4b71-a25a-4e09e232afff","block_type":"box","text":"Appendix A","page_number":176,"box":{"x":88,"y":214,"width":85,"height":12}},{"id":"c66144b4-cbec-4537-b80d-43ed1a97a23a","block_type":"box","text":"iShares Climate Conscious & Transition MSCI USA ETF","page_number":176,"box":{"x":89,"y":240,"width":380,"height":10}},{"id":"e5dcdec9-93fd-45e3-9c5e-2e249d8e2c03","block_type":"box","text":"iShares ESG Advanced MSCI EAFE 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. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-32","page_number":177,"box":{"x":270,"y":498,"width":617,"height":9}},{"id":"da9606f4-1be6-48ad-b211-fad65fa7bf42","block_type":"box","text":"Conflicts management policies and procedures","page_number":177,"box":{"x":169,"y":516,"width":330,"height":13}},{"id":"3627e68c-c9e6-4a99-b8d5-1a04d37539d4","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-33","page_number":177,"box":{"x":505,"y":517,"width":382,"height":9}},{"id":"64cacaa0-662a-4bfb-ac4d-75c85c56ffaa","block_type":"box","text":"Securities lending","page_number":177,"box":{"x":169,"y":535,"width":123,"height":13}},{"id":"e1f53ecf-3926-4e66-bff0-8aa8727bd626","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-34","page_number":177,"box":{"x":296,"y":536,"width":591,"height":9}},{"id":"9adedf96-d52c-4d77-bb52-e952110ab7fc","block_type":"box","text":"Reporting and vote transparency","page_number":177,"box":{"x":170,"y":554,"width":228,"height":12}},{"id":"4c346ab9-9f7c-4d16-85cc-ac5320829474","block_type":"box","text":". . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .A-34","page_number":177,"box":{"x":401,"y":555,"width":486,"height":9}},{"id":"5caf5410-2b1b-449a-a801-517fca377277","block_type":"box","text":"Introduction to BlackRock Investment Stewardship","page_number":177,"box":{"x":89,"y":587,"width":365,"height":12}},{"id":"2283547f-2770-404c-96b6-896137286248","block_type":"box","text":"BlackRock’s clients depend on us to help them meet their varied investment goals. We consider it one of our responsibilities","page_number":177,"box":{"x":89,"y":613,"width":863,"height":13}},{"id":"8b3a9f89-75b1-404f-8067-1c283fac74c0","block_type":"box","text":"to be an informed, engaged shareholder on their behalf, given the business decisions that companies make have a direct","page_number":177,"box":{"x":88,"y":628,"width":844,"height":13}},{"id":"aa1e772e-9226-404e-b2bf-da981fae1e42","block_type":"box","text":"impact on our clients’ long-term investment outcomes and financial well-being. 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Engaging with companies in a two-way dialogue to build our understanding of a company’s practices and inform our","page_number":177,"box":{"x":90,"y":751,"width":859,"height":12}},{"id":"52264b3e-ada6-41d0-8189-970776eb037a","block_type":"box","text":"voting decisions.","page_number":177,"box":{"x":127,"y":766,"width":117,"height":12}},{"id":"4c22e95a-0be5-4c94-af0e-a969595c76aa","block_type":"box","text":"(1) BIS’ Benchmark Policies, and the vote decisions made consistent with these policies, take a financial materiality-based approach and are focuse","page_number":177,"box":{"x":89,"y":805,"width":834,"height":10}},{"id":"2ce8133d-96b9-4f1f-9db0-8f3b0aee738b","block_type":"box","text":"d solely","page_number":177,"box":{"x":924,"y":805,"width":42,"height":10}},{"id":"988800c9-af6b-468a-b004-9c12f22098ea","block_type":"box","text":"on advancing clients’ financial interests. BIS’ Benchmark Policies– comprised of the BIS Global Principles, regional voting guidelines, and engag","page_number":177,"box":{"x":121,"y":818,"width":798,"height":10}},{"id":"149be5e4-5ee9-4e63-909b-5630bb267adf","block_type":"box","text":"ement","page_number":177,"box":{"x":920,"y":819,"width":36,"height":7}},{"id":"39a409a3-41e5-4036-9a9d-8f99b8b00814","block_type":"box","text":"priorities – apply to clients’ assets invested through index strategies and provide guidance on our position on common corporate governance matters","page_number":177,"box":{"x":121,"y":831,"width":837,"height":10}},{"id":"df8051f6-e2e1-4fad-86e2-5c658cd0ce72","block_type":"box","text":".","page_number":177,"box":{"x":960,"y":837,"width":1,"height":1}},{"id":"04ef7676-6154-442a-b199-9a89016ae94f","block_type":"box","text":"We take a globally consistent approach, while recognizing the unique markets and sectors in which companies operate. BlackRock offers a wide range","page_number":177,"box":{"x":121,"y":843,"width":840,"height":10}},{"id":"82952284-1922-49c8-8bc8-9ff725f46175","block_type":"box","text":"of investment products and funds to support our clients’ unique and varied investment objectives. Other materials on the BIS website might also pro","page_number":177,"box":{"x":121,"y":856,"width":836,"height":10}},{"id":"4b334880-9b98-4384-921f-e0846094c61e","block_type":"box","text":"vide useful context.","page_number":177,"box":{"x":121,"y":868,"width":108,"height":8}},{"id":"2c74a869-41e0-41eb-a703-d6b58f208245","block_type":"box","text":"A-21","page_number":177,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"f7a80650-6e4b-4e75-a586-014767cad2f2","block_type":"box","text":"2. Voting at shareholder meetings on management and shareholder proposals on behalf of clients who have delegated","page_number":178,"box":{"x":89,"y":44,"width":852,"height":12}},{"id":"08c382df-adba-450d-9131-c77d0c02998c","block_type":"box","text":"voting authority to BlackRock.","page_number":178,"box":{"x":127,"y":59,"width":210,"height":12}},{"id":"82cc25f0-237f-4790-a1af-6c3d35167e66","block_type":"box","text":"3. Contributing to industry dialogue on stewardship to share our perspectives on matters that may impact our clients’","page_number":178,"box":{"x":89,"y":79,"width":845,"height":13}},{"id":"f8f976d2-652d-48ea-8a96-1561b532a3ea","block_type":"box","text":"investments.","page_number":178,"box":{"x":128,"y":95,"width":87,"height":9}},{"id":"3750d96b-5711-4b5a-bafd-4dc7b2e90645","block_type":"box","text":"4. Reporting on our activities to inform clients about our stewardship efforts on their behalf through a range of","page_number":178,"box":{"x":88,"y":114,"width":798,"height":13}},{"id":"b6723134-667a-4917-8b70-4608f0c07d52","block_type":"box","text":"publications and direct reporting.","page_number":178,"box":{"x":128,"y":130,"width":232,"height":12}},{"id":"923f9d35-44cb-4350-9a08-390d64ce12ba","block_type":"box","text":"Philosophy on investment stewardship","page_number":178,"box":{"x":89,"y":156,"width":278,"height":12}},{"id":"d7c53373-4697-4861-bd82-a00f9d527c5b","block_type":"box","text":"Sound governance is critical to the success of a company, the protection of investors’ interests, and long-term financial value","page_number":178,"box":{"x":88,"y":182,"width":874,"height":13}},{"id":"ee0c23fe-8ae5-4d14-8867-a7e8050f660c","block_type":"box","text":"creation. Research indicates that high-performing companies will effectively evaluate and address risks and opportunities","page_number":178,"box":{"x":89,"y":198,"width":848,"height":12}},{"id":"71e7ab31-4787-4193-92ee-e1500e4233c8","block_type":"box","text":"relevant to their businesses, which supports durable, long-term financial value creation.","page_number":178,"box":{"x":89,"y":213,"width":612,"height":12}},{"id":"6e8d0de4-bc1c-4e2c-ae55-dd14ec862cef","block_type":"box","text":"(2)","page_number":178,"box":{"x":703,"y":211,"width":14,"height":8}},{"id":"bd34a051-524c-429d-8d7a-1f14ae8c7be5","block_type":"box","text":"Setting, executing, and overseeing strategy are the responsibility of management and the board. As one of many minority","page_number":178,"box":{"x":88,"y":239,"width":851,"height":13}},{"id":"94c1cc8b-dbe4-424f-a105-026a1ffb273a","block_type":"box","text":"shareholders, BlackRock cannot – and does not try to – direct a company’s strategy or its implementation. Our role, on behalf","page_number":178,"box":{"x":89,"y":254,"width":877,"height":13}},{"id":"8f75122b-4197-467a-934a-2fc79e10f4f4","block_type":"box","text":"of BlackRock’s clients as long-term investors, is to better understand how corporate leadership is managing material risks","page_number":178,"box":{"x":89,"y":269,"width":851,"height":13}},{"id":"94afcf95-f49e-4807-b7f5-dcadb6e981f1","block_type":"box","text":"and capitalizing on opportunities to help protect and enhance the company’s ability to deliver long-term financial returns. We","page_number":178,"box":{"x":89,"y":285,"width":877,"height":12}},{"id":"8d0d491d-f0f6-4030-a150-f2a421fbeebe","block_type":"box","text":"aim to take a globally consistent approach, while recognizing the unique markets and sectors in which companies operate.","page_number":178,"box":{"x":89,"y":300,"width":858,"height":12}},{"id":"0ad0af4e-204a-4788-8307-04847468e12b","block_type":"box","text":"Shareholder rights","page_number":178,"box":{"x":88,"y":326,"width":134,"height":12}},{"id":"f15eb161-404d-4845-bb67-e2963619dfcc","block_type":"box","text":"Corporate law, regulations and listing rules in most markets establish certain fundamental rights attached to shareholding.","page_number":178,"box":{"x":89,"y":353,"width":857,"height":12}},{"id":"b92fbaa5-190f-4c7e-af58-d0c4479af089","block_type":"box","text":"Shareholders should have the right to:","page_number":178,"box":{"x":88,"y":368,"width":266,"height":12}},{"id":"53017915-a6d5-4edf-b808-32e3a4545ab1","block_type":"box","text":"• Elect, remove, and nominate directors, approve the appointment of the auditor, and amend the corporate charter or by","page_number":178,"box":{"x":89,"y":388,"width":868,"height":12}},{"id":"7b5f770d-d8cb-48c7-9c4d-dcbddd1b6d43","block_type":"box","text":"laws.","page_number":178,"box":{"x":122,"y":403,"width":33,"height":10}},{"id":"135e6807-e261-46c0-99e2-294738d148a3","block_type":"box","text":"• Vote on key board decisions that are material to the protection of their investment, including but not limited to, changes","page_number":178,"box":{"x":89,"y":423,"width":872,"height":12}},{"id":"d8696f56-d218-4d1c-b18c-6b3652f3d5aa","block_type":"box","text":"to the purpose of the business, dilution levels and pre-emptive rights, and the distribution of income and capital","page_number":178,"box":{"x":121,"y":438,"width":783,"height":13}},{"id":"29f96435-e5e0-4fdc-aeaa-87070a643f7e","block_type":"box","text":"structure.","page_number":178,"box":{"x":121,"y":455,"width":66,"height":8}},{"id":"2ff3f3a2-aa93-4916-abf5-23fd7766b379","block_type":"box","text":"• Access sufficient and timely information on material governance, strategic, and business matters to make informed","page_number":178,"box":{"x":89,"y":473,"width":840,"height":13}},{"id":"5819927e-4db1-42f7-8ddd-9e52d7a77e65","block_type":"box","text":"decisions.","page_number":178,"box":{"x":121,"y":489,"width":68,"height":9}},{"id":"9d529341-0148-4cdb-bd3c-356688ae4aff","block_type":"box","text":"To protect the interest of minority shareholders like BlackRock’s clients, BIS holds the view that shareholder voting rights","page_number":178,"box":{"x":88,"y":515,"width":844,"height":12}},{"id":"804f0742-932a-4699-88bd-7fa34f04d889","block_type":"box","text":"should be proportionate to economic ownership—the principle of “one share, one vote” helps to achieve this balance.","page_number":178,"box":{"x":89,"y":530,"width":823,"height":13}},{"id":"abf9f8b7-d67e-4cb8-9edc-f5199bda3912","block_type":"box","text":"Stewardship in practice","page_number":178,"box":{"x":88,"y":557,"width":169,"height":12}},{"id":"21b76b5c-2f1b-4694-ae1d-8921e695d11d","block_type":"box","text":"The assets BlackRock manages belong to our clients, which include public and private pension plans, insurers, official","page_number":178,"box":{"x":88,"y":583,"width":821,"height":12}},{"id":"02ab0216-85d5-4bf5-b5a6-24a09b5caf9f","block_type":"box","text":"institutions, endowments, universities, charities, family offices, wealth managers, and ultimately, the individual investors that","page_number":178,"box":{"x":89,"y":598,"width":872,"height":13}},{"id":"848c394c-d304-4ae8-a532-e7d43e03ad4a","block_type":"box","text":"they serve. Through stewardship, we assess how companies are creating long-term financial value to serve our clients, many","page_number":178,"box":{"x":88,"y":613,"width":873,"height":13}},{"id":"3904cc5c-9e74-42e5-b360-4f81e82c5ef2","block_type":"box","text":"of whom are saving for long-term goals, such as retirement.","page_number":178,"box":{"x":89,"y":628,"width":419,"height":13}},{"id":"60a29609-b7ad-47b1-9a67-a87fdf535615","block_type":"box","text":"As shareholders of public companies, our clients have the right to vote on matters proposed by a company’s management or","page_number":178,"box":{"x":88,"y":655,"width":875,"height":12}},{"id":"9785e5b7-95ef-4d1e-9213-db4f6840ece9","block_type":"box","text":"its shareholders. Voting is an important mechanism for investors to express support for, or concern about, a company’s","page_number":178,"box":{"x":89,"y":670,"width":834,"height":12}},{"id":"fe1e01a7-c2be-4f50-9055-b2e0501d82d7","block_type":"box","text":"performance and most of our clients authorize BlackRock to exercise this right on their behalf. For those clients, and as a","page_number":178,"box":{"x":89,"y":685,"width":842,"height":12}},{"id":"e5660cbf-4b66-4838-8855-5c368cc82047","block_type":"box","text":"fiduciary, BlackRock is legally required to make proxy voting determinations in a manner that is consistent with their","page_number":178,"box":{"x":88,"y":700,"width":813,"height":13}},{"id":"5cdd45b5-6928-4c31-8726-4c7fad287197","block_type":"box","text":"investment objectives. BIS does this by casting votes in favor of proposals that, in our assessment, will promote stronger","page_number":178,"box":{"x":89,"y":715,"width":840,"height":13}},{"id":"d919ee26-1e7e-475e-a2a3-4419fe0fbeda","block_type":"box","text":"governance and better operating practices and, in turn, potentially enhance long-term shareholder value. Our vote decisions","page_number":178,"box":{"x":89,"y":730,"width":869,"height":13}},{"id":"74fa5f2a-0508-4a40-9a89-45ae37ae220a","block_type":"box","text":"are informed by our in-depth analysis of company disclosures, engagement with boards and management teams, third-party","page_number":178,"box":{"x":89,"y":746,"width":875,"height":12}},{"id":"7ea30967-7ed8-4e61-87d8-0d272ff7bbd0","block_type":"box","text":"research, and comparisons against a company’s industry peers.","page_number":178,"box":{"x":89,"y":761,"width":443,"height":12}},{"id":"45925ca3-6536-4c88-aa9c-bacb9bb6b100","block_type":"box","text":"BIS takes a constructive, long-term approach to our engagement with companies, reflecting the investment horizons of the","page_number":178,"box":{"x":89,"y":787,"width":861,"height":13}},{"id":"6e056c06-fbed-4f56-80a2-c4335e6ce968","block_type":"box","text":"majority of our clients. An engagement is a meeting between BIS and a company’s board and management that helps","page_number":178,"box":{"x":89,"y":802,"width":825,"height":13}},{"id":"2135d20c-6bc9-4a72-802a-9a32fb418a03","block_type":"box","text":"improve our understanding of the company’s business model and material risks and opportunities, to inform our voting","page_number":178,"box":{"x":89,"y":817,"width":836,"height":13}},{"id":"7cb4d78e-22e3-44ed-9e23-ea112661212c","block_type":"box","text":"(2) PwC, “The 3 things all high-performing companies do”. Harvard Business Review, “6 Strategic Concepts That Set High-Performing Companies Apart”","page_number":178,"box":{"x":89,"y":856,"width":866,"height":10}},{"id":"03ded33f-1832-4c28-8d20-1f0f876e8d5b","block_type":"box","text":",","page_number":178,"box":{"x":955,"y":862,"width":2,"height":3}},{"id":"1b1fd717-aec0-4337-9a40-2aa13fdd919b","block_type":"box","text":"March 2024.","page_number":178,"box":{"x":121,"y":868,"width":69,"height":8}},{"id":"910d39bd-7824-4373-903e-b39f92556795","block_type":"box","text":"A-22","page_number":178,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"5678c417-4598-41c8-a51e-1ae48f52fec8","block_type":"box","text":"decisions on behalf of clients who authorize us to vote on their behalf. In these two-way conversations, we listen to and learn","page_number":179,"box":{"x":89,"y":44,"width":874,"height":12}},{"id":"4a6cd5d4-ae88-4f26-a2d8-3dcfa6b26d7b","block_type":"box","text":"directly from company directors and executives and ask questions relevant to their business. Either a company or BIS can","page_number":179,"box":{"x":89,"y":59,"width":846,"height":12}},{"id":"dd12972d-d65f-4ecc-a472-24438b9ec2fb","block_type":"box","text":"request an engagement. Many of the engagements are initiated by companies to discuss their long-term strategy, risk and","page_number":179,"box":{"x":89,"y":74,"width":855,"height":12}},{"id":"0aa32cf5-6ca9-40a0-abae-c7c8aaa19711","block_type":"box","text":"opportunity set, and management’s plan to deliver financial returns through business cycles. The ongoing, multiyear nature","page_number":179,"box":{"x":89,"y":89,"width":866,"height":13}},{"id":"75e9a4b9-dd48-4cd6-afdd-5518947065b7","block_type":"box","text":"of our engagements allows us to build strong relationships with company leadership and mutual understanding on key","page_number":179,"box":{"x":89,"y":104,"width":835,"height":13}},{"id":"e5206f69-3baf-46a6-bc88-8d63f44d51b1","block_type":"box","text":"matters of corporate governance and the drivers of long-term financial performance.","page_number":179,"box":{"x":89,"y":119,"width":593,"height":13}},{"id":"719723fe-b9ba-474e-8230-358bc3efd568","block_type":"box","text":"Generally, we support the vote recommendations of the board of directors and management. In case of concerns, we","page_number":179,"box":{"x":89,"y":146,"width":819,"height":12}},{"id":"4758c588-0bb4-400a-8359-982b4d98660e","block_type":"box","text":"typically raise these through dialogue with board members and management teams first. When we determine it is in our","page_number":179,"box":{"x":88,"y":161,"width":844,"height":12}},{"id":"a662bcb8-f1b8-48f2-a637-12fd0050809a","block_type":"box","text":"clients’ financial interests to convey concern to companies through voting, we do so in two forms: we might not support the","page_number":179,"box":{"x":89,"y":176,"width":869,"height":13}},{"id":"e252f667-b05c-48ab-aeb6-0a8b357ad65c","block_type":"box","text":"election of directors or other management proposals, or we might not support management’s voting recommendation on a","page_number":179,"box":{"x":89,"y":191,"width":867,"height":13}},{"id":"c27b0c01-9248-4541-8ec5-6716aa12a8c9","block_type":"box","text":"shareholder proposal.","page_number":179,"box":{"x":89,"y":206,"width":151,"height":13}},{"id":"b6fd8781-32d0-473a-9640-a56899d643f9","block_type":"box","text":"Key themes","page_number":179,"box":{"x":89,"y":233,"width":82,"height":12}},{"id":"090a0fbf-3d14-403b-bbd6-a9f20aafbe22","block_type":"box","text":"While accepted standards and norms of corporate governance can differ between markets, in our experience, there are","page_number":179,"box":{"x":88,"y":259,"width":833,"height":13}},{"id":"9aa85453-5fe2-468c-b38c-cc862a0dd8df","block_type":"box","text":"certain globally applicable fundamental elements of corporate governance that contribute to a company’s ability to create","page_number":179,"box":{"x":89,"y":274,"width":853,"height":13}},{"id":"0cfcf236-678e-4b5b-937b-3e972821bd35","block_type":"box","text":"long-term financial value for shareholders. These global themes are set out in this overarching set of principles (the","page_number":179,"box":{"x":89,"y":290,"width":806,"height":12}},{"id":"406e372f-768c-4953-84c4-cb4cfb7f53c3","block_type":"box","text":"“Principles”), which are anchored in transparency and accountability.","page_number":179,"box":{"x":89,"y":305,"width":482,"height":12}},{"id":"79b68779-3f92-4151-9f09-dcd25e1bb247","block_type":"box","text":"At a minimum, it is our view that companies should observe the accepted corporate governance standards in their domestic","page_number":179,"box":{"x":88,"y":331,"width":871,"height":12}},{"id":"d4e0b9dd-629b-4db4-81ef-da84664ef9c3","block_type":"box","text":"market,","page_number":179,"box":{"x":89,"y":346,"width":52,"height":12}},{"id":"b778a0a3-1ca2-4504-bd91-983c0a73f195","block_type":"box","text":"(3)","page_number":179,"box":{"x":142,"y":344,"width":14,"height":8}},{"id":"cfcf1c55-21f1-40f3-82b2-e460de618c99","block_type":"box","text":"and we ask that, if they do not, they explain how their approach better supports durable, long-term financial value","page_number":179,"box":{"x":162,"y":346,"width":799,"height":13}},{"id":"6598278c-7530-4e7d-9026-0f824016fcf2","block_type":"box","text":"creation.","page_number":179,"box":{"x":89,"y":362,"width":59,"height":9}},{"id":"a8c84339-47ab-4377-80a7-de40c41b0eb1","block_type":"box","text":"These Principles cover seven key subjects:","page_number":179,"box":{"x":104,"y":388,"width":304,"height":12}},{"id":"44d8d666-22f5-4b4a-a0ac-19c688c5d999","block_type":"box","text":"• Boards and directors","page_number":179,"box":{"x":89,"y":408,"width":176,"height":10}},{"id":"c66f6645-996b-4a62-ab99-4e6aa7350eaa","block_type":"box","text":"• Auditors and audit-related issues","page_number":179,"box":{"x":89,"y":428,"width":264,"height":10}},{"id":"7f6c7f17-3027-4544-aa23-0b95064c58c6","block_type":"box","text":"• Capital structure, mergers, asset sales, and other special transactions","page_number":179,"box":{"x":89,"y":448,"width":515,"height":13}},{"id":"5cb58918-16a1-4c5b-bd0f-52f7ab58d32b","block_type":"box","text":"• Executive compensation","page_number":179,"box":{"x":89,"y":469,"width":202,"height":12}},{"id":"c5173bf1-e1f3-4ae2-b0a7-0810448ef1a9","block_type":"box","text":"• Material sustainability-related risks and opportunities","page_number":179,"box":{"x":89,"y":489,"width":405,"height":12}},{"id":"1d738caa-baa1-4d72-accb-933c146d3ad8","block_type":"box","text":"• Other corporate governance matters and shareholder protections","page_number":179,"box":{"x":89,"y":509,"width":491,"height":12}},{"id":"701efd37-131d-4f82-acc4-34b046cc5059","block_type":"box","text":"• Shareholder proposals","page_number":179,"box":{"x":89,"y":529,"width":188,"height":12}},{"id":"47e6a627-d147-4a5e-a873-868a89d8a867","block_type":"box","text":"Our regional and market-specific voting guidelines explain how these Principles inform our voting decisions in relation to","page_number":179,"box":{"x":89,"y":555,"width":846,"height":13}},{"id":"a938b8ff-5e3c-423c-be11-6e54acfb318a","block_type":"box","text":"common ballot items for shareholder meetings in those markets. Alongside the Principles and regional voting guidelines, BIS","page_number":179,"box":{"x":89,"y":570,"width":872,"height":13}},{"id":"0bbfce34-b09a-417c-b952-416ae32b4094","block_type":"box","text":"publishes our engagement priorities which reflect the five themes on which we most frequently engage companies, where","page_number":179,"box":{"x":89,"y":586,"width":857,"height":12}},{"id":"22a31a75-8fb3-45b2-a49e-6fd54919333e","block_type":"box","text":"they are relevant, as these can be a source of material business risk or opportunity. Collectively, these BIS policies set out the","page_number":179,"box":{"x":88,"y":601,"width":869,"height":12}},{"id":"d32d2aed-45d2-45a8-b65c-03be5834bdd9","block_type":"box","text":"core elements of corporate governance that guide our investment stewardship program globally and within each market. The","page_number":179,"box":{"x":89,"y":616,"width":878,"height":12}},{"id":"12888b20-dbf4-4995-9cdd-009b78af7670","block_type":"box","text":"BIS policies are not prescriptive, applied on a pragmatic, case-by-case basis, taking into consideration a number of factors,","page_number":179,"box":{"x":89,"y":631,"width":855,"height":12}},{"id":"08620d3f-ccca-4937-a1d1-dbfa6ca2a99a","block_type":"box","text":"including the sector, market, and business environment within which a company is operating.","page_number":179,"box":{"x":89,"y":646,"width":654,"height":12}},{"id":"e0dd98c1-c66a-4cf0-bc53-5fe4de504c5c","block_type":"box","text":"Boards and directors","page_number":179,"box":{"x":89,"y":673,"width":148,"height":9}},{"id":"cd75c584-9c68-4d72-8e3f-039a1725ae6f","block_type":"box","text":"Companies whose boards are comprised of appropriately qualified, engaged directors with professional characteristics","page_number":179,"box":{"x":89,"y":699,"width":829,"height":12}},{"id":"877ef344-d1ab-4957-917c-01bb298fe3be","block_type":"box","text":"relevant to a company’s business enhance the ability of the board to add value and be the voice of shareholders in board","page_number":179,"box":{"x":89,"y":714,"width":842,"height":12}},{"id":"7c77689e-52d5-49b4-a535-9a20d11aca9a","block_type":"box","text":"discussions. A strong board gives a company a competitive advantage, providing valuable oversight and contributing to the","page_number":179,"box":{"x":89,"y":729,"width":863,"height":13}},{"id":"ca305ce9-0329-468a-a0f7-68a39ae2c4f3","block_type":"box","text":"most important management decisions that support long-term financial performance. As part of their responsibilities, board","page_number":179,"box":{"x":89,"y":744,"width":871,"height":13}},{"id":"e2362c89-2959-4916-8827-043495308f34","block_type":"box","text":"members have a fiduciary duty to shareholders to oversee the strategic direction, operations, and risk management of a","page_number":179,"box":{"x":89,"y":759,"width":837,"height":13}},{"id":"99e82660-a13e-42af-b032-514e21109465","block_type":"box","text":"company. This is why our investment stewardship efforts have always started with the performance of the board of directors,","page_number":179,"box":{"x":89,"y":775,"width":873,"height":12}},{"id":"7cae1cb3-d055-40b2-bab4-5e17879271cf","block_type":"box","text":"and why we see engagement with, and the election of, directors as one of our most important responsibilities. We engage, as","page_number":179,"box":{"x":89,"y":790,"width":875,"height":12}},{"id":"1e4db2a5-1722-48c9-9f71-23750dfe689e","block_type":"box","text":"necessary, with members of the board’s nominating and/or governance committee to assess whether governance practices","page_number":179,"box":{"x":89,"y":805,"width":867,"height":12}},{"id":"f37598e0-8fcc-4ae7-b449-17adb9dffa89","block_type":"box","text":"(3) Our regional voting guidelines, which we publish on the BIS website, reflect these different market standards and norms. Depending on the market,","page_number":179,"box":{"x":89,"y":856,"width":856,"height":10}},{"id":"89d8c2f9-d488-423d-8d7e-83e6a49f8a31","block_type":"box","text":"generally accepted practice is informed by corporate law, market regulation, best practices, and industry initiatives, amongst other factors.","page_number":179,"box":{"x":121,"y":868,"width":774,"height":10}},{"id":"23a1e954-945b-43d8-8735-63d93835ef0c","block_type":"box","text":"A-23","page_number":179,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"c06d402e-f1ba-44c8-90b5-9f8894c1bed2","block_type":"box","text":"and board composition are appropriate given a company’s business model and we take into consideration a number of","page_number":180,"box":{"x":89,"y":44,"width":834,"height":12}},{"id":"d3215106-c942-4309-9bfb-cda2aad41af2","block_type":"box","text":"factors, including the sector, market, and business environment within which a company is operating.","page_number":180,"box":{"x":88,"y":59,"width":711,"height":12}},{"id":"7c6362f3-c4c7-4482-8c4f-f1ac5fb5ae3b","block_type":"box","text":"We view it as good practice when the board establishes and maintains a framework of robust and effective governance","page_number":180,"box":{"x":88,"y":85,"width":832,"height":13}},{"id":"d650f3ce-0bdb-4b47-949c-0e9a96d2f1a3","block_type":"box","text":"mechanisms to support its oversight of the company’s strategy and operations consistent with the long-term economic","page_number":180,"box":{"x":89,"y":101,"width":838,"height":12}},{"id":"3632ead0-d9af-4bc2-87e7-d1caab436c5b","block_type":"box","text":"interests of investors. There should be clear descriptions of the role of the board and the committees of the board and how","page_number":180,"box":{"x":89,"y":116,"width":859,"height":12}},{"id":"6b1bacf9-a234-431b-a026-5a3172428eea","block_type":"box","text":"directors engage with and oversee management. Disclosure of material risks that may affect a company’s long-term strategy","page_number":180,"box":{"x":89,"y":131,"width":874,"height":12}},{"id":"58c131c8-7f2f-4e93-b968-2ccd64109a4b","block_type":"box","text":"and financial value creation, including material sustainability-related factors when relevant, is helpful for investors to","page_number":180,"box":{"x":89,"y":146,"width":813,"height":12}},{"id":"4cdd1db2-5aa2-4e14-907c-8b1c3cc5955e","block_type":"box","text":"appropriately understand and assess how effectively management is identifying, managing, and mitigating such risks.","page_number":180,"box":{"x":89,"y":161,"width":825,"height":12}},{"id":"f76810d1-a6e2-4775-8885-aa6865d3fb11","block_type":"box","text":"We seek to understand management’s long-term strategy and the milestones against which investors should assess its","page_number":180,"box":{"x":88,"y":188,"width":835,"height":12}},{"id":"9aff2cae-424e-4421-b334-ed2b79c3fc3f","block_type":"box","text":"implementation. If any strategic targets are significantly missed or materially restated, we find it helpful when company","page_number":180,"box":{"x":89,"y":203,"width":834,"height":12}},{"id":"0a589f0e-8c46-4e70-858a-220f2ed04b3c","block_type":"box","text":"disclosures provide a detailed explanation of the changes and an indication of the board’s role in reviewing the revised","page_number":180,"box":{"x":89,"y":218,"width":827,"height":12}},{"id":"61e62bcf-0a44-4012-836b-652fdd79d220","block_type":"box","text":"targets. We look to the board to articulate the effectiveness of these mechanisms in overseeing the management of business","page_number":180,"box":{"x":88,"y":233,"width":872,"height":12}},{"id":"2d852828-454f-4860-bd75-904811b0c33b","block_type":"box","text":"risks and opportunities and the fulfillment of the company’s strategy.","page_number":180,"box":{"x":89,"y":248,"width":481,"height":12}},{"id":"42ae2007-1f59-4c4c-b1e8-cd032159daac","block_type":"box","text":"Where a company has not adequately disclosed and demonstrated that its board has fulfilled these corporate governance","page_number":180,"box":{"x":88,"y":274,"width":851,"height":13}},{"id":"1b285398-46de-42d1-8f46-69e34d116d30","block_type":"box","text":"and risk oversight responsibilities, we may consider voting against the election of directors who, on our assessment, have","page_number":180,"box":{"x":89,"y":290,"width":848,"height":12}},{"id":"4574ecde-5082-4b14-8a10-27a2ecc917d4","block_type":"box","text":"particular responsibility for the issues. We assess director performance on a case-by-case basis and in light of each","page_number":180,"box":{"x":89,"y":305,"width":801,"height":12}},{"id":"ef25135d-cb67-407f-8a33-abb61d43a628","block_type":"box","text":"company’s circumstances, taking into consideration its governance, business practices that support durable, long-term","page_number":180,"box":{"x":89,"y":320,"width":834,"height":12}},{"id":"ea7ce996-b93f-4b56-8269-ed383ff9d6f1","block_type":"box","text":"financial value creation, and performance. Set out below are factors we may take into consideration.","page_number":180,"box":{"x":88,"y":335,"width":701,"height":12}},{"id":"db209d4b-987f-41ed-8288-70d5f9823f75","block_type":"box","text":"Regular accountability through director elections","page_number":180,"box":{"x":106,"y":361,"width":354,"height":13}},{"id":"3e07b2aa-573f-4bd7-9e53-74efb5494c41","block_type":"box","text":"To ensure accountability for their actions on behalf of shareholders, directors should stand for election on a regular basis,","page_number":180,"box":{"x":88,"y":388,"width":849,"height":12}},{"id":"f472fcba-53e7-4592-afb8-8e09c54b7697","block_type":"box","text":"ideally annually.","page_number":180,"box":{"x":89,"y":403,"width":109,"height":12}},{"id":"4a578175-595c-43bd-9fb9-cfdd5c0ff188","block_type":"box","text":"(4)","page_number":180,"box":{"x":200,"y":401,"width":14,"height":8}},{"id":"487a86b0-81b2-403a-b3b1-81f4f479dbce","block_type":"box","text":"Annual director elections allow shareholders to reaffirm their support for board members and/or hold","page_number":180,"box":{"x":219,"y":403,"width":713,"height":12}},{"id":"fd9b65a7-8a9f-4db4-a840-994765da33af","block_type":"box","text":"them accountable for their decisions in a timely manner. When board members are not elected annually, in our experience, it","page_number":180,"box":{"x":88,"y":418,"width":873,"height":12}},{"id":"31d11678-37d0-45d0-9289-459448c7b07e","block_type":"box","text":"is good practice for boards to have a rotation policy to ensure that, through a board cycle, all directors have had their","page_number":180,"box":{"x":89,"y":433,"width":816,"height":13}},{"id":"dafa8945-b92b-4688-89bc-1b1360014b5d","block_type":"box","text":"appointment re-confirmed, with a proportion of directors being put forward for election at each annual general meeting.","page_number":180,"box":{"x":89,"y":448,"width":843,"height":13}},{"id":"37d8ac11-1fd9-428e-bfd9-285b696a781e","block_type":"box","text":"Effective board composition","page_number":180,"box":{"x":105,"y":475,"width":201,"height":12}},{"id":"a439426e-36a5-4359-855d-18d731a6c63c","block_type":"box","text":"Regular director elections also give boards the opportunity to adjust their composition in an orderly way to reflect","page_number":180,"box":{"x":89,"y":501,"width":794,"height":13}},{"id":"6d402e39-e638-4a7f-9a11-977bd3f29c6d","block_type":"box","text":"developments in the company’s strategy and the market environment. In our view, it is beneficial for new directors to be","page_number":180,"box":{"x":89,"y":516,"width":839,"height":13}},{"id":"fbe5d202-91dd-4f51-89ea-a8d151c05526","block_type":"box","text":"brought onto the board periodically to refresh the group’s thinking, while supporting both continuity and appropriate","page_number":180,"box":{"x":89,"y":531,"width":819,"height":13}},{"id":"476d5b03-4cb6-49fe-bebb-2c455b4be014","block_type":"box","text":"succession planning. We consider the average overall tenure of the board and seek a balance between the knowledge and","page_number":180,"box":{"x":89,"y":547,"width":850,"height":12}},{"id":"6b75ee5e-018b-4230-8caf-3490ff9db72c","block_type":"box","text":"experience of longer-serving directors and the fresh perspectives of directors who joined more recently.","page_number":180,"box":{"x":89,"y":562,"width":723,"height":12}},{"id":"260d162f-5d98-4b13-b4bd-8e66fee36444","block_type":"box","text":"We encourage companies to regularly review the effectiveness of their board (including its size), and assess directors","page_number":180,"box":{"x":88,"y":588,"width":817,"height":12}},{"id":"46435fd5-8314-4630-9c36-77c02fdc0e75","block_type":"box","text":"nominated for election in the context of the composition of the board as a whole. In our view, the company’s assessment","page_number":180,"box":{"x":89,"y":603,"width":848,"height":13}},{"id":"fda86c97-a57e-4ef1-8636-73b15b8bd1e4","block_type":"box","text":"should consider a number of factors, including each director’s independence and time commitments, as well as the breadth","page_number":180,"box":{"x":89,"y":618,"width":867,"height":13}},{"id":"12d9abad-2a93-4415-9bd1-5f4360a58e28","block_type":"box","text":"and relevance of director experiences and skillsets, and how these collectively contribute to the board’s effectiveness in","page_number":180,"box":{"x":89,"y":633,"width":832,"height":13}},{"id":"8ac8ddc1-26a9-4948-bc25-1b168ce2447a","block_type":"box","text":"advising and overseeing management in delivering long-term financial returns.","page_number":180,"box":{"x":89,"y":649,"width":551,"height":12}},{"id":"0ed07058-b17e-467a-a506-6fcb41374563","block_type":"box","text":"Director independence — from management, significant shareholders, or other related parties – is a central tenet of sound","page_number":180,"box":{"x":89,"y":675,"width":857,"height":12}},{"id":"2890302b-d23c-4cd7-9d0f-07791d9db7cf","block_type":"box","text":"corporate governance across markets.","page_number":180,"box":{"x":89,"y":690,"width":267,"height":13}},{"id":"29f4db48-2b48-4c0b-848f-47080488f89c","block_type":"box","text":"(5)","page_number":180,"box":{"x":357,"y":688,"width":15,"height":8}},{"id":"02c5141e-8822-49c9-8830-3fcdad33e906","block_type":"box","text":"We encourage boards to have a sufficient number of independent directors, free","page_number":180,"box":{"x":377,"y":690,"width":559,"height":13}},{"id":"b223720d-14bb-4d34-98e7-78cdcba7edfb","block_type":"box","text":"from conflicts of interest or undue influence, to ensure objectivity in the decision-making of the board and its ability to","page_number":180,"box":{"x":88,"y":705,"width":829,"height":13}},{"id":"c75b7aac-615c-4f1b-98a7-68645b17a5a6","block_type":"box","text":"oversee management. We generally consider it good practice for independent directors to make a majority of the board, or in","page_number":180,"box":{"x":89,"y":720,"width":874,"height":13}},{"id":"17657042-5e4d-43bd-8f54-ff80f6525200","block_type":"box","text":"the case of controlled companies, at least one-third.","page_number":180,"box":{"x":88,"y":736,"width":364,"height":12}},{"id":"38d325ae-41af-4d55-9a12-93bcf39aa2b8","block_type":"box","text":"Common impediments to independence may include but are not limited to:","page_number":180,"box":{"x":89,"y":762,"width":528,"height":12}},{"id":"0ac5a19a-e6c5-41c5-8b88-9c6e5b678a69","block_type":"box","text":"• Current or recent employment at the company or a subsidiary","page_number":180,"box":{"x":89,"y":782,"width":465,"height":12}},{"id":"fbe3e36c-1eb6-4bad-8b0e-d9ac907fb496","block_type":"box","text":"(4) In most markets directors stand for re-election on an annual or triennial basis, as determined by corporate law, market regulation or voluntary be","page_number":180,"box":{"x":89,"y":828,"width":843,"height":10}},{"id":"4b0ad61f-f70f-4d9f-9770-800f607555eb","block_type":"box","text":"st","page_number":180,"box":{"x":933,"y":829,"width":9,"height":7}},{"id":"604ec717-f322-4d80-a653-096d005fcea6","block_type":"box","text":"practice.","page_number":180,"box":{"x":121,"y":842,"width":47,"height":9}},{"id":"19255b26-da70-46ef-92f2-ca66ee09fddc","block_type":"box","text":"(5) Please see: Tokyo Stock Exchange. “Japan’s Corporate Governance Code.” June 11, 2021; Financial Reporting Council. “UK Corporate Governance","page_number":180,"box":{"x":89,"y":856,"width":841,"height":10}},{"id":"827ec605-afd3-4562-8113-7b280a0aa4cc","block_type":"box","text":"Code.” July 16, 2018; Investor Stewardship Group. “Corporate Governance Principles for US Listed Companies.”","page_number":180,"box":{"x":121,"y":868,"width":619,"height":10}},{"id":"e113daac-c781-4108-9d2a-9a76a1f1d916","block_type":"box","text":"A-24","page_number":180,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"98419bab-cd59-4947-a783-2773f580c3a1","block_type":"box","text":"• Being, or representing, a shareholder with a substantial shareholding in the company","page_number":181,"box":{"x":89,"y":44,"width":627,"height":12}},{"id":"2e16a708-9335-4de9-a693-5f7332515344","block_type":"box","text":"• Interlocking directorships","page_number":181,"box":{"x":89,"y":64,"width":210,"height":12}},{"id":"90c739d3-eab9-4b8c-afdc-369ef0132e36","block_type":"box","text":"• Having any other interest, business, or other relationship which could, or could reasonably be perceived to, materially","page_number":181,"box":{"x":89,"y":84,"width":853,"height":13}},{"id":"e0904541-e18b-489a-9e40-7540d2794479","block_type":"box","text":"interfere with a director’s ability to act in the best interests of the company and shareholders","page_number":181,"box":{"x":122,"y":99,"width":646,"height":13}},{"id":"9356742a-5883-4603-8882-781166bab1f5","block_type":"box","text":"In our experience, boards are most effective at overseeing and advising management when there is a senior, independent","page_number":181,"box":{"x":89,"y":126,"width":848,"height":12}},{"id":"16b49fc4-1548-4f76-bdc0-d4b6524d25a2","block_type":"box","text":"board leader. This director may chair the board, or, where the chair is also the CEO (or is otherwise not independent), be","page_number":181,"box":{"x":89,"y":141,"width":838,"height":12}},{"id":"28524541-99ec-42a5-845c-d304e765c343","block_type":"box","text":"designated as a lead independent director. The role of this director is to enhance the effectiveness of the independent","page_number":181,"box":{"x":89,"y":156,"width":821,"height":12}},{"id":"7d32e7db-9107-4dc9-8cb6-2045b915893f","block_type":"box","text":"members of the board through shaping the agenda, ensuring adequate information is provided to the board, and","page_number":181,"box":{"x":89,"y":171,"width":790,"height":12}},{"id":"8d9bbb22-193d-418e-909b-d3395c29c74e","block_type":"box","text":"encouraging independent director participation in board deliberations. The lead independent director or another appropriate","page_number":181,"box":{"x":89,"y":186,"width":871,"height":13}},{"id":"b1455131-cc62-4d4e-a2ae-f0a7191e8b3f","block_type":"box","text":"director should be available to meet with shareholders in those situations where an independent director is best placed to","page_number":181,"box":{"x":89,"y":201,"width":851,"height":13}},{"id":"bfe9ceb6-a0c0-42e2-8367-8a6c1ae50fd0","block_type":"box","text":"explain and contextualize a company’s approach.","page_number":181,"box":{"x":89,"y":216,"width":343,"height":13}},{"id":"42c92549-4eb9-457e-81aa-6b80b05c9287","block_type":"box","text":"There are matters for which the board has responsibility that may involve a conflict of interest for executives or for affiliated","page_number":181,"box":{"x":88,"y":243,"width":863,"height":12}},{"id":"c5587fb1-7cb9-44c7-8945-b90a99a0fb35","block_type":"box","text":"directors or require additional focus. It is our view that objective oversight of such matters is best achieved when the board","page_number":181,"box":{"x":89,"y":258,"width":858,"height":12}},{"id":"3a3ef431-0619-42cd-a809-6b07e3303068","block_type":"box","text":"forms committees with a majority of independent directors, depending on market norms and a company’s ownership","page_number":181,"box":{"x":88,"y":273,"width":825,"height":13}},{"id":"b6126d10-f730-43ff-ade2-c269c39baf58","block_type":"box","text":"structure. In many markets, these committees of the board specialize in audit, director nominations, and compensation","page_number":181,"box":{"x":89,"y":288,"width":833,"height":13}},{"id":"7292285b-afab-4564-a615-a081bc7b9ae9","block_type":"box","text":"matters. An ad hoc committee might also be formed to decide on a special transaction, particularly one involving a related","page_number":181,"box":{"x":89,"y":303,"width":855,"height":13}},{"id":"a81048d5-9ff0-4bda-a7d5-0ba369198ce3","block_type":"box","text":"party, or to investigate a significant adverse event.","page_number":181,"box":{"x":89,"y":319,"width":348,"height":12}},{"id":"10f6ca61-c3d7-44d5-bfe2-34118b8db552","block_type":"box","text":"When nominating directors to the board, we look to companies to provide sufficient information on the individual candidates","page_number":181,"box":{"x":88,"y":345,"width":877,"height":12}},{"id":"9a4b0d9a-dcbb-4b6b-a6f8-52af62af95d8","block_type":"box","text":"so that shareholders can assess the capabilities and suitability of each individual nominee and their fit within overall board","page_number":181,"box":{"x":89,"y":360,"width":854,"height":12}},{"id":"e75cec79-5242-4e05-8710-a62fb0c6bcc1","block_type":"box","text":"composition. These disclosures should give an understanding of how the collective experience and expertise of the board, as","page_number":181,"box":{"x":89,"y":375,"width":873,"height":13}},{"id":"792ad59b-3409-4298-995e-cd462a8a0f3a","block_type":"box","text":"well as the particular skill sets of individual directors, aligns with the company’s long-term strategy and business model.","page_number":181,"box":{"x":88,"y":390,"width":839,"height":13}},{"id":"12c3900a-2a46-4bab-9e9d-615efb7aad5f","block_type":"box","text":"Highly qualified, engaged directors with professional characteristics relevant to a company’s business and strategy enhance","page_number":181,"box":{"x":89,"y":405,"width":865,"height":13}},{"id":"78252f41-70a8-4f8f-9832-9a6b9112a8ee","block_type":"box","text":"the ability of the board to add value and be the voice of shareholders in board discussions.","page_number":181,"box":{"x":88,"y":421,"width":631,"height":12}},{"id":"a9af2a1d-ce6a-4cd9-a21c-eef6eb29c2ec","block_type":"box","text":"It is in this context that we are interested in a variety of experiences, perspectives, and skillsets in the board room. We see it","page_number":181,"box":{"x":89,"y":447,"width":860,"height":12}},{"id":"854b83db-d740-453f-bb97-de894173c3a6","block_type":"box","text":"as a means of promoting diversity of thought to avoid “group think” in the board’s exercise of its responsibilities to advise","page_number":181,"box":{"x":89,"y":462,"width":849,"height":12}},{"id":"2f7e9093-a3ff-4807-a731-5ad9d12161e3","block_type":"box","text":"and oversee management.","page_number":181,"box":{"x":89,"y":477,"width":185,"height":13}},{"id":"9fd4a9f9-8e53-4a8e-893e-d977f3b25de8","block_type":"box","text":"In assessing board composition, we take a case-by-case approach based on a company’s board size, business model,","page_number":181,"box":{"x":89,"y":504,"width":817,"height":12}},{"id":"05c54123-f6d6-4017-badb-ec67c9ba6a22","block_type":"box","text":"strategy, location and market capitalization. We look for companies to explain how their approach to board composition","page_number":181,"box":{"x":89,"y":519,"width":838,"height":12}},{"id":"ed535c8c-63a6-45a3-929f-b8a2a2b79b8f","block_type":"box","text":"supports the company’s governance practices.","page_number":181,"box":{"x":89,"y":534,"width":325,"height":12}},{"id":"79d8dfb5-8c24-4dac-9402-db4dc4a016be","block_type":"box","text":"We note that in many markets, policymakers have set board gender diversity goals which we may discuss with companies,","page_number":181,"box":{"x":88,"y":560,"width":857,"height":13}},{"id":"e390a9f8-5fdc-4850-992c-fbabd8be2209","block_type":"box","text":"particularly if there is a risk their board composition may be misaligned. We ask boards to disclose, consistent with local laws,","page_number":181,"box":{"x":89,"y":576,"width":876,"height":12}},{"id":"4cf4694a-1d5a-4960-9d31-563aeaf47d32","block_type":"box","text":"how diversity, including professional and personal characteristics, is considered in board composition, given the company’s","page_number":181,"box":{"x":89,"y":591,"width":861,"height":12}},{"id":"391980fb-7017-4a1a-8993-ae198c600f84","block_type":"box","text":"long-term strategy and business model.","page_number":181,"box":{"x":89,"y":606,"width":278,"height":12}},{"id":"27695919-c1bc-46a3-b9e2-257d30a83dd8","block_type":"box","text":"(6)","page_number":181,"box":{"x":369,"y":604,"width":14,"height":8}},{"id":"5c62f398-64be-4506-a6ca-1bcb712ec95a","block_type":"box","text":"Sufficient capacity","page_number":181,"box":{"x":105,"y":632,"width":133,"height":13}},{"id":"623629ca-8593-4bc5-86b2-d8e057010a93","block_type":"box","text":"As the role and expectations of a director are increasingly demanding, directors must be able to commit an appropriate","page_number":181,"box":{"x":88,"y":659,"width":836,"height":12}},{"id":"3a15cf11-64bc-446c-a5e6-e0083216ba7a","block_type":"box","text":"amount of time to board and committee matters. It is important that directors have the capacity to meet all of their","page_number":181,"box":{"x":89,"y":674,"width":806,"height":12}},{"id":"44d0566c-238a-4b3e-b757-41fde3b01c80","block_type":"box","text":"responsibilities - including when there are unforeseen events – and therefore, they should not take on an excessive number of","page_number":181,"box":{"x":89,"y":689,"width":880,"height":12}},{"id":"c9ea6767-f333-4c13-bd5c-ef57b59adadd","block_type":"box","text":"roles that would impair their ability to fulfill their duties.","page_number":181,"box":{"x":89,"y":704,"width":387,"height":12}},{"id":"6c9692e8-f116-4da3-8baf-469da3439269","block_type":"box","text":"Auditors and audit-related issues","page_number":181,"box":{"x":88,"y":730,"width":240,"height":10}},{"id":"7fe5db7c-0ea7-45b8-9da6-9c40a0493954","block_type":"box","text":"BlackRock recognizes the critical importance of financial statements, which should provide a true and fair picture of a","page_number":181,"box":{"x":89,"y":757,"width":821,"height":12}},{"id":"6f475b0d-d51e-47cf-8259-daf906ea5ca9","block_type":"box","text":"company’s financial condition. Accordingly, we look for the assumptions made by management and reviewed by the auditor","page_number":181,"box":{"x":89,"y":772,"width":870,"height":12}},{"id":"1e11e41c-210f-491f-b29b-1543b5f79a82","block_type":"box","text":"in preparing the financial statements to be reasonable and justified.","page_number":181,"box":{"x":89,"y":787,"width":471,"height":13}},{"id":"04823886-1cde-4812-ae7c-1298c58c6f3d","block_type":"box","text":"The accuracy of financial statements, inclusive of financial and non-financial information as required or permitted under","page_number":181,"box":{"x":88,"y":814,"width":843,"height":12}},{"id":"53524f91-eca0-4399-9c65-db438757b21d","block_type":"box","text":"market-specific accounting rules, is of paramount importance to BlackRock. Investors increasingly recognize that a broader","page_number":181,"box":{"x":89,"y":829,"width":862,"height":12}},{"id":"494c8938-c361-4952-9f66-6eb15697b837","block_type":"box","text":"(6) Personal characteristics may include, but are not limited to, gender; race/ethnicity; disability; veteran status; LGBTQ+; and national, Indig","page_number":181,"box":{"x":89,"y":856,"width":795,"height":10}},{"id":"99ebec81-6294-4501-8ca0-74bc0a53c177","block_type":"box","text":"enous, reli","page_number":181,"box":{"x":885,"y":856,"width":61,"height":9}},{"id":"918c7f96-32e9-4942-b86b-ad20bea18a49","block_type":"box","text":"gious, or cultural identity.","page_number":181,"box":{"x":121,"y":868,"width":141,"height":10}},{"id":"9b7e54eb-47e4-477c-8bfb-0ea7380539e9","block_type":"box","text":"A-25","page_number":181,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"4d03a2aa-1ac4-49ec-bdf0-467a49f4ad0d","block_type":"box","text":"range of risks and opportunities have the potential to materially impact financial performance. Over time, we anticipate","page_number":182,"box":{"x":89,"y":44,"width":833,"height":12}},{"id":"99e8ab8d-9647-4ab8-b045-4bb524a6e4b6","block_type":"box","text":"investors and other users of company reporting will increasingly seek to understand and scrutinize the assumptions","page_number":182,"box":{"x":89,"y":59,"width":810,"height":12}},{"id":"e3db1766-a400-41a9-842a-fac4e27a91e9","block_type":"box","text":"underlying financial statements, particularly those that pertain to the impact of the transition to a low-carbon economy on a","page_number":182,"box":{"x":89,"y":74,"width":870,"height":12}},{"id":"ae1540ae-23a2-4944-9daf-d240674dff2c","block_type":"box","text":"company’s business model and asset mix. We recognize that this is an area of evolving practice and note that international","page_number":182,"box":{"x":89,"y":89,"width":856,"height":13}},{"id":"e9f1c2ba-aa97-497d-94ba-2742a83822dc","block_type":"box","text":"standards setters, such as the International Financial Reporting Standards (IFRS) Board and the International Auditing and","page_number":182,"box":{"x":89,"y":104,"width":854,"height":13}},{"id":"845a37b7-d63e-45b5-ae28-a5c60f09e5f2","block_type":"box","text":"Assurance Standards Board (IAASB), continue to develop their guidance to companies.","page_number":182,"box":{"x":88,"y":119,"width":608,"height":13}},{"id":"53387d01-7a73-4238-b0a1-c84759a02ca2","block_type":"box","text":"(7)","page_number":182,"box":{"x":698,"y":117,"width":14,"height":8}},{"id":"1efc7912-aa68-4581-8bbc-be132bdec222","block_type":"box","text":"In this context, audit committees, or equivalent, play a vital role in a company’s financial reporting system by providing","page_number":182,"box":{"x":89,"y":146,"width":828,"height":12}},{"id":"946cc44a-2055-45db-becf-2c6b6433f4d9","block_type":"box","text":"independent oversight of the accounts, material financial and, where appropriate to the jurisdiction, non-financial","page_number":182,"box":{"x":89,"y":161,"width":795,"height":12}},{"id":"61594e2d-f330-4ab3-856f-98bc130ce845","block_type":"box","text":"information and internal control frameworks. Moreover, in the absence of a dedicated risk committee, these committees can","page_number":182,"box":{"x":89,"y":176,"width":871,"height":12}},{"id":"55b06146-c6ff-4d86-b8dc-d04e93e89f13","block_type":"box","text":"provide oversight of Enterprise Risk Management systems.","page_number":182,"box":{"x":89,"y":191,"width":409,"height":13}},{"id":"6305c261-411f-4a2a-adef-dc25e6884555","block_type":"box","text":"(8)","page_number":182,"box":{"x":500,"y":189,"width":14,"height":8}},{"id":"cb0d241f-384d-46d5-8f83-e34e575dd764","block_type":"box","text":"In our view, effective audit committee oversight strengthens the","page_number":182,"box":{"x":520,"y":191,"width":446,"height":13}},{"id":"523b680f-f333-4869-9b09-b3b9c72a07b6","block_type":"box","text":"quality and reliability of a company’s financial statements and provides an important level of reassurance to shareholders.","page_number":182,"box":{"x":89,"y":206,"width":850,"height":13}},{"id":"1cd25732-b5eb-4a2e-abe8-d99e6313afa4","block_type":"box","text":"Audit committees or equivalent should have clearly articulated charters that set out their responsibilities and have a rotation","page_number":182,"box":{"x":88,"y":233,"width":869,"height":12}},{"id":"30bfeac4-bf84-4883-8da7-2a0e4fa8807d","block_type":"box","text":"plan in place that allows for a periodic refreshment of the committee membership to introduce fresh perspectives to audit","page_number":182,"box":{"x":89,"y":248,"width":853,"height":12}},{"id":"c72fd59c-efc8-47e0-b6c9-43bb4b194309","block_type":"box","text":"oversight. We recognize that audit committees will rely on management, internal audit, and the independent auditor in","page_number":182,"box":{"x":89,"y":263,"width":829,"height":12}},{"id":"ed450dbd-55cd-417e-89b8-6aa2ab33b25b","block_type":"box","text":"fulfilling their responsibilities but look to committee members to demonstrate they have relevant expertise to monitor and","page_number":182,"box":{"x":88,"y":278,"width":854,"height":13}},{"id":"707e6612-f725-48e8-9287-1c0aa6aa1afe","block_type":"box","text":"oversee the audit process and related activities.","page_number":182,"box":{"x":89,"y":293,"width":329,"height":13}},{"id":"846c33d3-6173-46f5-be73-0f32097aba71","block_type":"box","text":"We take particular note of unexplained changes in reporting methodology, cases involving significant financial restatements,","page_number":182,"box":{"x":88,"y":320,"width":871,"height":12}},{"id":"8eefa9d6-775a-44ab-92c5-4c490494373c","block_type":"box","text":"or ad hoc notifications of material financial weakness. In this respect, audit committees should provide timely disclosure on","page_number":182,"box":{"x":89,"y":335,"width":863,"height":12}},{"id":"608dbfdb-0442-4c4b-8ecf-4b536f105dac","block_type":"box","text":"the remediation of Key and Critical Audit Matters identified either by the external auditor or internal audit function.","page_number":182,"box":{"x":88,"y":350,"width":802,"height":12}},{"id":"0c14ed7c-b4a6-4c76-887f-28ae6ee92f28","block_type":"box","text":"The integrity of financial statements depends on the auditor being free of any impediments to being an effective check on","page_number":182,"box":{"x":88,"y":376,"width":853,"height":13}},{"id":"22256b4a-db77-492c-9645-059c4a450391","block_type":"box","text":"management. To that end, it is important that auditors are, and are seen to be, independent. Where an audit firm provides","page_number":182,"box":{"x":89,"y":392,"width":853,"height":12}},{"id":"9462767e-44c6-432c-b82b-bab9f5b998d9","block_type":"box","text":"services to the company in addition to the audit, we look for the fees earned to be disclosed and explained. We look for Audit","page_number":182,"box":{"x":89,"y":407,"width":874,"height":12}},{"id":"e73504e8-000d-4e31-98b6-4a8b094d031b","block_type":"box","text":"committees to have in place a procedure for assessing annually the independence of the auditor and the quality of the","page_number":182,"box":{"x":89,"y":422,"width":827,"height":12}},{"id":"3a84623a-53c3-4c80-9c4d-3853ec929f95","block_type":"box","text":"external audit process.","page_number":182,"box":{"x":89,"y":437,"width":157,"height":12}},{"id":"4abb4a7d-2827-472f-b9fa-8047e5dec2d6","block_type":"box","text":"Comprehensive disclosure provides investors with a sense of the company’s long-term operational risk management","page_number":182,"box":{"x":89,"y":463,"width":817,"height":13}},{"id":"1eccdb47-87cd-446b-a5a0-93ea8cb13eba","block_type":"box","text":"practices and, more broadly, the quality of the board’s oversight. We look to the audit or risk committee to periodically review","page_number":182,"box":{"x":89,"y":479,"width":876,"height":12}},{"id":"7b8c6c52-eee9-4f49-a5e4-593c08bab117","block_type":"box","text":"the company’s risk assessment and risk management policies and the significant risks and exposures identified by","page_number":182,"box":{"x":88,"y":494,"width":800,"height":12}},{"id":"42ab5390-4c17-42bb-8f33-8d42b443cd2f","block_type":"box","text":"management, the internal auditors or the independent auditors and management’s steps to address them. In the absence of","page_number":182,"box":{"x":89,"y":509,"width":873,"height":12}},{"id":"89efa44a-80d4-499e-ab83-57fc53fedbb3","block_type":"box","text":"detailed disclosures, we may reasonably conclude that companies are not adequately managing risk.","page_number":182,"box":{"x":89,"y":524,"width":704,"height":12}},{"id":"5ffc0fde-9a09-4169-bfa3-236b71f8d78b","block_type":"box","text":"Capital structure, mergers, asset sales, and other special transactions","page_number":182,"box":{"x":89,"y":550,"width":500,"height":13}},{"id":"d224fc53-9497-4539-a976-f185b774eb05","block_type":"box","text":"The capital structure of a company is critical to shareholders as it impacts the value of their investment and the priority of","page_number":182,"box":{"x":88,"y":577,"width":853,"height":12}},{"id":"ec2e7973-db2c-45d4-a783-d064c0df7e5c","block_type":"box","text":"their interest in the company relative to that of other equity or debt investors. Pre-emptive rights are a key protection for","page_number":182,"box":{"x":88,"y":592,"width":841,"height":12}},{"id":"d2e85eda-3286-417b-8161-5386a29224a8","block_type":"box","text":"shareholders against the dilution of their interests.","page_number":182,"box":{"x":89,"y":607,"width":351,"height":12}},{"id":"8b659e64-ce85-4f6c-999f-5f413f6192a5","block_type":"box","text":"Effective voting rights are basic rights of share ownership and a core principle of effective governance. Shareholders, as the","page_number":182,"box":{"x":89,"y":633,"width":858,"height":13}},{"id":"a42cebf2-0184-47c9-b377-c764b5bc9c31","block_type":"box","text":"residual claimants, have the strongest interest in protecting the financial value of the company, and voting rights should","page_number":182,"box":{"x":89,"y":649,"width":837,"height":12}},{"id":"ec29617a-f12e-4c62-9475-0028e3627247","block_type":"box","text":"match economic exposure, i.e., one share, one vote.","page_number":182,"box":{"x":89,"y":664,"width":361,"height":12}},{"id":"6911fb77-0534-40c0-ad1f-e47ace388cec","block_type":"box","text":"In principle, we disagree with the creation of a share class with equivalent economic exposure and preferential, differentiated","page_number":182,"box":{"x":89,"y":690,"width":872,"height":13}},{"id":"6793c585-7d07-4c44-9143-77cfe7e591e5","block_type":"box","text":"voting rights. In our view, this structure violates the fundamental corporate governance principle of proportionality and","page_number":182,"box":{"x":88,"y":705,"width":833,"height":13}},{"id":"1004ff75-d787-4b18-8aee-923fcd24380d","block_type":"box","text":"results in a concentration of power in the hands of a few shareholders, thus disenfranchising other shareholders and","page_number":182,"box":{"x":89,"y":720,"width":815,"height":13}},{"id":"c5220f41-7812-417d-90ae-164675509aa6","block_type":"box","text":"amplifying any potential conflicts of interest. However, we recognize that in certain markets, at least for a period of time,","page_number":182,"box":{"x":89,"y":736,"width":839,"height":12}},{"id":"08115c24-8a7f-4e74-bc31-58556a102fba","block_type":"box","text":"companies may have a valid argument for listing dual classes of shares with differentiated voting rights. In our view, such","page_number":182,"box":{"x":89,"y":751,"width":845,"height":12}},{"id":"ab6fbf51-5bcc-4311-8350-22dbb9fa99b9","block_type":"box","text":"companies should review these share class structures on a regular basis or as company circumstances change. Additionally,","page_number":182,"box":{"x":89,"y":766,"width":867,"height":12}},{"id":"51b33966-7f4f-40bf-8422-a9e14ac2aa3e","block_type":"box","text":"(7) IFRS, “IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information”, June 2023, and IAASB, “IAASB Launches Pu","page_number":182,"box":{"x":89,"y":803,"width":833,"height":10}},{"id":"05bcd284-c93b-486e-be81-9484f59c21cd","block_type":"box","text":"blic","page_number":182,"box":{"x":923,"y":803,"width":18,"height":8}},{"id":"c89fbd6f-4af6-434f-9726-d8030a6b6181","block_type":"box","text":"Consultation on Landmark Proposed Global Sustainability Assurance Standard”, August 2023.","page_number":182,"box":{"x":121,"y":816,"width":525,"height":9}},{"id":"3bb0d9bd-1f76-4f38-863a-67bf98c5b323","block_type":"box","text":"(8) Enterprise risk management is a process, effected by the entity’s board of directors, management, and other personnel, applied in strategy setti","page_number":182,"box":{"x":89,"y":831,"width":833,"height":10}},{"id":"a7d2cfff-a68a-46fd-8082-ab63a9a5eec9","block_type":"box","text":"ng and","page_number":182,"box":{"x":924,"y":831,"width":37,"height":10}},{"id":"57154254-207a-4496-9f30-23ce741db0c4","block_type":"box","text":"across the enterprise, designed to identify potential events that may affect the entity, and manage risk to be within the risk appetite, to provide rea","page_number":182,"box":{"x":121,"y":843,"width":818,"height":10}},{"id":"00d2032c-65c6-467b-8b7d-2fd9a9f7471f","block_type":"box","text":"son","page_number":182,"box":{"x":940,"y":846,"width":24,"height":5}},{"id":"323614d0-1f33-4b42-a3ba-c1b414610da7","block_type":"box","text":"able assurance regarding the achievement of objectives. Please see the Committee of Sponsoring Organizations of the Treadway Commission (COSO),","page_number":182,"box":{"x":121,"y":856,"width":842,"height":10}},{"id":"9e5c80fa-5332-4419-972f-a9b8b5f24779","block_type":"box","text":"“Enterprise Risk Management”, 2023.","page_number":182,"box":{"x":121,"y":868,"width":208,"height":10}},{"id":"9b009151-344b-4152-808c-56f703ab4e4b","block_type":"box","text":"A-26","page_number":182,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"550ef6d9-046c-48b5-af2d-003d9d2bd2f2","block_type":"box","text":"they should seek shareholder approval of their capital structure on a periodic basis via a management proposal at the","page_number":183,"box":{"x":88,"y":44,"width":822,"height":12}},{"id":"de8556a1-216a-485d-beae-10705ed66a7e","block_type":"box","text":"company’s shareholder meeting. The proposal should give unaffiliated shareholders the opportunity to affirm the current","page_number":183,"box":{"x":89,"y":59,"width":847,"height":12}},{"id":"aa875804-49f3-49f0-bc48-2da618a9f2f5","block_type":"box","text":"structure or establish mechanisms to end or phase out controlling structures at the appropriate time, while minimizing costs","page_number":183,"box":{"x":89,"y":74,"width":872,"height":12}},{"id":"3cc81dc9-9e7a-4c69-9b31-35ab8dc5116d","block_type":"box","text":"to shareholders.","page_number":183,"box":{"x":88,"y":89,"width":112,"height":10}},{"id":"255c91fa-1eaa-4f81-83b7-3b16941aea7a","block_type":"box","text":"In assessing mergers, asset sales, or other special transactions, BlackRock’s primary consideration is the long-term economic","page_number":183,"box":{"x":89,"y":116,"width":875,"height":12}},{"id":"9ba63ea7-454d-4b3f-be6b-e15a4adf3aee","block_type":"box","text":"interests of our clients as shareholders. Boards proposing a transaction should clearly explain the economic and strategic","page_number":183,"box":{"x":89,"y":131,"width":847,"height":12}},{"id":"b1825888-f173-4814-b597-5b9f19a967b2","block_type":"box","text":"rationale behind it. We will review a proposed transaction to determine the degree to which it can enhance long-term","page_number":183,"box":{"x":89,"y":146,"width":820,"height":12}},{"id":"fdb20fdf-9baa-479f-b868-f90d8352fd7f","block_type":"box","text":"shareholder value. We find long-term investors like our clients typically benefit when proposed transactions have the","page_number":183,"box":{"x":89,"y":161,"width":815,"height":12}},{"id":"d0650a27-12e4-4668-804e-c6a44d1f1a10","block_type":"box","text":"unanimous support of the board and have been negotiated at arm’s length. We may seek reassurance from the board that","page_number":183,"box":{"x":89,"y":176,"width":854,"height":13}},{"id":"e7145aa2-f19e-49d3-a2bf-7ce94ecce965","block_type":"box","text":"the financial interests of executives and/or board members in a given transaction have not adversely affected their ability to","page_number":183,"box":{"x":88,"y":191,"width":865,"height":13}},{"id":"413efe96-3e5a-483e-b39d-e60de67077f8","block_type":"box","text":"place shareholders’ interests before their own. Where the transaction involves related parties, the recommendation to","page_number":183,"box":{"x":89,"y":206,"width":821,"height":13}},{"id":"9e6f5500-7ba2-419a-a95e-852234912bf7","block_type":"box","text":"support should come from the independent directors, a best practice in most markets, and ideally, the terms should have","page_number":183,"box":{"x":89,"y":222,"width":846,"height":12}},{"id":"0b66c102-adc7-4c81-8c66-c635d712061b","block_type":"box","text":"been assessed through an independent appraisal process. In addition, it is good practice that it be approved by a separate","page_number":183,"box":{"x":89,"y":237,"width":849,"height":12}},{"id":"ec15558a-c611-4bbf-ab0f-8d3ffde5a585","block_type":"box","text":"vote of the non-conflicted parties.","page_number":183,"box":{"x":88,"y":252,"width":237,"height":12}},{"id":"581a0bce-fd2e-4cf2-9f5a-5f8bb3feff48","block_type":"box","text":"As a matter of sound governance practice, shareholders should have a right to dispose of company shares in the open","page_number":183,"box":{"x":88,"y":278,"width":827,"height":13}},{"id":"973b326e-386d-40df-9af6-c05a12edb418","block_type":"box","text":"market without unnecessary restriction. In our view, corporate mechanisms designed to limit shareholders’ ability to sell their","page_number":183,"box":{"x":89,"y":293,"width":877,"height":13}},{"id":"7843f2f4-809d-44c8-82e1-ff2d6caec8d6","block_type":"box","text":"shares are contrary to basic property rights. Such mechanisms can serve to protect and entrench interests other than those","page_number":183,"box":{"x":89,"y":308,"width":863,"height":13}},{"id":"806f0dfe-5efd-4b8e-ab6b-0e2764c94f3c","block_type":"box","text":"of the shareholders. In our view, shareholders are broadly capable of making decisions in their own best interests. We","page_number":183,"box":{"x":89,"y":324,"width":819,"height":12}},{"id":"94282906-6f46-4f81-82b7-ec7451bc2479","block_type":"box","text":"encourage any so-called “shareholder rights plans” proposed by a board to be subject to shareholder approval upon","page_number":183,"box":{"x":89,"y":339,"width":811,"height":12}},{"id":"3fe9a0b8-8d3c-4c27-8d90-e652ddc94672","block_type":"box","text":"introduction and periodically thereafter.","page_number":183,"box":{"x":89,"y":354,"width":276,"height":12}},{"id":"246af95e-28ef-4b73-aed5-f532c6a0c614","block_type":"box","text":"Executive compensation","page_number":183,"box":{"x":89,"y":381,"width":174,"height":12}},{"id":"68d7bbcf-5107-4834-a277-943567240db0","block_type":"box","text":"In most markets, one of the most important roles for a company’s board of directors is to put in place a compensation","page_number":183,"box":{"x":89,"y":407,"width":826,"height":12}},{"id":"40a419c9-ccf4-48ef-b6b1-8a295b7f90fe","block_type":"box","text":"structure that incentivizes and rewards executives appropriately. Executive compensation is an important tool used by","page_number":183,"box":{"x":89,"y":422,"width":824,"height":12}},{"id":"24b528aa-9fce-4a50-9daa-153ed325908c","block_type":"box","text":"companies to support long-term financial value creation. In our experience, well-structured compensation policies reward","page_number":183,"box":{"x":89,"y":437,"width":853,"height":12}},{"id":"abc4c6ee-4197-4370-9c4e-f35b4e7edd61","block_type":"box","text":"the successful delivery of strategic, operational, and/or financial goals, encourage an appropriate risk appetite, and align the","page_number":183,"box":{"x":88,"y":452,"width":870,"height":12}},{"id":"73662bcb-4290-4e09-b270-5511775f52a2","block_type":"box","text":"interests of shareholders and executives through equity ownership.","page_number":183,"box":{"x":89,"y":467,"width":469,"height":13}},{"id":"074ed3ff-5e34-4a51-8345-7d247fee2907","block_type":"box","text":"We look for there to be a clear link between variable pay and operational and financial performance. Performance metrics","page_number":183,"box":{"x":88,"y":494,"width":848,"height":12}},{"id":"5e61f859-6a22-4976-ae6f-1c434a3f6c22","block_type":"box","text":"should be stretching and aligned with a company’s strategy and business model. BIS does not have a position on whether","page_number":183,"box":{"x":89,"y":509,"width":852,"height":12}},{"id":"76a989e8-04c7-4254-87e3-e1c431e63ec3","block_type":"box","text":"companies should use sustainability-related criteria in compensation structures, but, where they are included, we look to","page_number":183,"box":{"x":89,"y":524,"width":846,"height":12}},{"id":"02eeee70-d26a-4ae0-baf5-43da0ac9dbba","block_type":"box","text":"companies to be as rigorous as they would be in setting other financial or operational targets. Long-term incentive plans","page_number":183,"box":{"x":89,"y":539,"width":843,"height":12}},{"id":"98eaf2fd-e470-4479-8e2a-147fd1cf6deb","block_type":"box","text":"should encompass timeframes that 1) are distinct from annual executive compensation structures and metrics, and 2)","page_number":183,"box":{"x":89,"y":554,"width":828,"height":12}},{"id":"d2c62e44-450d-41cf-b69c-c20dfe46b64d","block_type":"box","text":"encourage the delivery of strong financial results over a period of years.","page_number":183,"box":{"x":89,"y":569,"width":498,"height":13}},{"id":"0759a721-c96d-4791-9ec4-4d2cf7be1f5e","block_type":"box","text":"When designing, reviewing, and approving executive compensation policies, board compensation committees – or board","page_number":183,"box":{"x":88,"y":596,"width":847,"height":12}},{"id":"03eb453a-5f0d-4ac2-98b7-bd42449fe1ce","block_type":"box","text":"members responsible for setting executive compensation – should carefully consider the company’s specific circumstances,","page_number":183,"box":{"x":89,"y":611,"width":866,"height":12}},{"id":"6e351aa4-f61f-4cf5-806a-360b5b92dd36","block_type":"box","text":"such as its risk profile, the environment in which it operates, and the individuals the board is trying to attract, retain and","page_number":183,"box":{"x":89,"y":626,"width":835,"height":12}},{"id":"4b5b16d2-d1f2-47df-bf03-374419a61273","block_type":"box","text":"incentivize. We look to the compensation committees to guard against contractual arrangements that would entitle","page_number":183,"box":{"x":89,"y":641,"width":808,"height":12}},{"id":"837046a6-00d0-44d4-8285-15d4265a41d4","block_type":"box","text":"executives to material compensation for early termination of their employment. Finally, pension contributions and other","page_number":183,"box":{"x":89,"y":656,"width":839,"height":13}},{"id":"b7511c69-66e8-418a-a970-4315813d8213","block_type":"box","text":"deferred compensation arrangements should be reasonable in light of market practices or the company’s business and","page_number":183,"box":{"x":89,"y":671,"width":831,"height":13}},{"id":"cedd6f0b-fcbc-4ae3-88b1-9361fcdfaa41","block_type":"box","text":"executive compensation strategies.","page_number":183,"box":{"x":89,"y":687,"width":245,"height":12}},{"id":"253e9fac-a325-4505-ae24-3a7ce28fb201","block_type":"box","text":"We are not supportive of one-off or special bonuses unrelated to company or individual performance. Where discretion has","page_number":183,"box":{"x":88,"y":713,"width":862,"height":12}},{"id":"1a1cf69f-59bb-4693-aac8-f230aad9e077","block_type":"box","text":"been used by the compensation committee or its equivalent, we appreciate disclosure relating to how and why the discretion","page_number":183,"box":{"x":89,"y":728,"width":874,"height":12}},{"id":"2b8188b6-bb15-414b-a381-2a6b14884d02","block_type":"box","text":"was used, and how the adjusted outcome is aligned with the interests of shareholders. We acknowledge that the use of peer","page_number":183,"box":{"x":88,"y":743,"width":871,"height":12}},{"id":"8181aa91-73b2-4719-b7b3-d9d341ed57d6","block_type":"box","text":"group evaluation by compensation committees can help ensure competitive pay; however, we are concerned when the","page_number":183,"box":{"x":89,"y":758,"width":830,"height":13}},{"id":"cabe938f-f1be-47c6-a78f-be5f1f2923f9","block_type":"box","text":"rationale for increases in total compensation at a company is solely based on peer benchmarking, rather than also","page_number":183,"box":{"x":89,"y":773,"width":797,"height":13}},{"id":"9d2f0911-bdf6-4b6b-a816-c8e620fa5a3b","block_type":"box","text":"considering rigorous measures of outperformance. We encourage companies to clearly explain how compensation outcomes","page_number":183,"box":{"x":89,"y":788,"width":878,"height":13}},{"id":"718d8797-cec8-4f0f-87ae-4cc4b700e39e","block_type":"box","text":"have rewarded performance.","page_number":183,"box":{"x":89,"y":804,"width":199,"height":12}},{"id":"3b3deb96-1025-4296-b90c-86dacbdfeb72","block_type":"box","text":"We encourage boards to consider building clawback provisions into incentive plans such that companies could clawback","page_number":183,"box":{"x":88,"y":830,"width":846,"height":12}},{"id":"1ef1ebbd-a8cb-4f68-a476-ba3e3776c84c","block_type":"box","text":"compensation or require executives to forgo awards when compensation was based on faulty financial statements or","page_number":183,"box":{"x":89,"y":845,"width":821,"height":12}},{"id":"eb84077d-9d98-4fdd-be0f-9bb321923fc3","block_type":"box","text":"deceptive business practices. We also favor recoupment from or the foregoing of the grant of any awards by any senior","page_number":183,"box":{"x":89,"y":860,"width":831,"height":13}},{"id":"d1d64ccb-e56e-4518-bdbc-46b0c1b3fc26","block_type":"box","text":"A-27","page_number":183,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"b7c40c40-f2f4-44d9-a96a-2fd8983ce9f5","block_type":"box","text":"executive whose behavior caused material financial harm to shareholders, material reputational risk to the company, or","page_number":184,"box":{"x":89,"y":44,"width":834,"height":12}},{"id":"12ad73b2-a9aa-49c5-8e0e-5087611f70ae","block_type":"box","text":"resulted in a criminal investigation, even if such actions did not ultimately result in a material restatement of past results.","page_number":184,"box":{"x":89,"y":59,"width":843,"height":12}},{"id":"f0be7c31-e05b-4b0b-b2a0-f14336bc7fed","block_type":"box","text":"In our view, non-executive directors should be compensated in a manner that is commensurate with the time and effort","page_number":184,"box":{"x":89,"y":85,"width":839,"height":13}},{"id":"30a526b4-4dd8-475d-a97d-8cfdb41c3301","block_type":"box","text":"expended in fulfilling their professional responsibilities. Additionally, these compensation arrangements should not risk","page_number":184,"box":{"x":89,"y":101,"width":832,"height":12}},{"id":"34e9f817-54ce-4002-9377-3787e992ac13","block_type":"box","text":"compromising directors’ independence or aligning their interests too closely with those of the management, whom they are","page_number":184,"box":{"x":89,"y":116,"width":868,"height":12}},{"id":"d2628604-267b-4d53-9b89-60ddb2adf244","block_type":"box","text":"charged with overseeing.","page_number":184,"box":{"x":89,"y":131,"width":174,"height":12}},{"id":"b5913d8a-1f71-4246-a626-af3ed96460a6","block_type":"box","text":"BIS may convey concerns through not supporting management’s proposals to approve compensation, where they are on the","page_number":184,"box":{"x":89,"y":157,"width":874,"height":13}},{"id":"ea311cd1-8b85-4a80-8d40-baf09ce41810","block_type":"box","text":"agenda. We may also vote against members of the compensation committee or equivalent board members for poor","page_number":184,"box":{"x":89,"y":172,"width":810,"height":13}},{"id":"279b9549-572f-4dbe-b9ba-dd42f6e577ca","block_type":"box","text":"compensation practices or structures.","page_number":184,"box":{"x":89,"y":188,"width":264,"height":12}},{"id":"6dddb2f5-2c0b-4298-9ae8-e22259039a56","block_type":"box","text":"Material sustainability-related risks and opportunities","page_number":184,"box":{"x":89,"y":214,"width":387,"height":12}},{"id":"25d4a7fa-2897-42c7-9d29-4689bea9eec5","block_type":"box","text":"It is our view that well-managed companies will effectively evaluate and manage material sustainability-related risks and","page_number":184,"box":{"x":89,"y":240,"width":842,"height":13}},{"id":"9ad8825b-d59a-49ac-aeaf-061f11d3e520","block_type":"box","text":"opportunities relevant to their businesses.","page_number":184,"box":{"x":89,"y":256,"width":292,"height":12}},{"id":"b4840f06-1379-4896-a342-189f0a64ffb6","block_type":"box","text":"(9)","page_number":184,"box":{"x":383,"y":254,"width":14,"height":8}},{"id":"402e8449-d176-41af-99a6-6e21f1241a0a","block_type":"box","text":"As with all risks and opportunities in a company’s business model, appropriate","page_number":184,"box":{"x":402,"y":256,"width":550,"height":12}},{"id":"03e8f888-4f9e-4e12-8412-5c2dea9ec7cf","block_type":"box","text":"oversight of material sustainability considerations is a core component of having an effective governance framework that","page_number":184,"box":{"x":89,"y":271,"width":848,"height":12}},{"id":"994281e5-1a69-4e5f-a90b-b9e2eae25d9a","block_type":"box","text":"supports durable, long-term financial value creation.","page_number":184,"box":{"x":89,"y":286,"width":366,"height":12}},{"id":"2b9cf84f-9cd1-4c68-9759-16909b7e0bab","block_type":"box","text":"Robust disclosure allows investors to effectively evaluate companies’ strategy and business practices related to material","page_number":184,"box":{"x":89,"y":312,"width":835,"height":13}},{"id":"160cffcd-80d5-467b-b0c9-fdf9749fe054","block_type":"box","text":"sustainability-related risks and opportunities. We find it helpful when companies’ disclosures demonstrate that they have a","page_number":184,"box":{"x":89,"y":327,"width":858,"height":13}},{"id":"4692f99b-bc61-455c-ac57-9ef8aaa8a5b8","block_type":"box","text":"resilient business model that integrates material sustainability-related risks and opportunities into their strategy, risk","page_number":184,"box":{"x":89,"y":342,"width":813,"height":13}},{"id":"d2e95623-8a27-43b6-8ecc-4dbb61066358","block_type":"box","text":"management, and metrics and targets, including industry-specific metrics. The International Sustainability Standards Board","page_number":184,"box":{"x":89,"y":358,"width":865,"height":12}},{"id":"9b74b4f4-7cd0-4e03-9632-bf64e891e38e","block_type":"box","text":"(ISSB) standards, IFRS S1 and S2","page_number":184,"box":{"x":89,"y":373,"width":227,"height":12}},{"id":"525c994c-21aa-4589-8cad-eb0c9c1fc02c","block_type":"box","text":"(10)","page_number":184,"box":{"x":318,"y":371,"width":21,"height":8}},{"id":"6784edde-1bf3-4abf-870f-aacf692ba1d4","block_type":"box","text":"may prove helpful to companies in preparing this disclosure. The standards build on the","page_number":184,"box":{"x":345,"y":373,"width":613,"height":12}},{"id":"6d6783a2-eee8-419b-a2a8-70984cab4d14","block_type":"box","text":"Task Force on Climate-related Financial Disclosures (TCFD) framework and the standards and metrics developed by the","page_number":184,"box":{"x":88,"y":388,"width":838,"height":12}},{"id":"b37269e8-3110-44fa-a7c2-d4e5abf9bfbb","block_type":"box","text":"Sustainability Accounting Standards Board (SASB), which have both converged under the ISSB. We recognize that companies","page_number":184,"box":{"x":88,"y":403,"width":876,"height":12}},{"id":"7b6185b4-0d46-49d0-bf4c-5ce60336b861","block_type":"box","text":"may phase in reporting aligned with the ISSB standards over several years. We also recognize that some companies may","page_number":184,"box":{"x":89,"y":418,"width":839,"height":12}},{"id":"cd10d120-fdfd-4660-8803-15ffceb21285","block_type":"box","text":"report using different standards, which may be required by regulation, or one of a number of voluntary standards. In such","page_number":184,"box":{"x":89,"y":433,"width":849,"height":13}},{"id":"00aae3f5-9ff5-484f-962a-4f6132a6569a","block_type":"box","text":"cases, we ask that companies highlight the metrics that are industry- or company-specific.","page_number":184,"box":{"x":89,"y":448,"width":634,"height":13}},{"id":"c581701c-420e-4133-8edb-3af59b408f2f","block_type":"box","text":"We note that climate and other sustainability-related disclosures often require companies to collect and aggregate data from","page_number":184,"box":{"x":88,"y":475,"width":874,"height":12}},{"id":"169f1c8e-0693-440d-a120-6f228ee9b8f1","block_type":"box","text":"various internal and external sources. We recognize that the practical realities of data collection and reporting may not line up","page_number":184,"box":{"x":88,"y":490,"width":879,"height":12}},{"id":"7f61bed9-c2d5-4922-bf3f-9cf8bd8a01e3","block_type":"box","text":"with financial reporting cycles and companies may require additional time after their fiscal year-end to accurately collect,","page_number":184,"box":{"x":88,"y":505,"width":847,"height":12}},{"id":"0737d2f1-ba7a-436f-895b-05f77201a386","block_type":"box","text":"analyze, and report this data to investors. That said, while we do not prescribe timelines regarding when companies make","page_number":184,"box":{"x":89,"y":520,"width":850,"height":12}},{"id":"27b2f7a2-1916-4e11-aaf6-411b117501d4","block_type":"box","text":"these disclosures, we encourage them to produce climate and other sustainability-related disclosures sufficiently in advance","page_number":184,"box":{"x":88,"y":535,"width":870,"height":13}},{"id":"16fe766d-0666-4ddc-a7c5-266d545553e3","block_type":"box","text":"of their annual meeting, to the best of their abilities to provide investors with time to assess the data and make informed","page_number":184,"box":{"x":89,"y":550,"width":842,"height":13}},{"id":"3d2b030e-aabf-4f24-8fcd-ed32bbd00d31","block_type":"box","text":"decisions.","page_number":184,"box":{"x":89,"y":565,"width":67,"height":10}},{"id":"7e7af9ca-aa4d-422f-bb23-10add000ff45","block_type":"box","text":"Companies may also choose to adopt or refer to guidance on sustainable and responsible business conduct issued by","page_number":184,"box":{"x":89,"y":592,"width":823,"height":12}},{"id":"b903b54a-7921-4cbd-94f3-8fec54f94449","block_type":"box","text":"supranational organizations such as the United Nations or the Organization for Economic Cooperation and Development.","page_number":184,"box":{"x":89,"y":607,"width":847,"height":12}},{"id":"bc98d525-dfa4-4b44-831c-318232c834c6","block_type":"box","text":"Further, industry initiatives on managing specific operational risks may provide useful guidance to companies on best","page_number":184,"box":{"x":89,"y":622,"width":822,"height":12}},{"id":"2743df4b-9ee2-44eb-bb1b-217b3cddb2af","block_type":"box","text":"practices and disclosures. While not a voting item, we find it helpful to our understanding of investment risk when companies","page_number":184,"box":{"x":89,"y":637,"width":879,"height":13}},{"id":"45622fd3-3b73-44f2-89c4-c3c20de0ac5b","block_type":"box","text":"disclose any relevant global climate and other sustainability-related standards adopted, the industry initiatives in which they","page_number":184,"box":{"x":89,"y":652,"width":868,"height":13}},{"id":"56b3d66c-8cc4-4a97-8f06-f409fa430b67","block_type":"box","text":"participate, any peer group benchmarking undertaken, and any assurance processes to help investors understand their","page_number":184,"box":{"x":89,"y":668,"width":831,"height":12}},{"id":"c2ab6168-b202-460c-b92b-dc45e68fa4da","block_type":"box","text":"approach to sustainable and responsible business practices.","page_number":184,"box":{"x":89,"y":683,"width":418,"height":12}},{"id":"1959607b-d864-473d-9198-ed1fb03a75fd","block_type":"box","text":"(9) By material sustainability-related risks and opportunities, we mean the drivers of risk and financial value creation in a company’s business mod","page_number":184,"box":{"x":89,"y":765,"width":831,"height":10}},{"id":"4b10de6c-a61e-495f-9b88-f5585806a10c","block_type":"box","text":"el that","page_number":184,"box":{"x":922,"y":765,"width":34,"height":8}},{"id":"f10135e2-d5be-463e-a5e1-de3df646c0c4","block_type":"box","text":"have an environmental or social dependency or impact. Examples of environmental issues include, but are not limited to, water use, land use, waste","page_number":184,"box":{"x":121,"y":778,"width":826,"height":10}},{"id":"67a73d07-850e-44fb-bfc1-c5ac80a1ef26","block_type":"box","text":"management, and climate risk. Examples of social issues include, but are not limited to, human capital management, impacts on the communities in","page_number":184,"box":{"x":121,"y":790,"width":832,"height":10}},{"id":"2272fa5e-c2e0-40a8-96f3-2f857685eaee","block_type":"box","text":"which a company operates, customer loyalty, and relationships with regulators.","page_number":184,"box":{"x":121,"y":803,"width":443,"height":10}},{"id":"da59f2b4-2439-4bb4-87e6-361805a7f598","block_type":"box","text":"(10) The objective of IFRS S1 General Requirements for Disclosure of Sustainability-related Financial Information is to require an entity to disclo","page_number":184,"box":{"x":89,"y":818,"width":807,"height":10}},{"id":"310eb684-3ad4-4b15-99a4-0709ede586ad","block_type":"box","text":"se informa","page_number":184,"box":{"x":897,"y":818,"width":63,"height":8}},{"id":"ac80325c-6c3e-4c8c-aac5-128566bf6537","block_type":"box","text":"tion about its sustainability-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decis","page_number":184,"box":{"x":121,"y":831,"width":794,"height":10}},{"id":"da61811a-340c-49a8-a94f-a081e63ebd5f","block_type":"box","text":"ions","page_number":184,"box":{"x":916,"y":831,"width":22,"height":7}},{"id":"d13ce5d4-0603-49e7-a2fa-f885ea883a91","block_type":"box","text":"relating to providing resources to the entity. The objective of IFRS S2 Climate-related Disclosures is to require an entity to disclose information a","page_number":184,"box":{"x":121,"y":843,"width":804,"height":10}},{"id":"2058c335-b197-47b3-9e59-62ebcf85e993","block_type":"box","text":"bout its","page_number":184,"box":{"x":926,"y":843,"width":41,"height":8}},{"id":"1050d912-1f38-437c-9678-f20d492bb155","block_type":"box","text":"climate-related risks and opportunities that is useful to primary users of general-purpose financial reports in making decisions relating to provi","page_number":184,"box":{"x":121,"y":856,"width":798,"height":10}},{"id":"4054a773-f637-42db-9ef4-50589e0d9903","block_type":"box","text":"ding","page_number":184,"box":{"x":921,"y":856,"width":23,"height":10}},{"id":"25ea70e1-d4bc-47f9-bcdd-342ba8067b6d","block_type":"box","text":"resources to the entity.","page_number":184,"box":{"x":121,"y":868,"width":127,"height":10}},{"id":"77e98235-4406-4402-8373-b6035fdd088a","block_type":"box","text":"A-28","page_number":184,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"1f7ee9f9-2cb1-45a1-9a63-f556df8e4915","block_type":"box","text":"Climate and nature-related risk","page_number":185,"box":{"x":105,"y":44,"width":225,"height":10}},{"id":"3cb0722d-0857-46de-acb2-5154bbfd7574","block_type":"box","text":"In our view, the transition to a low-carbon economy is one of several mega forces reshaping markets.","page_number":185,"box":{"x":89,"y":70,"width":707,"height":13}},{"id":"99448759-cf45-45dc-a1e4-24edfb4cc828","block_type":"box","text":"(11)","page_number":185,"box":{"x":798,"y":68,"width":19,"height":8}},{"id":"05dd956a-ce97-4e1a-ae89-eefe9eadfc6d","block_type":"box","text":"Our research shows","page_number":185,"box":{"x":823,"y":70,"width":139,"height":10}},{"id":"40a5a8a8-ec2a-4e80-ad7a-0daecb657955","block_type":"box","text":"that the low-carbon transition is a structural shift in the global economy that will be shaped by changes in government","page_number":185,"box":{"x":88,"y":85,"width":832,"height":13}},{"id":"1f44e088-bf95-4bfb-9c2f-3911b428cefe","block_type":"box","text":"policies, technology, and consumer and investor preferences, which may be material for many companies.","page_number":185,"box":{"x":89,"y":101,"width":742,"height":12}},{"id":"f271316d-32d1-4d1b-b823-2191f921fbd1","block_type":"box","text":"(12)","page_number":185,"box":{"x":832,"y":99,"width":21,"height":8}},{"id":"f2bb6da2-afec-45c2-9315-b85803017509","block_type":"box","text":"Yet the path to","page_number":185,"box":{"x":858,"y":101,"width":101,"height":12}},{"id":"9a62a362-ee9e-4e44-85ba-365036655ffa","block_type":"box","text":"a low-carbon economy is uncertain and uneven, with different parts of the economy moving at different speeds. BIS","page_number":185,"box":{"x":89,"y":116,"width":809,"height":12}},{"id":"5719d85b-5dc6-4939-b87e-e5fb3a3f03c9","block_type":"box","text":"recognizes that it can be challenging for companies to predict the impact of climate-related risk and opportunity on their","page_number":185,"box":{"x":89,"y":131,"width":845,"height":12}},{"id":"01324e39-d01d-4f01-9c9c-d19ef210e326","block_type":"box","text":"businesses and operating environments. Many companies are assessing how to navigate the low-carbon transition while","page_number":185,"box":{"x":89,"y":146,"width":845,"height":12}},{"id":"a43bd184-1c3d-4aca-a8e1-278b6d22c4e5","block_type":"box","text":"delivering long-term financial value to investors. At companies where these climate-related risks are material, we find it","page_number":185,"box":{"x":89,"y":161,"width":834,"height":12}},{"id":"a4dc7892-01d4-477e-8bd6-dae67d9daefb","block_type":"box","text":"helpful when they publicly disclose, consistent with their business model and sector, how they intend to deliver long-term","page_number":185,"box":{"x":89,"y":176,"width":852,"height":13}},{"id":"35fc77fa-7e56-42af-a971-6f50a61f297c","block_type":"box","text":"financial performance through the transition to a low-carbon economy, including where available, their transition plan.","page_number":185,"box":{"x":88,"y":191,"width":830,"height":13}},{"id":"38b3de92-80f2-4e47-a038-391479f28f18","block_type":"box","text":"(13)","page_number":185,"box":{"x":920,"y":189,"width":20,"height":8}},{"id":"7af22fdc-afa2-494f-a893-0e5ebf7bd15c","block_type":"box","text":"In our experience, disclosure consistent with the ISSB standards or the TCFD framework can help investors assess company","page_number":185,"box":{"x":89,"y":218,"width":871,"height":12}},{"id":"04feb82f-2c6e-4251-94a4-8c5092dbeac5","block_type":"box","text":"specific climate-related risks and opportunities, and inform investment decisions.","page_number":185,"box":{"x":89,"y":233,"width":568,"height":12}},{"id":"8d41b9e7-8c66-4589-80f3-0ec31b142781","block_type":"box","text":"(14)","page_number":185,"box":{"x":659,"y":231,"width":20,"height":8}},{"id":"54d9f90c-eb91-4d09-93e2-f26ac0b7fcd1","block_type":"box","text":"Such disclosures also provide investors","page_number":185,"box":{"x":684,"y":233,"width":272,"height":12}},{"id":"a94280eb-df09-4beb-b0a4-da4b64b753fd","block_type":"box","text":"with insights into how companies are managing the risks associated with climate change by managing their own carbon","page_number":185,"box":{"x":88,"y":248,"width":846,"height":12}},{"id":"40033d89-74db-4a2e-93eb-36be84fe5291","block_type":"box","text":"emissions or emissions intensities to the extent financially practicable. Recognizing the value of these disclosures, in some","page_number":185,"box":{"x":89,"y":263,"width":854,"height":12}},{"id":"d3c4af37-b9b6-4b74-aaff-ab11d3f345e6","block_type":"box","text":"jurisdictions, like the U.K, large companies must disclose such climate-related financial information on a mandatory basis,","page_number":185,"box":{"x":88,"y":278,"width":852,"height":13}},{"id":"21725a93-728a-49cf-a454-efc7086f43c2","block_type":"box","text":"while in other jurisdictions these disclosures are viewed as best practice in the market.","page_number":185,"box":{"x":88,"y":293,"width":603,"height":13}},{"id":"70e4fd47-7dfa-421e-9ebf-107c8476c556","block_type":"box","text":"Consistent with the ISSB standards and the TCFD framework, we seek to understand, from company disclosures and","page_number":185,"box":{"x":89,"y":320,"width":816,"height":12}},{"id":"3f4bd91e-3b2f-4397-ba07-38b84adcae74","block_type":"box","text":"engagement, the strategies companies have in place to manage material risks to, and opportunities for, their long-term","page_number":185,"box":{"x":89,"y":335,"width":832,"height":12}},{"id":"553a04d1-7902-4c5c-85d9-208be29f9208","block_type":"box","text":"business model associated with a range of climate-related scenarios. This includes a scenario in which global warming is","page_number":185,"box":{"x":89,"y":350,"width":845,"height":12}},{"id":"7da3da01-a2df-4ad3-bcca-562bf955324b","block_type":"box","text":"limited to well below 2°C, considering ambitions to achieve a limit of 1.5°C, the temperature goal recently reaffirmed by G20","page_number":185,"box":{"x":89,"y":365,"width":867,"height":12}},{"id":"dbfb6941-2e89-44e8-a9ae-8519b847c9b7","block_type":"box","text":"members as part of the 2024 Leader’s Declaration.","page_number":185,"box":{"x":89,"y":380,"width":352,"height":13}},{"id":"5343e39c-2f4b-451e-bbd7-64f56aca92d0","block_type":"box","text":"(15)","page_number":185,"box":{"x":443,"y":378,"width":20,"height":8}},{"id":"974c774f-f6f0-4f20-b245-2424152f37fd","block_type":"box","text":"These frameworks also contemplate disclosures on how companies are setting short-, medium- and long-term targets,","page_number":185,"box":{"x":88,"y":407,"width":836,"height":12}},{"id":"d0b9cf89-5e76-42e6-830a-8f000d19268d","block_type":"box","text":"ideally science-based where these are available for their sector, for scope 1 and 2 greenhouse gas emissions (GHG)","page_number":185,"box":{"x":89,"y":422,"width":803,"height":12}},{"id":"1c39471a-6ce1-4af8-b387-8d2e833b5118","block_type":"box","text":"reductions and to demonstrate how their targets are consistent with the long-term financial interests of their investors.","page_number":185,"box":{"x":89,"y":437,"width":833,"height":12}},{"id":"c0083286-115a-4819-a897-e94923b9084e","block_type":"box","text":"While we recognize that regulators in some markets are moving to mandate certain disclosures, at this stage, we view scope","page_number":185,"box":{"x":88,"y":463,"width":871,"height":13}},{"id":"38822069-67c1-489f-b50e-5a54ae8aab4d","block_type":"box","text":"3 emissions differently from scopes 1 and 2, given methodological complexity, regulatory uncertainty, concerns about","page_number":185,"box":{"x":89,"y":479,"width":824,"height":12}},{"id":"299c9a83-f446-4052-8e9d-8abaad27dc46","block_type":"box","text":"double-counting, and lack of direct control by companies. We welcome disclosures and commitments companies choose to","page_number":185,"box":{"x":89,"y":494,"width":868,"height":12}},{"id":"065d206d-9e56-46de-822f-dac34badc6f4","block_type":"box","text":"make regarding material scope 3 emissions and recognize these are provided on a good-faith basis as methodology develops.","page_number":185,"box":{"x":89,"y":509,"width":879,"height":12}},{"id":"76063023-ef8e-4b51-b0e7-d64b43d3b5bc","block_type":"box","text":"Our publicly available commentary provides more information on our approach to climate-related risks and opportunities.","page_number":185,"box":{"x":89,"y":524,"width":853,"height":12}},{"id":"2b7c12f3-7b92-4988-93c2-06d327b1c5cf","block_type":"box","text":"In addition to climate-related risks and opportunities, the management of nature-related factors is increasingly a component","page_number":185,"box":{"x":89,"y":550,"width":874,"height":13}},{"id":"d78fbe9a-c558-41aa-b3ef-cc77a2e096db","block_type":"box","text":"of some companies’ ability to generate durable, long-term financial returns for shareholders, particularly where a company’s","page_number":185,"box":{"x":89,"y":565,"width":869,"height":13}},{"id":"2cf781ff-6037-42ff-87fb-5fb45c2b8793","block_type":"box","text":"(11) BlackRock Investment Institute, “Mega forces: An investment opportunity”, 2023.","page_number":185,"box":{"x":89,"y":619,"width":485,"height":10}},{"id":"7242ecc1-9600-4a01-8221-d4e10f2b7494","block_type":"box","text":"(12) BlackRock Investment Institute, “Tracking the low-carbon transition”, July 2023.","page_number":185,"box":{"x":89,"y":634,"width":476,"height":10}},{"id":"f8f83d3b-3c2b-4150-a6dc-8dcdd98eeea9","block_type":"box","text":"(13) We have observed that more companies are developing such plans, and public policymakers in a number of markets are signaling their intentions to","page_number":185,"box":{"x":89,"y":649,"width":861,"height":10}},{"id":"ef108ce2-25da-447e-8b94-00b2ba723395","block_type":"box","text":"require them or already have requirements in place, such as Australia, Brazil, and the European Union. We view transition plans as a method for a com","page_number":185,"box":{"x":121,"y":662,"width":843,"height":10}},{"id":"0c6d2e0f-79f3-4072-8bb4-e304e1a21f90","block_type":"box","text":"pany to both internally assess and externally communicate its long-term strategy, ambition, objectives, and actions to create financial value thro","page_number":185,"box":{"x":121,"y":674,"width":807,"height":10}},{"id":"52df5873-51bd-44b6-ab15-6e1192daca85","block_type":"box","text":"ugh","page_number":185,"box":{"x":929,"y":674,"width":21,"height":10}},{"id":"21014e5d-e371-44b6-a0ba-23701c027e16","block_type":"box","text":"the global transition towards a low-carbon economy. Transition plans are building momentum internationally, with increased focus from policy make","page_number":185,"box":{"x":121,"y":687,"width":834,"height":10}},{"id":"8af552b0-fd8a-4eb8-a7fb-22bcc6cd16ab","block_type":"box","text":"rs","page_number":185,"box":{"x":956,"y":689,"width":9,"height":6}},{"id":"d57a5c8c-53f0-4755-859b-9d544ac13298","block_type":"box","text":"and supervisors, including in the EU, UK, G7, G20, and from the financial industry. While many initiatives across jurisdictions outline a framework fo","page_number":185,"box":{"x":121,"y":700,"width":816,"height":10}},{"id":"e531b4ed-3742-476a-bf48-98a4ae207d80","block_type":"box","text":"for","page_number":185,"box":{"x":937,"y":702,"width":11,"height":5}},{"id":"bfc098be-ea06-4ad6-a1aa-3b710e79b65b","block_type":"box","text":"transition plans, there is no consensus on the key elements these plans should contain. We view useful disclosure as one that communicates a compa","page_number":185,"box":{"x":121,"y":712,"width":845,"height":10}},{"id":"5e5e9d65-cb9a-449c-8054-82ca078c79da","block_type":"box","text":"ny’s approach to managing financially material business relevant risks and opportunities – including climate-related risks – to deliver long-term","page_number":185,"box":{"x":121,"y":725,"width":801,"height":10}},{"id":"d7ec4ead-8a02-462b-8042-4f750827a07c","block_type":"box","text":"finan","page_number":185,"box":{"x":926,"y":725,"width":33,"height":8}},{"id":"5e5ae271-cc96-4c7f-9ab3-75b5a9852bc3","block_type":"box","text":"cial performance, which allows investors to make more informed decisions. While transition plans can be helpful disclosure, BIS does not make the","page_number":185,"box":{"x":121,"y":737,"width":821,"height":10}},{"id":"bfc3bdc0-9cdf-4b2d-a7f3-7352541ceca8","block_type":"box","text":"preparation and production of transition plans a voting issue. BIS may engage companies that have chosen to publish a transition plan to understand","page_number":185,"box":{"x":121,"y":750,"width":835,"height":10}},{"id":"df018aaf-aeb9-4b64-8cef-03ebf81dd49d","block_type":"box","text":"their planned actions and resource implications.","page_number":185,"box":{"x":121,"y":763,"width":269,"height":10}},{"id":"452ef086-9e2b-43bf-b151-bebd774cfaec","block_type":"box","text":"(14) BlackRock, “Global perspectives on investing in the low-carbon transition”, June 2023. We recognize that companies may phase in reporting alig","page_number":185,"box":{"x":89,"y":778,"width":835,"height":10}},{"id":"9c75fa65-5cd7-439e-8fe3-3751b0f0abb9","block_type":"box","text":"ned","page_number":185,"box":{"x":926,"y":778,"width":20,"height":8}},{"id":"d65af0ee-8084-4152-8411-de2e703ab674","block_type":"box","text":"with the ISSB standards over several years, depending on local requirements. We also recognize and respect that some companies may report using","page_number":185,"box":{"x":121,"y":790,"width":826,"height":10}},{"id":"bf62e7d9-8ed6-4eab-9a64-55ec2084216f","block_type":"box","text":"different local standards, which may be required by regulation, or one of a number of voluntary standards. In such cases, we ask that companies dis","page_number":185,"box":{"x":121,"y":803,"width":831,"height":10}},{"id":"cf248fd5-9455-4dbd-9151-cd566c534109","block_type":"box","text":"close their rationale for reporting in line with the specific disclosure framework chosen and highlight the metrics that are industry- or company","page_number":185,"box":{"x":121,"y":816,"width":805,"height":9}},{"id":"efda9016-da7b-4708-9700-1e16fb10061b","block_type":"box","text":"specific.","page_number":185,"box":{"x":121,"y":828,"width":44,"height":10}},{"id":"a5590004-66c8-4665-8127-be35ab047a96","block_type":"box","text":"(15) In November 2024, G20 members reaffirmed the Paris Agreement temperature goal as part of the Leader’s Declaration. G20 members include the","page_number":185,"box":{"x":89,"y":843,"width":846,"height":10}},{"id":"497181d3-c9d4-4f84-b2e4-67ecea66429b","block_type":"box","text":"world’s major economies (19 countries and two regional bodies, the European Union and African Union), representing 85% of global Gross Domestic","page_number":185,"box":{"x":121,"y":856,"width":836,"height":10}},{"id":"ebb3efdf-a171-4e76-86db-bf485e5e6bf7","block_type":"box","text":"Product, over 75% of international trade, and about two-thirds of the world population.","page_number":185,"box":{"x":122,"y":868,"width":488,"height":10}},{"id":"3d7d1b4f-5bcc-4955-b1c6-68ea88b939b9","block_type":"box","text":"A-29","page_number":185,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"11fb2dc2-e178-4684-a049-c6752ce23708","block_type":"box","text":"strategy is heavily reliant on the availability of natural capital, or whose supply chains are exposed to locations with nature","page_number":186,"box":{"x":89,"y":44,"width":859,"height":12}},{"id":"23287e53-b7c3-460f-9bf7-727ead4270b4","block_type":"box","text":"related risks. We look for such companies to disclose how they manage any reliance and impact on, as well as use of, natural","page_number":186,"box":{"x":89,"y":59,"width":870,"height":12}},{"id":"e38c13d0-524a-4a8a-a27c-3457ff786c98","block_type":"box","text":"capital, including appropriate risk oversight and relevant metrics and targets, to understand how these factors are integrated","page_number":186,"box":{"x":89,"y":74,"width":872,"height":12}},{"id":"2fd4d379-681c-42e7-ad5c-4fd4c6de96af","block_type":"box","text":"into strategy. We will evaluate these disclosures to inform our view of how a company is managing material nature-related","page_number":186,"box":{"x":89,"y":89,"width":856,"height":13}},{"id":"c3c896c9-1d56-4bf9-9675-e3068ed6c67e","block_type":"box","text":"risks and opportunities. We rely on company disclosures when determining how to vote on shareholder proposals addressing","page_number":186,"box":{"x":89,"y":104,"width":876,"height":13}},{"id":"3d5a6e1b-ecaa-4015-bec4-20629f429324","block_type":"box","text":"natural capital issues. Our publicly available commentary provides more information on our approach to natural capital.","page_number":186,"box":{"x":89,"y":119,"width":836,"height":13}},{"id":"b89b5034-1601-40fc-bd6d-0d356f7a0051","block_type":"box","text":"(16)","page_number":186,"box":{"x":927,"y":117,"width":21,"height":8}},{"id":"31173c72-5008-4dbb-b65a-7b26cd77f3e0","block_type":"box","text":"Companies’ impact on their workforce, supply chains, and communities","page_number":186,"box":{"x":105,"y":146,"width":519,"height":12}},{"id":"57c00ede-ee85-4d9f-bb27-576f24085961","block_type":"box","text":"In order to advance long-term shareholders’ interests, companies should consider the interests of the various parties on","page_number":186,"box":{"x":89,"y":172,"width":837,"height":13}},{"id":"dd9a9148-1d98-4e8c-b3dc-a9f354eadb23","block_type":"box","text":"whom they depend for their success over time. It is for each company to determine their key stakeholders based on what is","page_number":186,"box":{"x":88,"y":188,"width":863,"height":12}},{"id":"4d3e3ac7-a588-4cc0-9b97-783a8d7cad50","block_type":"box","text":"material to their business and long-term financial performance. For many companies, key stakeholders include employees,","page_number":186,"box":{"x":89,"y":203,"width":857,"height":12}},{"id":"6ad140af-7b3d-4016-b3af-7960c73e350e","block_type":"box","text":"business partners (such as suppliers and distributors), clients and consumers, regulators, and the communities in which they","page_number":186,"box":{"x":89,"y":218,"width":877,"height":12}},{"id":"f878ec2a-0116-4209-a879-1e4e53da29d3","block_type":"box","text":"operate.","page_number":186,"box":{"x":89,"y":234,"width":56,"height":11}},{"id":"53484050-d1a9-4ab1-a595-c2734faed86f","block_type":"box","text":"As a long-term shareholder on behalf of our clients, we find it helpful when companies disclose how they have identified","page_number":186,"box":{"x":88,"y":259,"width":844,"height":13}},{"id":"6af7e9f6-3a59-4e9a-90ac-8793065266b4","block_type":"box","text":"their key stakeholders and considered their interests in business decision-making. In addition to understanding broader","page_number":186,"box":{"x":88,"y":274,"width":837,"height":13}},{"id":"643471f6-819f-433d-8dac-8e4f5c734bc1","block_type":"box","text":"stakeholder relationships, BIS finds it helpful when companies discuss how they consider the needs of their workforce today,","page_number":186,"box":{"x":89,"y":290,"width":870,"height":12}},{"id":"7a1b7c27-ecca-49df-a02f-a96bf4bec203","block_type":"box","text":"and the skills required for their future business strategy. We are also interested to understand how the board monitors and","page_number":186,"box":{"x":89,"y":305,"width":854,"height":12}},{"id":"a1ba4720-143e-43c2-923a-c1d4a9917227","block_type":"box","text":"engages on these matters, given it is well positioned to ensure that the approach taken by management is informed by and","page_number":186,"box":{"x":89,"y":320,"width":860,"height":12}},{"id":"c8a28982-243e-4abb-9c4d-a43d27b8e788","block_type":"box","text":"aligns with the company’s strategy.","page_number":186,"box":{"x":89,"y":335,"width":245,"height":12}},{"id":"75cdff8a-54cc-46a9-9b33-a5d52f0ed01e","block_type":"box","text":"Companies should articulate how they address material adverse impacts that could arise from their business practices and","page_number":186,"box":{"x":89,"y":361,"width":857,"height":13}},{"id":"66746a25-d855-45e9-991e-86f4ac40f6c9","block_type":"box","text":"affect critical relationships with their stakeholders. We encourage companies to implement, to the extent appropriate,","page_number":186,"box":{"x":89,"y":376,"width":822,"height":13}},{"id":"1e46f12a-f229-403d-9ab8-e06cc590f848","block_type":"box","text":"monitoring processes (often referred to as due diligence) to identify and mitigate potential adverse impacts and grievance","page_number":186,"box":{"x":89,"y":392,"width":854,"height":12}},{"id":"f3b9818e-82d0-4168-b3d4-4adff5366002","block_type":"box","text":"mechanisms to remediate any actual adverse material impacts. In our view, maintaining trust within these relationships can","page_number":186,"box":{"x":89,"y":407,"width":864,"height":12}},{"id":"f7c99117-47ec-4b49-99ed-c2b8deab0b4b","block_type":"box","text":"contribute to a company’s long-term success.","page_number":186,"box":{"x":89,"y":422,"width":320,"height":12}},{"id":"ed5d24e7-f59b-4fb4-a123-b0290cdcfc22","block_type":"box","text":"Other corporate governance matters and shareholder protections","page_number":186,"box":{"x":89,"y":448,"width":473,"height":13}},{"id":"72147a88-4b36-4fbb-ab63-76fe67469ed2","block_type":"box","text":"In our view, shareholders have a right to material and timely information on the financial performance and viability of the","page_number":186,"box":{"x":89,"y":475,"width":846,"height":12}},{"id":"74e3d708-967a-4d29-ba0c-1b63b434da98","block_type":"box","text":"companies in which they invest. In addition, companies should publish information on the governance structures in place","page_number":186,"box":{"x":89,"y":490,"width":850,"height":12}},{"id":"34cee50a-ccb7-460e-892f-50601398a062","block_type":"box","text":"and the rights of shareholders to influence these structures. The reporting and disclosure provided by companies help","page_number":186,"box":{"x":89,"y":505,"width":824,"height":12}},{"id":"33a7e159-4647-48a4-80d8-6d22bdc9d259","block_type":"box","text":"shareholders assess the effectiveness of the board’s oversight of management and whether investors’ economic interests","page_number":186,"box":{"x":89,"y":520,"width":848,"height":12}},{"id":"67a50bec-c877-4e76-adc8-1b032e1af9db","block_type":"box","text":"have been protected. As a general principle, we believe shareholders should have the right to vote on key corporate","page_number":186,"box":{"x":89,"y":535,"width":805,"height":13}},{"id":"df977557-4215-45c3-86c9-0b158bc65e53","block_type":"box","text":"governance matters, including changes to governance mechanisms, to submit proposals to the shareholders’ meeting, and","page_number":186,"box":{"x":89,"y":550,"width":862,"height":13}},{"id":"7ea0ca2c-0f7f-4aea-8864-1f06b8764334","block_type":"box","text":"to call special meetings of shareholders.","page_number":186,"box":{"x":88,"y":565,"width":280,"height":13}},{"id":"2b0789db-4896-4a90-8bc2-5a6c7cdcf092","block_type":"box","text":"Corporate form","page_number":186,"box":{"x":105,"y":592,"width":110,"height":12}},{"id":"0542929c-300a-4783-9868-126027f47da0","block_type":"box","text":"In our view, it is the responsibility of the board to determine the corporate form that is most appropriate given the company’s","page_number":186,"box":{"x":89,"y":618,"width":875,"height":13}},{"id":"bf41e467-33a4-45fa-8bfb-e788fdb44d6d","block_type":"box","text":"purpose and business model.","page_number":186,"box":{"x":89,"y":633,"width":204,"height":13}},{"id":"e93db4f2-e560-4e76-bfc5-17d409b497b5","block_type":"box","text":"(17)","page_number":186,"box":{"x":295,"y":631,"width":19,"height":9}},{"id":"1407a263-019c-404d-8e32-a5f4c5cb8b4c","block_type":"box","text":"Companies proposing to change their corporate form to a public benefit corporation or","page_number":186,"box":{"x":320,"y":633,"width":611,"height":13}},{"id":"3f71fcc3-4646-4d06-a400-98e1d4047382","block_type":"box","text":"similar entity should put it to a shareholder vote if not already required to do so under applicable law. We appreciate when","page_number":186,"box":{"x":89,"y":649,"width":852,"height":12}},{"id":"da949ba2-fffb-4ef8-b9d4-12d958d86693","block_type":"box","text":"supporting documentation from companies or shareholder proponents proposing to alter the corporate form clearly explains","page_number":186,"box":{"x":89,"y":664,"width":876,"height":12}},{"id":"ca0369ae-f1fb-42d0-bdcd-7c5f2f9c4f35","block_type":"box","text":"how the interests of shareholders and different stakeholders would be impacted as well as the accountability and voting","page_number":186,"box":{"x":89,"y":679,"width":838,"height":12}},{"id":"5cf94ed0-3790-433e-a87c-29ed9de441bc","block_type":"box","text":"mechanisms that would be available to shareholders. We generally support management proposals if our analysis indicates","page_number":186,"box":{"x":89,"y":694,"width":863,"height":12}},{"id":"3a25ef4f-8afa-4d44-8ae6-203785a3b131","block_type":"box","text":"that shareholders’ economic interests are adequately protected. Relevant shareholder proposals are evaluated on a case-by","page_number":186,"box":{"x":88,"y":709,"width":868,"height":12}},{"id":"6c75e1bb-b821-4094-a85c-0a51e315e301","block_type":"box","text":"case basis.","page_number":186,"box":{"x":89,"y":724,"width":73,"height":10}},{"id":"cf896727-98a5-458e-8a33-8da20a847bb8","block_type":"box","text":"(16) Given the growing awareness of the materiality of these issues for certain businesses, enhanced reporting on a company’s natural capital depend","page_number":186,"box":{"x":89,"y":816,"width":845,"height":9}},{"id":"6f01afe8-7327-4165-9df9-d00bc608b84c","block_type":"box","text":"en","page_number":186,"box":{"x":935,"y":818,"width":17,"height":5}},{"id":"7ee4d52d-8152-40b2-a460-c19c1b67d1a2","block_type":"box","text":"cies and impacts would aid investors’ understanding. In our view, the final recommendations of the Taskforce on Nature-related Financial Disclosur","page_number":186,"box":{"x":121,"y":828,"width":825,"height":10}},{"id":"86071981-22df-4e8f-8cbc-8633c5c084cf","block_type":"box","text":"es","page_number":186,"box":{"x":946,"y":831,"width":12,"height":5}},{"id":"a417dede-ea15-48bf-991d-7e7571509d05","block_type":"box","text":"(TNFD) may prove useful to some companies. We recognize that some companies may report using different standards, which may be required by","page_number":186,"box":{"x":121,"y":841,"width":820,"height":10}},{"id":"e54847bb-365d-4b1f-8445-4dfd25e3826b","block_type":"box","text":"regulation, or one of a number of other private sector standards. TNFD-aligned reporting is not a voting issue.","page_number":186,"box":{"x":121,"y":853,"width":615,"height":10}},{"id":"bf128c48-57a0-46bb-83fb-2fe827db8e9f","block_type":"box","text":"(17) Corporate form refers to the legal structure by which a business is organized.","page_number":186,"box":{"x":89,"y":868,"width":462,"height":10}},{"id":"d1ca0038-0858-43c8-85f9-d3b71e7874f1","block_type":"box","text":"A-30","page_number":186,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"12431dce-9242-4efa-b53f-614e2d7eeea2","block_type":"box","text":"Shareholder proposals","page_number":187,"box":{"x":88,"y":44,"width":163,"height":12}},{"id":"17492555-98e3-45da-8358-6ab67821da80","block_type":"box","text":"In most markets in which BlackRock invests on behalf of clients, shareholders have the right to submit proposals to be voted","page_number":187,"box":{"x":89,"y":70,"width":869,"height":13}},{"id":"23d319d7-b4ea-4704-822d-843d2c6281e6","block_type":"box","text":"on at a company’s annual or extraordinary meeting, as long as eligibility and procedural requirements are met. The matters","page_number":187,"box":{"x":89,"y":85,"width":861,"height":13}},{"id":"d93dfcac-9476-43e2-acd8-52ebece8b4cf","block_type":"box","text":"that we see put forward by shareholders address a wide range of topics, including governance reforms, capital management,","page_number":187,"box":{"x":88,"y":101,"width":874,"height":12}},{"id":"2db1b686-8036-4dde-88cc-0b9878b022e0","block_type":"box","text":"and improvements in the management or disclosure of sustainability-related risks.","page_number":187,"box":{"x":89,"y":116,"width":576,"height":12}},{"id":"0c12504d-33c4-44ec-9154-4f46b777fead","block_type":"box","text":"BlackRock is subject to legal and regulatory requirements in the U.S. that place restrictions and limitations on how BlackRock","page_number":187,"box":{"x":89,"y":142,"width":874,"height":12}},{"id":"c2a720c2-9115-4bfc-b81d-5aac540e17a9","block_type":"box","text":"can interact with the companies in which we invest on behalf of our clients, including our ability to submit shareholder","page_number":187,"box":{"x":89,"y":157,"width":830,"height":13}},{"id":"cd021df3-0ba1-4de9-9adb-4beac0164e5d","block_type":"box","text":"proposals. We can vote, on behalf of clients who authorize us to do so, on proposals put forth by others.","page_number":187,"box":{"x":89,"y":172,"width":726,"height":13}},{"id":"679d19c7-7482-4347-a291-765567f2956e","block_type":"box","text":"When assessing shareholder proposals, we evaluate each proposal on its merit, considering the company’s individual","page_number":187,"box":{"x":88,"y":199,"width":819,"height":12}},{"id":"3b604a11-b621-4bef-aa46-943e90844431","block_type":"box","text":"circumstances and maintaining a singular focus on the proposal’s implications for long-term financial value creation. BIS’","page_number":187,"box":{"x":89,"y":214,"width":848,"height":12}},{"id":"53477784-67e1-402c-9dc5-d7ab42932e58","block_type":"box","text":"evaluation considers whether a shareholder proposal addresses a material risk that, if left unmanaged, may impact a","page_number":187,"box":{"x":89,"y":229,"width":815,"height":12}},{"id":"3b1fd058-2490-4361-a0e1-c5fe8bdca33b","block_type":"box","text":"company’s long-term performance. We look for consistency between the specific request formally made in the proposal, the","page_number":187,"box":{"x":89,"y":244,"width":870,"height":13}},{"id":"7038799f-bf0a-4b8b-8f9b-57e5d8c7e178","block_type":"box","text":"supporting documentation, and the proponents’ other communications on the issues. We also assess the company’s","page_number":187,"box":{"x":89,"y":259,"width":818,"height":13}},{"id":"13ca965e-d938-43a7-9918-0a5fad1765d2","block_type":"box","text":"practices and disclosures and the costs and benefits to the company of meeting the request made in the proposal. We take","page_number":187,"box":{"x":89,"y":274,"width":859,"height":13}},{"id":"dc3685b1-fca7-472b-af2b-794f47e359f6","block_type":"box","text":"into consideration a company’s governance practices and disclosures against those of their peers.","page_number":187,"box":{"x":89,"y":290,"width":684,"height":12}},{"id":"57f15a9c-e8bd-400c-acae-6018eea7e836","block_type":"box","text":"In our experience, it is helpful when companies disclose the names of the proponent or organization that has submitted or","page_number":187,"box":{"x":89,"y":316,"width":857,"height":12}},{"id":"07d25d2a-e2a1-4e46-9334-7059b70b2d4d","block_type":"box","text":"advised on the proposal.","page_number":187,"box":{"x":89,"y":331,"width":170,"height":12}},{"id":"48b67337-a47e-42b5-a22a-db734ab8c65a","block_type":"box","text":"We would not support proposals that we believe would result in over-reaching into the basic business decisions of the","page_number":187,"box":{"x":88,"y":358,"width":826,"height":12}},{"id":"16d4019c-0a52-4813-b268-d1513c9fe07f","block_type":"box","text":"company, are unduly prescriptive or constraining on management. We take into consideration the legal effect of the proposal,","page_number":187,"box":{"x":89,"y":373,"width":877,"height":12}},{"id":"9099709b-94b1-4e30-903a-3d83c9b88880","block_type":"box","text":"as shareholder proposals may be advisory or legally binding depending on the jurisdiction, while others may make requests","page_number":187,"box":{"x":89,"y":388,"width":862,"height":12}},{"id":"017447ed-7ff2-40eb-826a-ed10e8cfafc3","block_type":"box","text":"that would be deemed illegal in a given jurisdiction.","page_number":187,"box":{"x":88,"y":403,"width":359,"height":12}},{"id":"8d9ab90b-faca-44b5-9a12-de568ee7d518","block_type":"box","text":"BIS is likely to support shareholder proposals that request disclosures that help us, as long-term investors on behalf of our","page_number":187,"box":{"x":89,"y":429,"width":853,"height":13}},{"id":"c8298acc-3aa1-4196-96a9-d68b05266b30","block_type":"box","text":"clients, better understand the material risks and opportunities companies face and how they are managing them, especially","page_number":187,"box":{"x":89,"y":445,"width":865,"height":12}},{"id":"85e6a317-39bc-45ee-925b-8f579079859f","block_type":"box","text":"where this information is additive given the company’s existing disclosures. We may also support shareholder proposals that","page_number":187,"box":{"x":88,"y":460,"width":872,"height":12}},{"id":"254e576e-354a-4346-81d4-31f64d32c818","block_type":"box","text":"are focused on a material business risk that we agree needs to be addressed and the intended outcome is consistent with","page_number":187,"box":{"x":89,"y":475,"width":850,"height":12}},{"id":"5af1cb9e-e369-4847-8cf9-b52e266b1eba","block_type":"box","text":"long-term financial value creation.","page_number":187,"box":{"x":89,"y":490,"width":239,"height":12}},{"id":"39514066-d34f-4bdb-af59-5f0a662183d1","block_type":"box","text":"We recognize that some shareholder proposals bundle topics and/or specific requests. Further, the proponent’s supporting","page_number":187,"box":{"x":88,"y":516,"width":861,"height":13}},{"id":"19ce635d-a3da-4de2-9168-b78840ed19f3","block_type":"box","text":"statement may refer to topics that are not directly related to the request made in the proposal. In voting on behalf of clients,","page_number":187,"box":{"x":89,"y":531,"width":866,"height":13}},{"id":"02dbd5da-27ba-4a96-80e9-b5da329e04f4","block_type":"box","text":"we do not submit or edit proposals or the supporting statements – we must vote yes or no on the proposal as phrased by the","page_number":187,"box":{"x":88,"y":547,"width":876,"height":12}},{"id":"4428ae67-707b-460b-975b-27a447c92f70","block_type":"box","text":"proponent. Therefore, when we vote in support of a proposal, we are not necessarily endorsing every element of the proposal","page_number":187,"box":{"x":89,"y":562,"width":877,"height":12}},{"id":"c4556d9a-99c4-40b7-9947-4850dfab900b","block_type":"box","text":"or the reasoning, objectives, or supporting statement of the proponent. We may support a proposal for different reasons from","page_number":187,"box":{"x":89,"y":577,"width":878,"height":12}},{"id":"66e4c93f-e764-4db9-a40c-0af3ecbb9e8e","block_type":"box","text":"those put forth by the proponent, when we believe that, overall, it can advance our clients’ long-term financial interests. We","page_number":187,"box":{"x":88,"y":592,"width":863,"height":12}},{"id":"6954d1c3-0662-48a5-929c-aff4b5800243","block_type":"box","text":"typically explain to the company our rationale for supporting such proposals.","page_number":187,"box":{"x":88,"y":607,"width":538,"height":12}},{"id":"876f7c6e-ab47-4fb8-bb22-fe6ce812ed24","block_type":"box","text":"Alternatively, or in addition, we may vote against the election of one or more directors if, in our assessment, the board has","page_number":187,"box":{"x":88,"y":633,"width":852,"height":13}},{"id":"82ceec1a-093b-43e5-96f3-fead4de97443","block_type":"box","text":"not responded sufficiently or with an appropriate sense of urgency to a material risk. We may also support a proposal if","page_number":187,"box":{"x":89,"y":649,"width":835,"height":12}},{"id":"fc08d45e-4234-4cc6-9daf-3bf84b0a718d","block_type":"box","text":"management is on track, but we believe that voting in favor might accelerate efforts to address a material risk.","page_number":187,"box":{"x":89,"y":664,"width":769,"height":12}},{"id":"192f8d65-9c9d-41bb-be5f-b71132fbd273","block_type":"box","text":"BlackRock’s oversight of its investment stewardship activities","page_number":187,"box":{"x":89,"y":690,"width":441,"height":13}},{"id":"002007b3-e71d-457d-ad9f-5e8971e40b41","block_type":"box","text":"Oversight","page_number":187,"box":{"x":105,"y":717,"width":69,"height":12}},{"id":"845c3d65-fa8d-4050-bc99-71edd42a91cd","block_type":"box","text":"BlackRock maintains advisory committees (Stewardship Advisory Committees), generally consisting of senior BlackRock","page_number":187,"box":{"x":89,"y":743,"width":843,"height":12}},{"id":"05ec2cea-b7e5-4a99-a765-58f769da11bd","block_type":"box","text":"index investment professionals and/or senior employees with practical boardroom experience. The Stewardship Advisory","page_number":187,"box":{"x":89,"y":758,"width":849,"height":13}},{"id":"0bc9f45e-daf3-43e2-872f-35a66b581397","block_type":"box","text":"Committees review and advise on amendments to BIS regional proxy voting guidelines (the Guidelines). The advisory","page_number":187,"box":{"x":89,"y":773,"width":820,"height":13}},{"id":"9a7ac820-4780-4d00-aa1a-37bb2831e3fa","block_type":"box","text":"committees do not determine voting decisions, which are the responsibility of BIS.","page_number":187,"box":{"x":89,"y":788,"width":574,"height":13}},{"id":"4b37fd01-2da0-4a15-98e7-c462653e0344","block_type":"box","text":"In addition to the Stewardship Advisory Committees, the Investment Stewardship Global Oversight Committee (Global","page_number":187,"box":{"x":89,"y":815,"width":827,"height":12}},{"id":"b0e795d4-2113-499d-bc35-7695e6d4c3fa","block_type":"box","text":"Oversight Committee) is a risk-focused committee, comprised of the Global Head of Investment Stewardship (Global Head),","page_number":187,"box":{"x":89,"y":830,"width":868,"height":12}},{"id":"a304f581-7ebf-47b1-bd75-773b040c7637","block_type":"box","text":"and senior BlackRock executives with legal, risk and other experience relevant to team oversight. The Global Committee does","page_number":187,"box":{"x":89,"y":845,"width":875,"height":12}},{"id":"10d35915-ddcd-4642-8a6e-db8d08e7e1a0","block_type":"box","text":"not determine voting decisions, which are the responsibility of BIS.","page_number":187,"box":{"x":89,"y":860,"width":464,"height":13}},{"id":"d3c3ca84-7802-4792-abc4-9f0c9334f2ac","block_type":"box","text":"A-31","page_number":187,"box":{"x":511,"y":894,"width":31,"height":9}},{"id":"905fb8df-32a6-4805-9fed-c7665c9c226d","block_type":"box","text":"The Global Head has primary oversight of the activities of BIS, including voting in accordance with the Guidelines, which","page_number":188,"box":{"x":88,"y":44,"width":841,"height":12}},{"id":"693c5f2f-1179-4818-b716-756600e218a7","block_type":"box","text":"require the application of professional judgment and consideration of each company’s unique circumstances. The Global","page_number":188,"box":{"x":89,"y":59,"width":845,"height":12}},{"id":"7ee014b4-4a07-4e7a-bf2c-6810a50dbb6f","block_type":"box","text":"Committee reviews and approves amendments to these Principles. The Global Committee also reviews and approves","page_number":188,"box":{"x":89,"y":74,"width":817,"height":12}},{"id":"105a7e53-5394-4eca-8377-372b94af7db0","block_type":"box","text":"amendments to the regional Guidelines.","page_number":188,"box":{"x":89,"y":89,"width":279,"height":13}},{"id":"ac8c8101-5cb3-409a-a612-9029828c2132","block_type":"box","text":"In addition, the Global Committee receives and reviews periodic reports regarding the votes cast by BIS, as well as updates on","page_number":188,"box":{"x":89,"y":116,"width":876,"height":12}},{"id":"33c1beba-84e2-48c9-9038-479ee5058a0a","block_type":"box","text":"material process issues, procedural changes, and other risk oversight considerations. The Global Committee reviews these","page_number":188,"box":{"x":89,"y":131,"width":855,"height":12}},{"id":"5609b9d1-0ecb-4a8d-a0da-f1330a5a8a77","block_type":"box","text":"reports in an oversight capacity as informed by the Guidelines.","page_number":188,"box":{"x":89,"y":146,"width":435,"height":12}},{"id":"095768f0-0503-4fb7-83b0-32d5ca2d412a","block_type":"box","text":"BIS carries out engagement with companies, executes proxy votes, and conducts vote operations (including maintaining","page_number":188,"box":{"x":89,"y":172,"width":843,"height":13}},{"id":"0846ae20-acc8-4b70-83fc-720cd0e2be26","block_type":"box","text":"records of votes cast) in a manner consistent with the relevant Guidelines. BIS also conducts research on corporate","page_number":188,"box":{"x":89,"y":188,"width":805,"height":12}},{"id":"19ddb7b7-b3d9-458d-be3f-66b835db91f2","block_type":"box","text":"governance issues and participates in industry discussions to contribute to and keep abreast of important developments in","page_number":188,"box":{"x":89,"y":203,"width":859,"height":12}},{"id":"951deb20-2830-426e-9aee-4935b259acf0","block_type":"box","text":"the corporate governance field. BIS may utilize third parties for certain of the foregoing activities and performs oversight of","page_number":188,"box":{"x":88,"y":218,"width":859,"height":12}},{"id":"a5b68185-b1ec-45a2-8333-c7c5e5f0d7eb","block_type":"box","text":"those third parties. BIS may discuss complicated or particularly controversial matters with senior specialists internally, on an","page_number":188,"box":{"x":88,"y":233,"width":866,"height":12}},{"id":"d3358dfc-c4df-414e-b16a-d194afe9f89a","block_type":"box","text":"advisory basis, prior to making a voting decision.","page_number":188,"box":{"x":89,"y":248,"width":340,"height":12}},{"id":"d9771bd9-ea22-4111-8e86-009c20074d05","block_type":"box","text":"Voting guidelines and vote execution","page_number":188,"box":{"x":88,"y":274,"width":267,"height":13}},{"id":"377599ef-a890-427d-be2d-72564d0598a8","block_type":"box","text":"BlackRock votes on proxy issues when our clients authorize us to do so. We carefully consider proxies submitted to funds and","page_number":188,"box":{"x":89,"y":301,"width":877,"height":12}},{"id":"7b14eed8-e8b7-4541-b354-8cb99d42c4c4","block_type":"box","text":"other fiduciary account(s) (Fund or Funds) for which we have voting authority. BlackRock votes (or refrains from voting)","page_number":188,"box":{"x":89,"y":316,"width":841,"height":12}},{"id":"b84f652f-d8c3-41d7-8734-459827a03265","block_type":"box","text":"proxies for each Fund for which we have voting authority based on our evaluation of the alignment of the voting items with","page_number":188,"box":{"x":89,"y":331,"width":862,"height":12}},{"id":"211a547f-4224-4ae5-a842-6e7b4450737f","block_type":"box","text":"the long-term economic interests of our clients, in the exercise of our independent business judgment, and without regard to","page_number":188,"box":{"x":88,"y":346,"width":877,"height":13}},{"id":"ddcbefe4-50c4-4429-b56e-057fdfe72175","block_type":"box","text":"the relationship of the issuer of the proxy (or any shareholder proponent or dissident shareholder) to the Fund, the Fund’s","page_number":188,"box":{"x":88,"y":361,"width":853,"height":13}},{"id":"57e6a69d-ff8c-4456-b1eb-858c92c27574","block_type":"box","text":"affiliates (if any), BlackRock or BlackRock’s affiliates, or BlackRock employees (see “Conflicts management policies and","page_number":188,"box":{"x":89,"y":376,"width":828,"height":13}},{"id":"bb65e01a-25b1-4545-a656-5c96b1bdc23c","block_type":"box","text":"procedures,” below).","page_number":188,"box":{"x":89,"y":392,"width":144,"height":12}},{"id":"b87f7747-128d-4e29-8dd7-6cdd911ca18b","block_type":"box","text":"When exercising voting rights, BIS will normally vote on specific proxy issues in accordance with the Guidelines for the","page_number":188,"box":{"x":88,"y":418,"width":828,"height":12}},{"id":"a91ac80e-638b-4781-9e03-8e6c687b0e57","block_type":"box","text":"relevant market, as well as the Principles. The voting guidelines published for each region/country in which we vote are","page_number":188,"box":{"x":89,"y":433,"width":834,"height":13}},{"id":"decd599c-f0f2-44a7-930f-9ee5ef793ab4","block_type":"box","text":"intended to summarize BlackRock’s general philosophy and approach to issues that may commonly arise in the proxy voting","page_number":188,"box":{"x":89,"y":448,"width":869,"height":13}},{"id":"d352e2d8-d4a2-490f-b323-8af2da9b5f46","block_type":"box","text":"context in each market where we invest. The Guidelines are not intended to be exhaustive. BIS applies the Guidelines on a","page_number":188,"box":{"x":89,"y":463,"width":851,"height":13}},{"id":"ecd843cc-2552-4323-8981-292876d91594","block_type":"box","text":"case-by-case basis, in the context of the individual circumstances of each company and the specific issue under review. As","page_number":188,"box":{"x":89,"y":479,"width":858,"height":12}},{"id":"9872bd38-2828-4fbf-804e-9a9ba3afba35","block_type":"box","text":"such, the Guidelines do not indicate how BIS will vote in every instance. Rather, they reflect our view about corporate","page_number":188,"box":{"x":89,"y":494,"width":817,"height":12}},{"id":"341fa33e-f367-4695-8157-98744e8d6f40","block_type":"box","text":"governance issues generally, and provide insight into how we typically approach issues that commonly arise on corporate","page_number":188,"box":{"x":89,"y":509,"width":850,"height":12}},{"id":"9e5c3dd8-2a18-416b-a045-a6ff34a2735f","block_type":"box","text":"ballots. The Guidelines are reviewed annually and updated as necessary to reflect changes in market practices, developments","page_number":188,"box":{"x":89,"y":524,"width":875,"height":12}},{"id":"ccb47afe-2639-4efd-a929-60da258346ff","block_type":"box","text":"in corporate governance and feedback from companies and clients. In this way, BIS aims to maintain policies that explain our","page_number":188,"box":{"x":89,"y":539,"width":874,"height":12}},{"id":"37678121-7058-4ca1-9410-725406ddc8c0","block_type":"box","text":"approach to governance practices most aligned with clients’ long-term financial interests. BIS analysts may exercise their","page_number":188,"box":{"x":89,"y":554,"width":846,"height":12}},{"id":"e7eeb5a6-9d52-406b-8b65-3813ddf8820b","block_type":"box","text":"professional judgment in determining how to vote if they conclude that the Guidelines do not cover the specific matter raised","page_number":188,"box":{"x":89,"y":569,"width":877,"height":13}},{"id":"d8befb6e-eb46-4032-9788-a82c1a2dbf5f","block_type":"box","text":"by a ballot item or that an exception to the Guidelines would be in the long-term economic interests of BlackRock’s clients.","page_number":188,"box":{"x":89,"y":584,"width":858,"height":13}},{"id":"09295a6f-b7ef-41d0-adbb-b6d26e052cb1","block_type":"box","text":"In certain markets, proxy voting involves logistical issues which can affect BIS’ ability to vote such proxies, as well as the","page_number":188,"box":{"x":89,"y":611,"width":835,"height":12}},{"id":"8ee8df4a-d848-48e9-b587-d8ae7d5c44d1","block_type":"box","text":"desirability of voting such proxies. These issues include, but are not limited to: i) untimely notice of shareholder meetings; ii)","page_number":188,"box":{"x":89,"y":626,"width":867,"height":12}},{"id":"e6e39f65-cb3c-4e2f-84bf-a611d08de51f","block_type":"box","text":"restrictions on a foreigner’s ability to exercise votes; iii) requirements to vote proxies in person; iv) “share-blocking”","page_number":188,"box":{"x":89,"y":641,"width":804,"height":12}},{"id":"1e8331ad-66c7-4162-8cfe-73c4e1303192","block_type":"box","text":"(requirements that investors who exercise their voting rights surrender the right to dispose of their holdings for some","page_number":188,"box":{"x":89,"y":656,"width":820,"height":13}},{"id":"e95e5daf-f3fd-4f40-a154-fefd23ad8f0d","block_type":"box","text":"specified period in proximity to the shareholder meeting); v) potential difficulties in translating the proxy; vi) regulatory","page_number":188,"box":{"x":89,"y":671,"width":830,"height":13}},{"id":"d6d88dbd-5ed7-4cd1-9d16-df59d52a10d9","block_type":"box","text":"constraints; and vii) requirements to provide local agents with unrestricted powers of attorney to facilitate voting","page_number":188,"box":{"x":89,"y":686,"width":788,"height":13}},{"id":"6dace42f-6fed-4f2b-aad7-662801c69e56","block_type":"box","text":"instructions. We are not supportive of impediments to the exercise of voting rights such as share-blocking or overly","page_number":188,"box":{"x":89,"y":702,"width":807,"height":12}},{"id":"f87fc5a9-7b7a-4713-a2b8-d5f4827fdbbf","block_type":"box","text":"burdensome administrative requirements.","page_number":188,"box":{"x":89,"y":717,"width":292,"height":12}},{"id":"55e8cc07-614f-4a9f-874e-11293fcd2414","block_type":"box","text":"BlackRock votes proxies in these situations on a “best-efforts” basis. In addition, BIS may determine that it is generally in the","page_number":188,"box":{"x":89,"y":743,"width":867,"height":12}},{"id":"f8494f10-9b33-4b36-b1af-2303e4df97dc","block_type":"box","text":"interests of BlackRock’s clients not to vote proxies (or not to vote our full allocation) if the costs (including but not limited to","page_number":188,"box":{"x":89,"y":758,"width":869,"height":13}},{"id":"c5ea519e-dd76-44a7-949f-cd3371ee519f","block_type":"box","text":"opportunity costs associated with share-blocking constraints) associated with exercising a vote are expected to outweigh the","page_number":188,"box":{"x":89,"y":773,"width":878,"height":13}},{"id":"8389e997-6473-42ce-bc77-346faa874154","block_type":"box","text":"benefit the client would derive by voting on the proposal.","page_number":188,"box":{"x":89,"y":788,"width":397,"height":13}},{"id":"d5764b42-b78e-4f4e-bd0c-fa1ca4b4eca8","block_type":"box","text":"Voting Choice","page_number":188,"box":{"x":88,"y":815,"width":101,"height":12}},{"id":"78929f67-58e0-49ec-a877-748c22dd9e46","block_type":"box","text":"BlackRock offers Voting Choice a program that provides eligible clients with more opportunities to participate in the proxy","page_number":188,"box":{"x":89,"y":841,"width":851,"height":13}},{"id":"367be1e4-1166-4789-902b-4e988d65cf5a","block_type":"box","text":"voting process where legally and operationally viable.","page_number":188,"box":{"x":88,"y":856,"width":373,"height":13}},{"id":"2ba5dc7f-d557-4200-bb8d-bd3006aa8bc6","block_type":"box","text":"A-32","page_number":188,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"9cb6050a-c0eb-4b72-8e23-1d7d48cdfc85","block_type":"box","text":"Voting Choice is currently available for eligible clients invested in certain institutional pooled funds in the U.S., UK, Ireland, and","page_number":189,"box":{"x":88,"y":44,"width":879,"height":12}},{"id":"2ff2db15-3a1e-494a-9ef8-3ccbd1449fea","block_type":"box","text":"Canada that utilize certain equity index investment strategies, as well as eligible clients in certain institutional pooled funds in","page_number":189,"box":{"x":89,"y":59,"width":874,"height":12}},{"id":"fa4394b7-c41f-453f-8c96-071da603c547","block_type":"box","text":"the U.S., UK, and Canada that use systematic active equity (SAE) strategies. In addition, institutional clients in separately","page_number":189,"box":{"x":88,"y":74,"width":840,"height":12}},{"id":"c84b6a93-ca93-48c9-b61f-c66c3dcce996","block_type":"box","text":"managed accounts (SMAs) continue to be eligible for BlackRock Voting Choice regardless of their investment strategies.","page_number":189,"box":{"x":89,"y":89,"width":840,"height":13}},{"id":"a1ddd6cc-83b4-4220-8665-65a59740b122","block_type":"box","text":"(18)","page_number":189,"box":{"x":931,"y":87,"width":20,"height":8}},{"id":"780ef8eb-8cf6-4bc8-9f3c-86809b11495c","block_type":"box","text":"BlackRock also launched a U.S. Program to offer proxy voting to eligible shareholder accounts in a U.S. Fund.","page_number":189,"box":{"x":89,"y":104,"width":758,"height":13}},{"id":"2ca18f7d-dbd8-4d93-818f-5345024de6e7","block_type":"box","text":"(19)","page_number":189,"box":{"x":848,"y":102,"width":21,"height":8}},{"id":"d418479d-08a0-41e8-a9a7-686f03b7c605","block_type":"box","text":"As a result, the shares attributed to BlackRock in company share registers may be voted differently depending on whether our","page_number":189,"box":{"x":88,"y":131,"width":880,"height":12}},{"id":"891373f3-22cd-4844-b59d-a6f111341ccf","block_type":"box","text":"clients have authorized BIS to vote on their behalf, have authorized BIS to vote in accordance with a third-party policy, or have","page_number":189,"box":{"x":89,"y":146,"width":876,"height":12}},{"id":"80884c32-32d0-4ce9-ae55-9bd778a3f745","block_type":"box","text":"elected to vote shares in accordance with their own policy. Our clients have greater control over proxy voting because of","page_number":189,"box":{"x":89,"y":161,"width":841,"height":12}},{"id":"cfbef820-9144-4cb0-bb85-f531743305bf","block_type":"box","text":"Voting Choice. BlackRock does not disclose client information, including a client’s selection of proxy policy, without client","page_number":189,"box":{"x":88,"y":176,"width":848,"height":13}},{"id":"ba40545d-e6bf-4eaa-82d5-3d4932833421","block_type":"box","text":"consent.","page_number":189,"box":{"x":89,"y":193,"width":58,"height":8}},{"id":"99288343-3e4b-4aa7-adcb-dbdaeda30d7c","block_type":"box","text":"Conflicts management policies and procedures","page_number":189,"box":{"x":89,"y":218,"width":340,"height":12}},{"id":"a64faed7-a35b-4631-b8de-15b3661f8f75","block_type":"box","text":"BIS maintains policies and procedures that seek to prevent undue influence on BlackRock’s proxy voting activity. Such","page_number":189,"box":{"x":89,"y":244,"width":822,"height":13}},{"id":"e4f41b47-d371-464b-8a68-040670f90c4b","block_type":"box","text":"influence might stem from any relationship between the investee company (or any shareholder proponent or dissident","page_number":189,"box":{"x":89,"y":259,"width":829,"height":13}},{"id":"0eeaec7b-48ca-4d32-8b8c-75eed6e93647","block_type":"box","text":"shareholder) and BlackRock, BlackRock’s affiliates, a Fund or a Fund’s affiliates, or BlackRock employees. The following are","page_number":189,"box":{"x":89,"y":274,"width":855,"height":13}},{"id":"afa4051f-da20-4ca0-838c-bdd5473a1444","block_type":"box","text":"examples of sources of perceived or potential conflicts of interest:","page_number":189,"box":{"x":89,"y":290,"width":459,"height":12}},{"id":"df6c5362-9bc3-444f-8caa-e0a25cb39994","block_type":"box","text":"• BlackRock clients who may be issuers of securities or proponents of shareholder resolutions","page_number":189,"box":{"x":121,"y":310,"width":676,"height":12}},{"id":"9d8ae3c1-fd45-4cbd-a831-8a67d74766e7","block_type":"box","text":"• BlackRock business partners or third parties who may be issuers of securities or proponents of shareholder","page_number":189,"box":{"x":121,"y":330,"width":781,"height":12}},{"id":"c8a8d11f-8572-4a47-8f72-3738513eb9cb","block_type":"box","text":"resolutions","page_number":189,"box":{"x":154,"y":345,"width":76,"height":10}},{"id":"5a2f82e3-e569-4188-a8cb-b9e1a530303d","block_type":"box","text":"• BlackRock employees who may sit on the boards of public companies held in Funds managed by BlackRock","page_number":189,"box":{"x":121,"y":365,"width":785,"height":12}},{"id":"c9afa2ab-d488-47a6-a78c-a44218e7d008","block_type":"box","text":"• Significant BlackRock, Inc. investors who may be issuers of securities held in Funds managed by BlackRock","page_number":189,"box":{"x":121,"y":385,"width":780,"height":13}},{"id":"b2ec7a43-c2e2-48f9-8ecb-00a7016b8d44","block_type":"box","text":"• Securities of BlackRock, Inc. or BlackRock investment funds held in Funds managed by BlackRock","page_number":189,"box":{"x":121,"y":405,"width":714,"height":13}},{"id":"0dbc70d7-b31e-41a5-93ec-6129895db381","block_type":"box","text":"• BlackRock, Inc. board members who serve as senior executives or directors of public companies held in Funds","page_number":189,"box":{"x":121,"y":426,"width":801,"height":12}},{"id":"6bf1848c-8d08-4aaa-9fce-30231d09cdd3","block_type":"box","text":"managed by BlackRock","page_number":189,"box":{"x":154,"y":441,"width":162,"height":12}},{"id":"90a0c3ae-17d0-4974-a5a2-d88ab4f0ed7b","block_type":"box","text":"BlackRock has taken certain steps to mitigate perceived or potential conflicts including, but not limited to, the following:","page_number":189,"box":{"x":89,"y":467,"width":839,"height":13}},{"id":"c0613de4-c54e-4bde-aa08-eaf3cf8f0169","block_type":"box","text":"• Adopted the Guidelines which are designed to advance our clients’ long-term economic interests in the companies","page_number":189,"box":{"x":121,"y":487,"width":838,"height":13}},{"id":"aee57bfe-52af-4089-9523-3046e845c9cd","block_type":"box","text":"in which BlackRock invests on their behalf","page_number":189,"box":{"x":154,"y":502,"width":294,"height":10}},{"id":"6fdde5b2-8697-42e7-981c-cda9e47d2a2c","block_type":"box","text":"• Established a reporting structure that separates BIS from employees with sales, vendor management, or business","page_number":189,"box":{"x":121,"y":523,"width":824,"height":12}},{"id":"fc570554-04d8-4b9f-8409-5689c63919b1","block_type":"box","text":"partnership roles. In addition, BlackRock seeks to ensure that all engagements with corporate issuers, dissident","page_number":189,"box":{"x":154,"y":538,"width":777,"height":12}},{"id":"b25eaf36-f6a1-442a-81b7-015d2800bd8c","block_type":"box","text":"shareholders or shareholder proponents are managed consistently and without regard to BlackRock’s relationship","page_number":189,"box":{"x":154,"y":553,"width":797,"height":12}},{"id":"cd760b25-5335-4584-8b97-cb5481699dd5","block_type":"box","text":"with such parties. Clients or business partners are not given special treatment or differentiated access to BIS. BIS","page_number":189,"box":{"x":153,"y":568,"width":786,"height":12}},{"id":"70f9a432-7f67-4c08-b2be-77ac7d590d71","block_type":"box","text":"prioritizes engagements based on factors including, but not limited to, our need for additional information to make","page_number":189,"box":{"x":154,"y":583,"width":803,"height":12}},{"id":"d9e47a6f-424c-4918-8644-0b9122e0e60a","block_type":"box","text":"a voting decision or our view on the likelihood that an engagement could lead to positive outcome(s) over time for","page_number":189,"box":{"x":154,"y":598,"width":802,"height":13}},{"id":"9e2fe64b-a95c-41c0-b079-7b293cb30f21","block_type":"box","text":"the economic value of the company. Within the normal course of business, BIS may engage directly with BlackRock","page_number":189,"box":{"x":153,"y":613,"width":807,"height":13}},{"id":"73af73a1-e2f3-4bf7-b7aa-af42bf81f4dd","block_type":"box","text":"clients, business partners and/or third parties, and/or with employees with sales, vendor management, or business","page_number":189,"box":{"x":154,"y":628,"width":806,"height":13}},{"id":"74cb0946-8827-479d-b9ca-be87c5122c77","block_type":"box","text":"partnership roles, in discussions regarding our approach to stewardship, general corporate governance matters,","page_number":189,"box":{"x":154,"y":644,"width":781,"height":12}},{"id":"81e54c4d-075f-47e4-95c2-19a5669cf3a0","block_type":"box","text":"client reporting needs, and/or to otherwise ensure that proxy-related client service levels are met","page_number":189,"box":{"x":154,"y":659,"width":679,"height":12}},{"id":"a1584c91-36d1-41a3-8322-7199e7b49877","block_type":"box","text":"• Determined to engage, in certain instances, an independent third-party voting service provider to make proxy voting","page_number":189,"box":{"x":121,"y":679,"width":846,"height":12}},{"id":"a132ca77-bc07-4c56-baad-df1af29d3961","block_type":"box","text":"recommendations as a further safeguard to avoid potential conflicts of interest, to satisfy regulatory compliance","page_number":189,"box":{"x":154,"y":694,"width":784,"height":12}},{"id":"c7f29c13-c814-4bb9-ac5a-01147c850fdf","block_type":"box","text":"requirements, or as may be otherwise required by applicable law. In such circumstances, the independent third","page_number":189,"box":{"x":154,"y":709,"width":780,"height":12}},{"id":"81a3dd7a-e244-4aaa-adad-030a9d16d980","block_type":"box","text":"party voting service provider provides BlackRock with recommendations, in accordance with the Guidelines, as to","page_number":189,"box":{"x":154,"y":724,"width":793,"height":13}},{"id":"466dfa53-8148-429c-8f01-39bceeaea422","block_type":"box","text":"how to vote such proxies. BlackRock uses an independent third-party voting service provider to make proxy voting","page_number":189,"box":{"x":154,"y":739,"width":799,"height":13}},{"id":"7d9890d9-35fb-41af-8f93-b39cc6a758a9","block_type":"box","text":"recommendations for shares of BlackRock, Inc. and companies affiliated with BlackRock, Inc. BlackRock may also","page_number":189,"box":{"x":154,"y":754,"width":790,"height":13}},{"id":"fdda0a9d-cb0e-4d44-8f27-54d5453b6ea7","block_type":"box","text":"use an independent third-party voting service provider to make proxy voting recommendations for:","page_number":189,"box":{"x":154,"y":770,"width":693,"height":12}},{"id":"bf6bf19e-00cf-4a51-858d-4fd0e6fbeea5","block_type":"box","text":"• public companies that include BlackRock employees on their boards of directors","page_number":189,"box":{"x":187,"y":790,"width":592,"height":12}},{"id":"2bbe6a36-56e3-410e-a709-3154334a1f0c","block_type":"box","text":"(18) With Voting Choice, SMAs have the ability to select from a set of voting policies from third-party proxy advisers the policy that best aligns with t","page_number":189,"box":{"x":89,"y":841,"width":837,"height":10}},{"id":"1e37a643-9070-4cf5-859c-9162d0f77ec3","block_type":"box","text":"heir","page_number":189,"box":{"x":927,"y":841,"width":20,"height":8}},{"id":"0f9913ab-f35d-43ab-9da6-d83306f45df5","block_type":"box","text":"views and preferences. BlackRock can then use its proxy voting infrastructure to cast votes based on the client’s selected voting policy.","page_number":189,"box":{"x":121,"y":853,"width":752,"height":10}},{"id":"9aeb453b-ca2a-4615-a32f-f7897aa5f4ad","block_type":"box","text":"(19) Read more about BlackRock Voting Choice on our website.","page_number":189,"box":{"x":89,"y":868,"width":360,"height":10}},{"id":"a4786a78-b8e4-4543-993e-df21c95d8159","block_type":"box","text":"A-33","page_number":189,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"f01f117d-4bc2-4874-8ebf-48a8e4857ba2","block_type":"box","text":"• public companies of which a BlackRock, Inc. board member serves as a senior executive or a member of","page_number":190,"box":{"x":187,"y":44,"width":761,"height":12}},{"id":"940ff4cc-9d20-4915-96c4-bf0cd45b0862","block_type":"box","text":"the board of directors","page_number":190,"box":{"x":218,"y":59,"width":152,"height":10}},{"id":"0a700403-beac-4e8e-8f09-b48b45717553","block_type":"box","text":"• public companies that are the subject of certain transactions involving BlackRock Funds","page_number":190,"box":{"x":187,"y":79,"width":646,"height":13}},{"id":"34f55e46-2d30-405b-ba83-4f79647f27f8","block_type":"box","text":"• public companies that are joint venture partners with BlackRock, and","page_number":190,"box":{"x":187,"y":99,"width":513,"height":13}},{"id":"be6889a4-8277-4bdb-a670-8ebfdc6b6973","block_type":"box","text":"• public companies when legal or regulatory requirements compel BlackRock to use an independent third","page_number":190,"box":{"x":187,"y":119,"width":764,"height":13}},{"id":"35f88e67-7aa9-41da-b096-b7beb727a977","block_type":"box","text":"party voting service provider","page_number":190,"box":{"x":219,"y":135,"width":199,"height":12}},{"id":"bfa73e54-3855-412b-8c75-0ebc0501dbb7","block_type":"box","text":"In selecting an independent third-party voting service provider, we assess several characteristics, including but not limited to:","page_number":190,"box":{"x":89,"y":161,"width":873,"height":12}},{"id":"6944ee50-4c29-4522-a1be-4eb1c05143c2","block_type":"box","text":"independence, an ability to analyze proxy issues and make recommendations in the economic interest of our clients in","page_number":190,"box":{"x":89,"y":176,"width":826,"height":13}},{"id":"faa9d283-681c-4ced-9451-4069758de285","block_type":"box","text":"accordance with the Guidelines, reputation for reliability and integrity, and operational capacity to accurately deliver the","page_number":190,"box":{"x":89,"y":191,"width":836,"height":13}},{"id":"08d82d83-1253-49c9-9831-8faaaee3891a","block_type":"box","text":"assigned recommendations in a timely manner. We may engage more than one independent third-party voting service","page_number":190,"box":{"x":89,"y":206,"width":829,"height":13}},{"id":"ba2d2ee5-35c6-42e6-b8e3-a2bc6e0659b6","block_type":"box","text":"provider, in part to mitigate potential or perceived conflicts of interest at a single voting service provider. The Global","page_number":190,"box":{"x":89,"y":222,"width":804,"height":12}},{"id":"b3563ca5-556e-41b0-8ad4-8c581023482e","block_type":"box","text":"Committee appoints and reviews the performance of the independent third-party voting service providers, generally on an","page_number":190,"box":{"x":89,"y":237,"width":855,"height":12}},{"id":"d63f5d7c-d06e-456f-afa3-43b70fb78905","block_type":"box","text":"annual basis.","page_number":190,"box":{"x":89,"y":252,"width":89,"height":9}},{"id":"344cea3b-fcd9-41de-a7a5-ff1b777c7073","block_type":"box","text":"Securities lending","page_number":190,"box":{"x":88,"y":278,"width":128,"height":13}},{"id":"3abec414-cef2-4e78-bb67-46d4c5bf260a","block_type":"box","text":"When so authorized, BlackRock acts as a securities lending agent on behalf of Funds. Securities lending is a well-regulated","page_number":190,"box":{"x":88,"y":305,"width":855,"height":12}},{"id":"9f17b372-da69-4b55-90e8-dac5f95ce10c","block_type":"box","text":"practice that contributes to capital market efficiency. It also enables funds to generate additional returns while allowing fund","page_number":190,"box":{"x":89,"y":320,"width":870,"height":12}},{"id":"73fe9edd-6abd-4420-92ba-cd66bfe32265","block_type":"box","text":"providers to keep fund expenses lower.","page_number":190,"box":{"x":89,"y":335,"width":270,"height":12}},{"id":"402212f2-1efc-4972-98b3-f1ebb846b6ef","block_type":"box","text":"With regard to the relationship between securities lending and proxy voting, BlackRock cannot vote shares on loan and may","page_number":190,"box":{"x":88,"y":361,"width":867,"height":13}},{"id":"fa68c0f3-5425-4c2d-8d62-d998535006d9","block_type":"box","text":"determine to recall them for voting, as guided by our fiduciary duty as an asset manager to our clients in helping them","page_number":190,"box":{"x":89,"y":376,"width":827,"height":13}},{"id":"f89bd743-a148-4025-b284-badfdc7313f6","block_type":"box","text":"achieve their investment goals. While this has occurred in a limited number of cases, the decision to recall securities on loan","page_number":190,"box":{"x":89,"y":392,"width":866,"height":12}},{"id":"b1081b35-a1a1-4262-aba9-ad7410dadae8","block_type":"box","text":"as part of BlackRock’s securities lending program in order to vote is based on an evaluation of various factors that include,","page_number":190,"box":{"x":89,"y":407,"width":853,"height":12}},{"id":"6073cb63-07d3-468b-9414-a1624d4bd0ab","block_type":"box","text":"but are not limited to, assessing potential securities lending revenue alongside the potential long-term financial value to","page_number":190,"box":{"x":89,"y":422,"width":838,"height":12}},{"id":"5a4ff42b-387e-4813-8c8b-e2f59c1699ea","block_type":"box","text":"clients of voting those securities (based on the information available at the time of recall consideration).","page_number":190,"box":{"x":89,"y":437,"width":726,"height":12}},{"id":"4aa9fff9-54a4-40f1-889e-0aa8b2563d5c","block_type":"box","text":"(20)","page_number":190,"box":{"x":816,"y":435,"width":21,"height":8}},{"id":"7a1da46a-c91b-434b-af47-5b81775152ca","block_type":"box","text":"BIS works with","page_number":190,"box":{"x":843,"y":437,"width":102,"height":10}},{"id":"3eeb08e8-7e77-4a17-8d43-a82493ef4f06","block_type":"box","text":"colleagues in the Securities Lending and Risk and Quantitative Analysis teams to evaluate the costs and benefits to clients of","page_number":190,"box":{"x":89,"y":452,"width":873,"height":12}},{"id":"bede3bed-2ae8-4219-84bb-3c199e24dad0","block_type":"box","text":"recalling shares on loan.","page_number":190,"box":{"x":89,"y":467,"width":167,"height":13}},{"id":"f0aa079a-166a-46f6-a231-b52fdc366d56","block_type":"box","text":"In almost all instances, BlackRock anticipates that the potential long-term financial value to the Fund of voting shares would","page_number":190,"box":{"x":89,"y":494,"width":868,"height":12}},{"id":"f8f093ac-36b9-4835-a205-1d9f94a2b23c","block_type":"box","text":"be less than the potential revenue the loan may provide the Fund. However, in certain instances, BlackRock may determine, in","page_number":190,"box":{"x":89,"y":509,"width":876,"height":12}},{"id":"d0f63af7-ca47-4ef4-9508-8eaed750aefc","block_type":"box","text":"our independent business judgment as a fiduciary, that the value of voting outweighs the securities lending revenue loss to","page_number":190,"box":{"x":89,"y":524,"width":860,"height":12}},{"id":"bae2ef09-cc01-4b65-9ee6-902e8dfe031a","block_type":"box","text":"clients and would therefore recall shares to be voted in those instances.","page_number":190,"box":{"x":89,"y":539,"width":499,"height":10}},{"id":"97c741d2-0209-45b4-a5f5-ef78f0a3af11","block_type":"box","text":"Periodically, BlackRock reviews our process for determining whether to recall securities on loan in order to vote and may","page_number":190,"box":{"x":89,"y":565,"width":840,"height":13}},{"id":"b2b34b3a-cfd1-4235-b03f-cbd109e7fdc3","block_type":"box","text":"modify it as necessary.","page_number":190,"box":{"x":89,"y":581,"width":156,"height":12}},{"id":"f9195861-df3b-43d0-a555-756897ac8315","block_type":"box","text":"Reporting and vote transparency","page_number":190,"box":{"x":89,"y":607,"width":236,"height":12}},{"id":"54f4d9f4-50a6-4e73-ab74-4496e87dd232","block_type":"box","text":"We are committed to transparency in the stewardship work we do on behalf of clients. We inform clients about our","page_number":190,"box":{"x":88,"y":633,"width":804,"height":13}},{"id":"e0824d81-21a1-45d6-a4b7-ad846f1126ef","block_type":"box","text":"engagement and voting policies and activities through direct communication and through disclosure on our website.","page_number":190,"box":{"x":89,"y":649,"width":819,"height":12}},{"id":"d9581978-9dd2-4ec3-b6fe-ecdcef3eac6a","block_type":"box","text":"Additionally, we make public our regional proxy voting guidelines for the benefit of clients and the companies in which we","page_number":190,"box":{"x":88,"y":664,"width":854,"height":12}},{"id":"a6141e4e-b936-419b-b35a-74f2cc5b6f12","block_type":"box","text":"invest on their behalf. We also publish commentaries to share our perspective on market developments and emerging key","page_number":190,"box":{"x":89,"y":679,"width":852,"height":12}},{"id":"1e6e228e-da6a-4421-baf8-2e8081e51cef","block_type":"box","text":"themes.","page_number":190,"box":{"x":88,"y":694,"width":55,"height":10}},{"id":"a91095aa-9125-428b-bc4a-679b97876781","block_type":"box","text":"At a more granular level, on a quarterly basis, we publish our vote record for each company that held a shareholder meeting","page_number":190,"box":{"x":88,"y":720,"width":866,"height":13}},{"id":"546e7f34-f8e6-4850-97cc-71f6858dd052","block_type":"box","text":"during the period, showing how BIS voted on each proposal and providing our rationale for any votes against management","page_number":190,"box":{"x":89,"y":736,"width":861,"height":12}},{"id":"b4e9c554-1b5f-4448-82ce-9741cd63b9c7","block_type":"box","text":"proposals and on shareholder proposals. For shareholder meetings where a vote might be high profile or of significant","page_number":190,"box":{"x":89,"y":751,"width":826,"height":12}},{"id":"70d933b3-69c2-4704-8c3a-d793d6da32c3","block_type":"box","text":"(20) Recalling securities on loan can be impacted by the timing of record dates. In the U.S., for example, the record date of a shareholder meeting typic","page_number":190,"box":{"x":89,"y":805,"width":848,"height":10}},{"id":"8385dcf4-6fe7-43f5-897f-189091838fb6","block_type":"box","text":"ally","page_number":190,"box":{"x":938,"y":805,"width":18,"height":10}},{"id":"222fa099-57ca-47bf-a27e-359ec393322c","block_type":"box","text":"falls before the proxy statements are released. Accordingly, it is not practicable to evaluate a proxy statement, determine that a vote has a material","page_number":190,"box":{"x":121,"y":818,"width":817,"height":10}},{"id":"a12df833-2e51-4fd7-978f-8f1bb0032eb4","block_type":"box","text":"impact on a fund and recall any shares on loan in advance of the record date for the annual meeting. As a result, managers must weigh independent","page_number":190,"box":{"x":121,"y":831,"width":831,"height":10}},{"id":"05187fa7-3760-401e-9d19-21bbbe7f05a5","block_type":"box","text":"business judgement as a fiduciary, the benefit to a fund’s shareholders of recalling loaned shares in advance of an estimated record date without","page_number":190,"box":{"x":121,"y":843,"width":810,"height":10}},{"id":"588ed50a-e4c0-4360-88c9-dc01ce2915c5","block_type":"box","text":"knowing whether there will be a vote on matters which have a material impact on the fund (thereby forgoing potential securities lending revenue for","page_number":190,"box":{"x":121,"y":856,"width":832,"height":10}},{"id":"61d70dce-fa9c-477c-a21b-f2074eb8083b","block_type":"box","text":"the fund’s shareholders) or leaving shares on loan to potentially earn revenue for the fund (thereby forgoing the opportunity to vote).","page_number":190,"box":{"x":121,"y":868,"width":745,"height":10}},{"id":"f4d0a775-dc0c-4794-a664-a87e1cbcc3a1","block_type":"box","text":"A-34","page_number":190,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"75caae74-5a1b-43e2-b6d6-a6bd4d013d4f","block_type":"box","text":"interest to clients, we may publish a vote bulletin after the meeting, disclosing and explaining our vote on key proposals. We","page_number":191,"box":{"x":89,"y":44,"width":866,"height":12}},{"id":"9acfcfd8-ae5d-448e-9a09-4afc7ecafbf5","block_type":"box","text":"also publish a quarterly list of all companies with which we engaged and the key topics addressed in the engagement","page_number":191,"box":{"x":89,"y":59,"width":822,"height":12}},{"id":"581f6cea-2e19-4be4-8e8f-1021c50d47f5","block_type":"box","text":"meeting.","page_number":191,"box":{"x":89,"y":75,"width":60,"height":11}},{"id":"9868a5f1-b436-46c2-890b-4f0c48525ad4","block_type":"box","text":"In this way, we help inform our clients about the work we do on their behalf in promoting the governance and business","page_number":191,"box":{"x":89,"y":101,"width":833,"height":12}},{"id":"f9ce3898-b959-4f25-90a7-c7e69fcac386","block_type":"box","text":"practices that support durable, long-term financial value creation by companies.","page_number":191,"box":{"x":89,"y":116,"width":560,"height":12}},{"id":"ce454645-ab26-428d-8af7-8e1f87573e55","block_type":"box","text":"Want to know more?","page_number":191,"box":{"x":88,"y":142,"width":149,"height":10}},{"id":"36f3d04f-9755-4c51-9562-b159579f069c","block_type":"box","text":"blackrock.com/stewardship | contactstewardship@blackrock.com","page_number":191,"box":{"x":89,"y":169,"width":464,"height":12}},{"id":"36296b8b-097e-4b7e-a221-cb3b1cf06f21","block_type":"box","text":"This document is provided for information and educational purposes only. Investing involves risk, including the loss of","page_number":191,"box":{"x":88,"y":195,"width":827,"height":12}},{"id":"53eab3c4-48f1-403c-977b-4aeccba79363","block_type":"box","text":"principal.","page_number":191,"box":{"x":89,"y":210,"width":62,"height":13}},{"id":"894e303a-8f11-4bfd-8986-1cf23fe344d1","block_type":"box","text":"Prepared by BlackRock, Inc.","page_number":191,"box":{"x":89,"y":237,"width":190,"height":12}},{"id":"58432baa-61fa-4b7e-a4ad-4ff7dee6679c","block_type":"box","text":"©2024 BlackRock, Inc. All rights reserved.","page_number":191,"box":{"x":89,"y":263,"width":289,"height":12}},{"id":"8dc78dc5-790f-4a03-a8f8-479a0c1922d7","block_type":"box","text":"BLACKROCK","page_number":191,"box":{"x":384,"y":264,"width":89,"height":9}},{"id":"31e60013-9bef-4baf-955e-5858d2a7cee2","block_type":"box","text":"is a trademark of BlackRock, Inc., or its subsidiaries in the United","page_number":191,"box":{"x":478,"y":263,"width":450,"height":11}},{"id":"e5cb5603-b92a-44a7-8c9a-63e28811311f","block_type":"box","text":"States and elsewhere. All other trademarks are those of their respective owners.","page_number":191,"box":{"x":88,"y":278,"width":558,"height":13}},{"id":"da9e8066-2a64-46a4-a004-ea46b03ebe4e","block_type":"box","text":"A-35","page_number":191,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"c3168454-c232-457e-88be-a0362658bfd3","block_type":"box","text":"BlackRock Investment Stewardship","page_number":192,"box":{"x":227,"y":44,"width":604,"height":30}},{"id":"17c02438-2eef-47bb-a307-970911b55c46","block_type":"box","text":"Climate and Decarbonization Stewardship Guidelines","page_number":192,"box":{"x":89,"y":88,"width":382,"height":12}},{"id":"de93f210-9a05-47f6-a3cc-868f3d16ad38","block_type":"box","text":"Published July 2024","page_number":192,"box":{"x":106,"y":114,"width":139,"height":13}},{"id":"9cef484d-9c45-49c8-927e-8279ee15d56e","block_type":"box","text":"BlackRock climate and decarbonization stewardship guidelines","page_number":192,"box":{"x":89,"y":141,"width":454,"height":12}},{"id":"c3153f6c-e92d-42d2-b985-08018cf755a9","block_type":"box","text":"Introduction to BlackRock Investment Stewardship","page_number":192,"box":{"x":89,"y":167,"width":365,"height":13}},{"id":"1c700bda-5911-47c8-87e7-c0bfcf13c68d","block_type":"box","text":"BlackRock’s clients depend on us to help them meet their varied investment goals. We consider it one of our responsibilities","page_number":192,"box":{"x":89,"y":194,"width":863,"height":12}},{"id":"0d49aae4-c56b-42b3-9caf-5a969d19bbab","block_type":"box","text":"to be an informed, engaged shareholder on their behalf, given the business decisions that companies make have a direct","page_number":192,"box":{"x":88,"y":209,"width":844,"height":12}},{"id":"5edcb90a-0d06-43c0-9561-2fa7eeb64f7d","block_type":"box","text":"impact on our clients’ long-term investment outcomes and financial well-being. BlackRock Investment Stewardship (BIS) is a","page_number":192,"box":{"x":89,"y":224,"width":873,"height":12}},{"id":"a1010d9d-3060-416e-8815-4ad5d02ec813","block_type":"box","text":"dedicated function within BlackRock, which serves as a link between BlackRock’s clients and the companies we invest in on","page_number":192,"box":{"x":89,"y":239,"width":862,"height":13}},{"id":"00cf7707-7e5d-4ff8-be03-f8b5cd12323f","block_type":"box","text":"their behalf. BIS takes a long-term approach in our stewardship efforts, reflecting the investment horizons of the majority of","page_number":192,"box":{"x":88,"y":254,"width":865,"height":13}},{"id":"3475049a-6201-48ed-bb71-5ef1412b1c21","block_type":"box","text":"our clients. BIS does this through:","page_number":192,"box":{"x":89,"y":269,"width":234,"height":13}},{"id":"e02776a2-724c-4307-bfb9-531f61f4eb7c","block_type":"box","text":"1.","page_number":192,"box":{"x":90,"y":290,"width":10,"height":9}},{"id":"6c65dc5b-1925-4331-b982-dd560f171079","block_type":"box","text":"Engaging with companies","page_number":192,"box":{"x":128,"y":290,"width":186,"height":12}},{"id":"7c56f68b-28b0-4493-9471-7fd4583ca30d","block_type":"box","text":"in a two-way dialogue to build our understanding of a company’s practices and inform our","page_number":192,"box":{"x":320,"y":290,"width":634,"height":12}},{"id":"6c39c019-c985-4036-a877-8965059f13c1","block_type":"box","text":"voting decisions.","page_number":192,"box":{"x":127,"y":305,"width":117,"height":12}},{"id":"43042326-0974-4162-8b08-01c41107eee9","block_type":"box","text":"2.","page_number":192,"box":{"x":89,"y":325,"width":11,"height":10}},{"id":"e8f6f0a3-3431-4611-a79e-544cbd0fe94e","block_type":"box","text":"Voting at shareholder meetings","page_number":192,"box":{"x":127,"y":325,"width":227,"height":12}},{"id":"0867facc-f412-46d8-90ff-e42da22f20cb","block_type":"box","text":"on management and shareholder proposals on behalf of clients who have delegated","page_number":192,"box":{"x":359,"y":325,"width":589,"height":12}},{"id":"61529cf1-e8e4-4947-8910-c99475d84589","block_type":"box","text":"voting authority to BlackRock.","page_number":192,"box":{"x":127,"y":340,"width":210,"height":12}},{"id":"4e4f92f2-e00c-418f-bf15-0f04fab65b2d","block_type":"box","text":"3.","page_number":192,"box":{"x":89,"y":361,"width":11,"height":9}},{"id":"c75d3003-9e7c-41c1-94cd-7b9c8c40bda9","block_type":"box","text":"Contributing to industry dialogue on stewardship","page_number":192,"box":{"x":128,"y":360,"width":356,"height":12}},{"id":"6dd34059-ba8b-43ca-9cd5-fe197ba8e08e","block_type":"box","text":"to share our perspectives on matters that may impact our clients’","page_number":192,"box":{"x":489,"y":360,"width":457,"height":12}},{"id":"42d99a40-d552-447b-a932-ff3c018bda81","block_type":"box","text":"investments.","page_number":192,"box":{"x":128,"y":376,"width":87,"height":9}},{"id":"0ea2c070-ae8b-4ab8-8439-00cb3ccb466d","block_type":"box","text":"4.","page_number":192,"box":{"x":88,"y":396,"width":12,"height":9}},{"id":"b55a6130-50cf-48a7-97a8-8b70225b74fb","block_type":"box","text":"Reporting on our activities","page_number":192,"box":{"x":128,"y":396,"width":190,"height":12}},{"id":"80fbf4eb-db00-472b-aa39-a9fa0b509a9e","block_type":"box","text":"to inform clients about our stewardship efforts on their behalf through a range of","page_number":192,"box":{"x":323,"y":395,"width":570,"height":13}},{"id":"4570acbb-b8e7-4f1b-aa32-eea05dd8bb8f","block_type":"box","text":"publications and direct reporting.","page_number":192,"box":{"x":128,"y":410,"width":232,"height":13}},{"id":"8f5ae354-bcad-4593-a865-a55d11e28dbe","block_type":"box","text":"Stewardship for clients with investment objectives relating to the low-carbon transition","page_number":192,"box":{"x":88,"y":437,"width":629,"height":12}},{"id":"02f6e657-d8f8-4aa4-8e75-438aa501ad06","block_type":"box","text":"BlackRock offers a wide range of investment products and funds to support our clients’ unique and varied investment","page_number":192,"box":{"x":89,"y":463,"width":822,"height":13}},{"id":"96495fb1-503c-4db6-a821-9988897d5a6a","block_type":"box","text":"objectives, and in February 2024, BlackRock announced it would be launching a new decarbonization stewardship option for","page_number":192,"box":{"x":89,"y":479,"width":870,"height":12}},{"id":"2353bce1-5121-415e-a38e-911f86435094","block_type":"box","text":"those clients who explicitly direct BlackRock to invest their assets with decarbonization investment objectives. An increasing","page_number":192,"box":{"x":88,"y":494,"width":868,"height":12}},{"id":"5b58a022-6b08-4153-9737-c39988894099","block_type":"box","text":"number of clients are seeking to minimize the financial risk, and maximize the financial opportunities, associated with the","page_number":192,"box":{"x":89,"y":509,"width":850,"height":12}},{"id":"8a98f76c-969c-46bf-84c9-cfaa679edda0","block_type":"box","text":"transition to a low-carbon economy, and thus are interested in sustainable and transition investing, with some including","page_number":192,"box":{"x":88,"y":524,"width":839,"height":12}},{"id":"3bf2af4d-1f4c-4afd-8d74-4d751b0dcfb6","block_type":"box","text":"decarbonization as an investment objective in their mandates with BlackRock. In Europe for example, all of our largest,","page_number":192,"box":{"x":89,"y":539,"width":827,"height":12}},{"id":"72115bf6-3357-4d30-a28e-8e06306c21a3","block_type":"box","text":"strategic relationship clients have net zero commitments for their organizations, and globally a growing number have made","page_number":192,"box":{"x":89,"y":554,"width":862,"height":12}},{"id":"15fcfa33-1d05-4f9f-919a-26627ed1b2a9","block_type":"box","text":"similar commitments, which those clients believe, will shape financial opportunities in the transition to a low-carbon","page_number":192,"box":{"x":89,"y":569,"width":814,"height":13}},{"id":"aee1e300-8dff-4f8a-893b-03ae6b54c5ff","block_type":"box","text":"economy. A survey of 200 institutional investors globally, representing nearly $9tn in assets under management, indicated","page_number":192,"box":{"x":89,"y":584,"width":853,"height":13}},{"id":"d4846177-e3d3-4283-a792-fd065d8ded5e","block_type":"box","text":"that 98% of them have set some kind of transition investment objective for their portfolios.","page_number":192,"box":{"x":88,"y":599,"width":636,"height":13}},{"id":"497bf05e-de08-4e6e-ba3e-34c1ffb31873","block_type":"box","text":"These guidelines set out BIS’ approach to voting at companies’ shareholder meetings on behalf of funds with explicit","page_number":192,"box":{"x":88,"y":626,"width":818,"height":12}},{"id":"56ae152c-745f-479e-993c-f5ca97953129","block_type":"box","text":"decarbonization or climate-related investment objectives, and, when appropriate, engagement with corporate leadership to","page_number":192,"box":{"x":89,"y":641,"width":864,"height":12}},{"id":"7655684a-9642-4a04-849a-40fabe1ccd02","block_type":"box","text":"support our voting on clients’ behalf. In addition, clients in separately managed accounts may instruct BlackRock to apply","page_number":192,"box":{"x":89,"y":656,"width":850,"height":13}},{"id":"ce085704-b2ac-4dba-9654-dbb30d336957","block_type":"box","text":"these guidelines to their holdings. Both in the case of funds and separately managed accounts, these guidelines are only","page_number":192,"box":{"x":88,"y":671,"width":842,"height":13}},{"id":"5a1a41e7-5f23-44d9-a440-57acbf5bcbc0","block_type":"box","text":"implemented upon explicit selection and approval by the applicable fund board or client.","page_number":192,"box":{"x":89,"y":686,"width":617,"height":13}},{"id":"2fbc959b-4ad2-4f5e-800d-71d470648cf9","block_type":"box","text":"These guidelines should be read in conjunction with BIS’ benchmark policies and are focused on matters related to climate","page_number":192,"box":{"x":88,"y":713,"width":860,"height":12}},{"id":"6da929d2-015f-4e8d-9eed-9509dd7398c3","block_type":"box","text":"risks and the transition to a low-carbon economy at companies that are held by funds and clients who have selected these","page_number":192,"box":{"x":89,"y":728,"width":856,"height":12}},{"id":"777d5256-bafb-442d-9769-0adbebb417cb","block_type":"box","text":"guidelines. These guidelines differ from the benchmark policies in that they consider, in addition to financial considerations","page_number":192,"box":{"x":89,"y":743,"width":860,"height":12}},{"id":"63c4f600-627a-4d0c-9687-c1ee208a8955","block_type":"box","text":"and consistent with the investment objective of each fund or account that has selected these guidelines, the alignment of","page_number":192,"box":{"x":89,"y":758,"width":852,"height":13}},{"id":"aebb9804-700f-49fd-8597-d89fe51e42ae","block_type":"box","text":"companies’ business model and strategies with the financial opportunities presented by the transition to a low-carbon","page_number":192,"box":{"x":89,"y":773,"width":827,"height":13}},{"id":"cf03f579-f0de-424c-807e-02bb7fe9d65d","block_type":"box","text":"economy and the more ambitious goal of the Paris Agreement, namely to limit average temperature rise to 1.5°C above pre","page_number":192,"box":{"x":89,"y":788,"width":867,"height":13}},{"id":"59207cde-abd9-4d58-9542-ec80af181494","block_type":"box","text":"industrial levels.","page_number":192,"box":{"x":89,"y":804,"width":110,"height":9}},{"id":"54164dd5-bd89-40e5-a03e-c98fa6334aea","block_type":"box","text":"These guidelines will apply to companies which produce goods and services that contribute to real world decarbonization or","page_number":192,"box":{"x":88,"y":830,"width":873,"height":12}},{"id":"a89eb34a-0ee3-469d-bb36-70f099306ea3","block_type":"box","text":"have a carbon intensive business model and face outsized impacts from the low-carbon transition, based on reported and","page_number":192,"box":{"x":89,"y":845,"width":851,"height":12}},{"id":"eef298f1-90b6-428f-9f52-6ae0bd548ec6","block_type":"box","text":"estimated scopes 1, 2, and 3 greenhouse gas emissions. We estimate these companies represent the vast majority of the","page_number":192,"box":{"x":89,"y":860,"width":843,"height":13}},{"id":"02b743d9-b45c-4ee9-acb0-731e7749e4a3","block_type":"box","text":"A-36","page_number":192,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"0c32b5be-2be0-4293-9aec-09aec275f551","block_type":"box","text":"value chain emissions of the companies held by funds and clients that have selected these guidelines. For all other companies","page_number":193,"box":{"x":88,"y":44,"width":879,"height":12}},{"id":"41a140c9-ea07-4947-90ce-178c2c30d0a0","block_type":"box","text":"held by these funds and clients, BIS’ benchmark voting guidelines apply.","page_number":193,"box":{"x":89,"y":59,"width":502,"height":12}},{"id":"bfb3118a-4b6b-4a34-873b-f6c4e1836e74","block_type":"box","text":"On other matters not related to climate risks and the transition to a low-carbon economy, BIS will apply our benchmark","page_number":193,"box":{"x":89,"y":85,"width":835,"height":13}},{"id":"ed214b0b-2f10-4fbf-900e-6375270c6b0b","block_type":"box","text":"policies.","page_number":193,"box":{"x":89,"y":101,"width":55,"height":12}},{"id":"6966d43a-7983-456e-bac9-1987b5ebdae0","block_type":"box","text":"For clients who have not directed BlackRock to prioritize climate risks and decarbonization as an investment objective, BIS will","page_number":193,"box":{"x":89,"y":127,"width":878,"height":12}},{"id":"bfd309cc-e92d-4926-99af-18b7899941a8","block_type":"box","text":"continue to undertake our stewardship responsibilities in line with our benchmark policies, with a sole focus on advancing","page_number":193,"box":{"x":89,"y":142,"width":854,"height":12}},{"id":"f63f7199-bd48-44e0-a7ad-d68b9f6393b9","block_type":"box","text":"those clients’ long-term economic interests. This will include consideration of climate-related risks and opportunities in a","page_number":193,"box":{"x":88,"y":157,"width":848,"height":13}},{"id":"5f445466-b46b-4701-a72c-68236ab30d97","block_type":"box","text":"company’s business model, where material to the company’s ability to deliver long-term financial returns.","page_number":193,"box":{"x":89,"y":172,"width":738,"height":13}},{"id":"ed289188-b5e0-4103-9818-a59262dcd3ff","block_type":"box","text":"Please see appendix 2, which sets out the key differences between the BIS benchmark and decarbonization policies on items","page_number":193,"box":{"x":89,"y":199,"width":870,"height":12}},{"id":"5b03129b-111e-452b-bd10-e7438ba037a4","block_type":"box","text":"related to climate risk and the transition to a low-carbon economy.","page_number":193,"box":{"x":89,"y":214,"width":466,"height":12}},{"id":"989fcda9-6939-4c9b-8785-7007af6d70b2","block_type":"box","text":"Understanding the investment implications of the transition to a low-carbon economy","page_number":193,"box":{"x":89,"y":240,"width":621,"height":13}},{"id":"585407a7-739a-4e51-9ea8-45768c55605c","block_type":"box","text":"Research from the BlackRock Investment Institute (BII) highlights that changing government policy, technology, and","page_number":193,"box":{"x":89,"y":267,"width":811,"height":12}},{"id":"84f715bb-1fc7-4427-b73b-84d7983c6cd6","block_type":"box","text":"consumer and investor preferences are driving the transition to a low-carbon economy, but these forces are moving at","page_number":193,"box":{"x":89,"y":282,"width":827,"height":12}},{"id":"c94a6b44-b1af-434b-a336-96d40d36c525","block_type":"box","text":"uneven speeds across sectors and regions. For example—some technologies like renewable power are already being","page_number":193,"box":{"x":89,"y":297,"width":813,"height":12}},{"id":"71e00143-a675-426f-afcb-22dae24e292c","block_type":"box","text":"deployed at scale in some regions, while in other sectors and regions less cost-effective low-carbon alternatives exist. We","page_number":193,"box":{"x":89,"y":312,"width":846,"height":13}},{"id":"1caed93a-b702-45db-83b8-5c2e5aae3d44","block_type":"box","text":"have heard from certain clients that they see the low-carbon transition as a series of shifts over decades that will reshape","page_number":193,"box":{"x":89,"y":327,"width":846,"height":13}},{"id":"80559430-d2fa-483e-8c35-80ebacf50f7c","block_type":"box","text":"production and consumption, spur significant capital investment and create risks, opportunities and a wider range of","page_number":193,"box":{"x":89,"y":342,"width":820,"height":13}},{"id":"df7fcfd3-c409-4440-bcde-c7e95659cb9c","block_type":"box","text":"financial and competitive outcomes for companies.","page_number":193,"box":{"x":88,"y":358,"width":359,"height":12}},{"id":"51febffd-82fb-4c82-81df-79ca077197ac","block_type":"box","text":"For clients interested in investing in the transition to a low-carbon economy and understanding its corresponding risks and","page_number":193,"box":{"x":89,"y":384,"width":860,"height":12}},{"id":"7c8b922e-3351-49ef-8fac-105ca35c5b95","block_type":"box","text":"opportunities, we have developed the BlackRock Investment Institute Transition Scenario (BIITS), powered by Aladdin","page_number":193,"box":{"x":89,"y":399,"width":820,"height":13}},{"id":"a9ad0d05-222f-4015-b29c-15936816bee7","block_type":"box","text":"®","page_number":193,"box":{"x":911,"y":398,"width":9,"height":6}},{"id":"00894cf5-0e07-4f7a-86d1-2669415ba813","block_type":"box","text":"technology. BIITS is a research-based, analytical forecast of how the low-carbon transition is most likely to play out based on","page_number":193,"box":{"x":88,"y":414,"width":871,"height":13}},{"id":"f8d55ce7-dae5-410c-8bdd-777a2f9fd0f6","block_type":"box","text":"what we know and expect today. It can help inform a top-down assessment of a company’s business risk arising from the","page_number":193,"box":{"x":88,"y":429,"width":852,"height":13}},{"id":"7e13c75e-b137-4428-a739-4358d7717699","block_type":"box","text":"transition. BII based its key assumptions on rigorous research, and the input of BlackRock’s portfolio managers and other","page_number":193,"box":{"x":88,"y":445,"width":848,"height":12}},{"id":"ed3d44c7-b603-4a67-bc0f-cc6009ea7078","block_type":"box","text":"experts.","page_number":193,"box":{"x":89,"y":461,"width":54,"height":11}},{"id":"83b0f47f-5c29-494c-b8a0-9f9eb9a776d5","block_type":"box","text":"For client assets with explicit investment objectives related to the transition to a low-carbon economy, BIS will draw on the","page_number":193,"box":{"x":89,"y":486,"width":855,"height":12}},{"id":"ebf344e6-00a1-4b86-9acb-bda539d73270","block_type":"box","text":"insights generated by BIITS and Aladdin","page_number":193,"box":{"x":89,"y":501,"width":277,"height":13}},{"id":"c53a61df-3b37-4bb8-9e57-d424b6688a4d","block_type":"box","text":"®","page_number":193,"box":{"x":368,"y":500,"width":9,"height":6}},{"id":"183e2d30-8df2-4055-9f11-022e85bf1a2d","block_type":"box","text":"Climate, as well as our own analysis and engagement, in applying these guidelines.","page_number":193,"box":{"x":382,"y":501,"width":580,"height":13}},{"id":"7d728c07-256a-43d9-b0d4-15d0ed7ffa91","block_type":"box","text":"In doing so, we will take into consideration the fact that the necessary data to assess individual companies currently has","page_number":193,"box":{"x":89,"y":516,"width":840,"height":13}},{"id":"34b5f945-fcd5-462a-ac86-dc0cb4eb278a","block_type":"box","text":"limitations, but is improving as a result of disclosure requirements in an increasing number of jurisdictions.","page_number":193,"box":{"x":89,"y":531,"width":746,"height":13}},{"id":"0348fc54-c768-49c8-a140-18d5bcede6fd","block_type":"box","text":"Decarbonization stewardship guidelines design principles","page_number":193,"box":{"x":89,"y":558,"width":416,"height":12}},{"id":"d986b214-ddc4-49d1-8027-2868a6bacc95","block_type":"box","text":"The framework of these guidelines is designed to:","page_number":193,"box":{"x":88,"y":584,"width":348,"height":13}},{"id":"88f8422f-97bf-49b3-a2a4-eabd64b23fe2","block_type":"box","text":"•","page_number":193,"box":{"x":89,"y":608,"width":4,"height":3}},{"id":"b7d15a9b-a31a-45bc-b65f-61d92f90cb22","block_type":"box","text":"Prioritize sectors and companies that are critical to the transition to a low-carbon economy:","page_number":193,"box":{"x":122,"y":605,"width":661,"height":12}},{"id":"58595f81-5ebc-486e-921d-93a6df465762","block_type":"box","text":"This includes companies","page_number":193,"box":{"x":788,"y":605,"width":172,"height":12}},{"id":"553d45a8-beb1-4a00-8ede-3471c4b8b4a2","block_type":"box","text":"which produce goods and services that contribute to real world decarbonization or have a carbon intensive business","page_number":193,"box":{"x":121,"y":620,"width":815,"height":12}},{"id":"dfd5f696-c3e2-4d98-9670-1d3827907e64","block_type":"box","text":"model and face outsized impacts from the low-carbon transition.","page_number":193,"box":{"x":122,"y":635,"width":453,"height":12}},{"id":"79c86f0a-5bd1-433e-b329-22c5046cc8a1","block_type":"box","text":"•","page_number":193,"box":{"x":89,"y":659,"width":4,"height":3}},{"id":"a0e8bff7-5401-4ce2-81d5-c4e1e75132d9","block_type":"box","text":"Apply a sectoral approach to our analysis that acknowledges the unevenness of the low-carbon transition across","page_number":193,"box":{"x":121,"y":655,"width":816,"height":12}},{"id":"ea4518e8-c641-40f1-ac97-2ec3cc7a3041","block_type":"box","text":"sectors and markets:","page_number":193,"box":{"x":121,"y":670,"width":149,"height":10}},{"id":"a58f9221-ff9b-4ad0-af90-452f27bc9f72","block_type":"box","text":"We take into consideration the varying speeds at which sectors and markets can decarbonize","page_number":193,"box":{"x":275,"y":670,"width":652,"height":12}},{"id":"a513c804-50f1-4db4-89bd-a467f559222e","block_type":"box","text":"based on technological feasibility, consumer demand, government policy, regulatory frameworks and other factors.","page_number":193,"box":{"x":122,"y":685,"width":805,"height":12}},{"id":"5c0ee682-b4b8-4abf-98a6-51aef3ebbc63","block_type":"box","text":"Further, we recognize that these factors are uncertain and dynamic, which will require that we evolve our approach as","page_number":193,"box":{"x":122,"y":700,"width":823,"height":13}},{"id":"c8dde5c8-16c8-4a15-8a7a-a4024e1063ab","block_type":"box","text":"necessary.","page_number":193,"box":{"x":122,"y":718,"width":70,"height":10}},{"id":"e167e67e-a6c1-412c-85d1-5bffd18380b7","block_type":"box","text":"•","page_number":193,"box":{"x":89,"y":739,"width":4,"height":3}},{"id":"77a0ccf0-5b61-4496-ae1b-3ae4d42717f0","block_type":"box","text":"Take a long-term, pragmatic approach that favors a transition that minimizes disruption to companies and their key","page_number":193,"box":{"x":121,"y":736,"width":835,"height":12}},{"id":"6dbaee1d-bac9-4eb8-9645-509ab08d8474","block_type":"box","text":"stakeholders:","page_number":193,"box":{"x":121,"y":751,"width":95,"height":9}},{"id":"cfa4609d-05d9-431c-85f8-05be002e50fd","block_type":"box","text":"Our approach recognizes the challenges that many companies face in adapting their business models. It is","page_number":193,"box":{"x":222,"y":751,"width":743,"height":12}},{"id":"d72fe5e4-f106-47b6-a82c-24f591c8c988","block_type":"box","text":"premised on the views of interested clients that a transition where companies adapt and continue to deliver financial","page_number":193,"box":{"x":121,"y":766,"width":816,"height":12}},{"id":"ffa65eda-c05e-48fe-9771-eca3e98e198e","block_type":"box","text":"returns throughout, is a better long-term investment outcome for them, and less disruptive to a company’s other key","page_number":193,"box":{"x":122,"y":781,"width":818,"height":12}},{"id":"440d9ce8-fdbc-4f60-a07f-7b34d49bca3d","block_type":"box","text":"stakeholders, than a transition that is uneven. Further, we consider the differences between the actions and outcomes","page_number":193,"box":{"x":121,"y":796,"width":824,"height":11}},{"id":"342f5611-0ac2-40e2-ab5f-e1db8e224cb7","block_type":"box","text":"over which company management has influence, and those it does not.","page_number":193,"box":{"x":121,"y":811,"width":501,"height":12}},{"id":"0f80a747-c043-4571-8a51-a54c607f8879","block_type":"box","text":"•","page_number":193,"box":{"x":89,"y":835,"width":4,"height":3}},{"id":"9b1086b9-7bb0-40f8-b57f-17eece166804","block_type":"box","text":"Focus on useful, contextualized disclosures that help inform investors views, while recognizing data limitations:","page_number":193,"box":{"x":122,"y":831,"width":803,"height":13}},{"id":"5a83e720-4d1f-4927-81a0-c4a385b3b90d","block_type":"box","text":"The","page_number":193,"box":{"x":930,"y":831,"width":26,"height":10}},{"id":"a34a058c-c4f3-4b2b-9c05-54be39f3e3f7","block_type":"box","text":"policy will seek disclosures that outline key milestones and dependencies underpinning the company’s low-carbon","page_number":193,"box":{"x":121,"y":846,"width":802,"height":13}},{"id":"3abee1b7-00ed-482c-815c-e5010bcbeb99","block_type":"box","text":"transition strategy; explain the trade-offs required to adapt the business model; and include relevant data and narrative.","page_number":193,"box":{"x":121,"y":862,"width":836,"height":12}},{"id":"6cbac67a-47c4-4d30-a9bf-99069522beb0","block_type":"box","text":"A-37","page_number":193,"box":{"x":511,"y":894,"width":33,"height":9}},{"id":"53c1fc18-9143-435e-8e36-14d18534d1cc","block_type":"box","text":"•","page_number":194,"box":{"x":89,"y":47,"width":4,"height":4}},{"id":"c4ca3c01-bfcd-4512-b4ea-3f62a296cc78","block_type":"box","text":"Be consistent with our position as a minority investor on behalf of our clients:","page_number":194,"box":{"x":122,"y":44,"width":559,"height":12}},{"id":"3c7aa591-359c-4eb7-8239-b92372dd1203","block_type":"box","text":"The boards and executive leadership of","page_number":194,"box":{"x":686,"y":44,"width":276,"height":12}},{"id":"6b445b93-63ac-4a7e-a318-5a80a189cd98","block_type":"box","text":"companies determine a company’s strategy and its implementation. We make decisions on how to engage companies","page_number":194,"box":{"x":121,"y":59,"width":827,"height":12}},{"id":"d6b25f98-2c55-4341-8ada-2315154d9564","block_type":"box","text":"and vote proxies independently, based on our professional judgment of the priorities and outcomes most aligned with","page_number":194,"box":{"x":121,"y":74,"width":825,"height":12}},{"id":"c551d95a-ab5d-4062-944c-40722f88ed1e","block_type":"box","text":"clients’ investment objectives.","page_number":194,"box":{"x":121,"y":89,"width":208,"height":13}},{"id":"b2620c48-c02a-40bf-94be-2c7303c3c04d","block_type":"box","text":"Voting guidelines","page_number":194,"box":{"x":88,"y":116,"width":125,"height":12}},{"id":"eb8251d1-59ff-4d49-a325-5294c8f89ff7","block_type":"box","text":"Consistent with the investment objective of each fund or client that has selected these guidelines, BIS will look to companies","page_number":194,"box":{"x":89,"y":142,"width":870,"height":12}},{"id":"c36d6bf7-ff91-4381-b815-1b6980597d11","block_type":"box","text":"to demonstrate the following:","page_number":194,"box":{"x":88,"y":157,"width":207,"height":13}},{"id":"b4784c9c-d05e-402f-a4cf-d6ef73c1af17","block_type":"box","text":"Corporate Disclosures","page_number":194,"box":{"x":105,"y":184,"width":160,"height":12}},{"id":"d2e66b61-6592-42ba-86b4-ac809583ec24","block_type":"box","text":"In the context of these guidelines, we look for companies to provide sufficient corporate disclosure to allow us to determine","page_number":194,"box":{"x":89,"y":210,"width":865,"height":13}},{"id":"1023790a-a786-4be1-9427-9784ccb8bf89","block_type":"box","text":"the extent to which decarbonization and the low-carbon transition are strategic priorities. As a general point, we would","page_number":194,"box":{"x":88,"y":225,"width":834,"height":13}},{"id":"750ae570-a469-4484-bc3e-21b617ece616","block_type":"box","text":"expect companies that have disclosed their aim to participate in the transition to a low-carbon economy to make disclosures","page_number":194,"box":{"x":89,"y":240,"width":872,"height":13}},{"id":"a8657340-7f32-490f-a420-dade729bec12","block_type":"box","text":"that help explain the strategy and governance systems they have determined most appropriate, which may include:","page_number":194,"box":{"x":88,"y":256,"width":809,"height":12}},{"id":"cbfe8ba5-1d93-4cbd-aa21-3cb9460ea00c","block_type":"box","text":"(1) a low-carbon transition strategy to demonstrate their alignment with the ambition to limit global average temperature","page_number":194,"box":{"x":89,"y":276,"width":866,"height":12}},{"id":"ca7c1616-c55f-4c35-8b4b-47dc77ad88c5","block_type":"box","text":"rise to 1.5°C above pre-industrial levels. This would normally mean that they have a long-term strategy to achieve net","page_number":194,"box":{"x":128,"y":291,"width":827,"height":12}},{"id":"259df648-049b-4f36-9638-c8c995a8c155","block_type":"box","text":"zero greenhouse gas (GHG) emissions by 2050, with appropriate near- and medium-term milestones to assess their","page_number":194,"box":{"x":127,"y":306,"width":813,"height":12}},{"id":"6acc3bb5-8ae0-4298-8ecb-87f7c7abb1d4","block_type":"box","text":"progress.","page_number":194,"box":{"x":128,"y":324,"width":63,"height":9}},{"id":"04b35150-689b-497a-ba77-11bc99ec8010","block_type":"box","text":"(2) low-carbon transition-related reporting consistent with the standards developed by the International Sustainability","page_number":194,"box":{"x":89,"y":341,"width":842,"height":13}},{"id":"0e3e05e2-494b-474c-b46d-ee58e5f8544c","block_type":"box","text":"Standards Board (ISSB). IFRS S1 addresses the general requirements of sustainability reporting and IFRS S2 sets out the","page_number":194,"box":{"x":128,"y":356,"width":834,"height":13}},{"id":"19f8164a-d096-46b1-89d6-14005463d096","block_type":"box","text":"disclosures that would provide investors with decision-useful information about a company’s most significant climate","page_number":194,"box":{"x":128,"y":371,"width":830,"height":13}},{"id":"df3067d0-6636-4840-b31e-84ea44a4d0ab","block_type":"box","text":"and low-carbon transition-related risks and opportunities. As audit and assurance standards are developed, it would be","page_number":194,"box":{"x":128,"y":387,"width":834,"height":12}},{"id":"5b65e7cb-3c30-4b6d-ba85-6b2a50596485","block_type":"box","text":"helpful to investors’ confidence in such disclosures for companies to seek independent, third-party assurance.","page_number":194,"box":{"x":128,"y":402,"width":769,"height":12}},{"id":"56171448-123f-484d-8da3-60398fc0b260","block_type":"box","text":"(3) scope 1 and scope 2, and material scope 3 GHG emissions. In addition, we look to companies to disclose their","page_number":194,"box":{"x":89,"y":422,"width":809,"height":12}},{"id":"371a4221-55c1-4f75-bf09-5b7eaae6f223","block_type":"box","text":"reduction targets for scope 1 and 2 emissions, science-based where possible. We welcome disclosure of targets or","page_number":194,"box":{"x":128,"y":437,"width":800,"height":12}},{"id":"4d165c47-dd6c-4b96-b07a-be03444b9d6c","block_type":"box","text":"indicative goals, where companies have set them, for scope 3 emissions reductions, recognizing that these would be","page_number":194,"box":{"x":128,"y":452,"width":814,"height":12}},{"id":"002ae780-78ad-475a-b3ce-51343d0b3672","block_type":"box","text":"provided on a ‘best efforts’ basis given the methodological challenges these currently present for reporters. Scope 3","page_number":194,"box":{"x":128,"y":467,"width":807,"height":13}},{"id":"829b29af-afe6-42e6-8253-b657ccf7b9fe","block_type":"box","text":"information, including how a company is working with its value chain to accelerate reductions in GHG intensity,","page_number":194,"box":{"x":128,"y":482,"width":780,"height":13}},{"id":"e1fe3fa0-9997-403f-b8d5-09bced7eeaf1","block_type":"box","text":"provides useful insight to investors focused on investing in the low-carbon transition and understanding the impact of","page_number":194,"box":{"x":128,"y":497,"width":828,"height":13}},{"id":"8b9416d2-39a0-4e99-b8d9-c2cb1c8c3731","block_type":"box","text":"their investments on their decarbonization goals. However, we recognize that companies have varying ability to","page_number":194,"box":{"x":127,"y":513,"width":777,"height":12}},{"id":"956e554b-0434-4e86-83d6-3c4d8af1a95a","block_type":"box","text":"influence the emissions across the different parts of their value chain and it is helpful when disclosures explain the","page_number":194,"box":{"x":128,"y":528,"width":798,"height":12}},{"id":"80fd229e-514a-4b3c-ba5e-72cecffca696","block_type":"box","text":"implications for the achievement of their decarbonization targets.","page_number":194,"box":{"x":128,"y":543,"width":457,"height":12}},{"id":"ec2b02ce-2ca0-4b8f-8e2d-911146ee4f08","block_type":"box","text":"Transition plans","page_number":194,"box":{"x":104,"y":569,"width":116,"height":13}},{"id":"7f9eb47d-29d4-4bda-8b0d-a4e0f81a1aa6","block_type":"box","text":"Some companies have published a transition plan that explains how the company intends to implement its low-carbon","page_number":194,"box":{"x":88,"y":596,"width":832,"height":12}},{"id":"20e3afd2-f612-4949-bcb5-dc3d7810e399","block_type":"box","text":"transition strategy by, as defined by the ISSB, “lay[ing] out the entity’s targets, actions or resources for its transition towards a","page_number":194,"box":{"x":88,"y":611,"width":879,"height":12}},{"id":"1ebe9902-449c-4858-8a9b-b5c78de5f202","block_type":"box","text":"lower-carbon economy, including actions such as reducing its greenhouse gas emissions” (see appendix 1).","page_number":194,"box":{"x":89,"y":626,"width":754,"height":12}},{"id":"880800f6-8537-4055-8d2d-de2d8d6dab09","block_type":"box","text":"We note the work being undertaken in a number of jurisdictions on establishing a common approach in a market to","page_number":194,"box":{"x":88,"y":652,"width":811,"height":13}},{"id":"79b2bfde-8042-468e-9d69-6106ea1383f9","block_type":"box","text":"corporate transition plans. Given this work continues, for the near-term, BIS will not make preparation and production of","page_number":194,"box":{"x":89,"y":668,"width":845,"height":12}},{"id":"83215ef1-ea5f-4a85-addd-80f20c2bc7f3","block_type":"box","text":"transition plans a voting issue. BIS may engage companies that have chosen to publish a transition plan to understand their","page_number":194,"box":{"x":88,"y":683,"width":865,"height":12}},{"id":"c874b147-c58a-484b-be73-86ad87a89acf","block_type":"box","text":"planned actions and resource implications in accordance with anticipated requirements.","page_number":194,"box":{"x":89,"y":698,"width":617,"height":12}},{"id":"da83ed77-c114-417b-9434-d61301f6f71a","block_type":"box","text":"Boards and directors","page_number":194,"box":{"x":106,"y":724,"width":148,"height":10}},{"id":"1418b2a3-cc83-4b56-bc3f-1b86c2db9415","block_type":"box","text":"An effective and well-functioning board that has appropriate governance structures to facilitate oversight of a company’s","page_number":194,"box":{"x":88,"y":751,"width":847,"height":12}},{"id":"b912033f-8cdd-4e2e-8c32-b5418d67381c","block_type":"box","text":"management and strategic initiatives is critical to the company’s ability to deliver on its low-carbon transition strategy.","page_number":194,"box":{"x":89,"y":766,"width":827,"height":12}},{"id":"a997aad7-7f95-4b36-9f7d-d88c3c844616","block_type":"box","text":"In assessing the role and effectiveness of the board in this regard, we seek to understand whether:","page_number":194,"box":{"x":89,"y":792,"width":685,"height":13}},{"id":"df05f921-5562-4e3d-9ba9-e2e8beecf989","block_type":"box","text":"• The board has clear oversight responsibilities for climate and low-carbon transition-related risks and opportunities in the","page_number":194,"box":{"x":89,"y":812,"width":877,"height":13}},{"id":"11aba36d-45e6-4a45-bcd7-78a741e0d3c8","block_type":"box","text":"company’s business model. We consider the whole board to have responsibility for oversight of the company’s long","page_number":194,"box":{"x":121,"y":828,"width":813,"height":12}},{"id":"3945a8de-17a1-40a2-b4fc-b92fe52643cf","block_type":"box","text":"term strategy, including those aspects related to the transition to a low-carbon economy.","page_number":194,"box":{"x":121,"y":843,"width":622,"height":12}},{"id":"fcd57563-5d19-4f83-9bb4-04865c8c426b","block_type":"box","text":"A-38","page_number":194,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"9642e698-a128-48d7-898e-81b7fb8e6fc7","block_type":"box","text":"• Management has established a robust low-carbon transition framework and long-term strategy, with clear","page_number":195,"box":{"x":89,"y":44,"width":779,"height":12}},{"id":"7ad07b1f-eade-42e1-a7a5-954241d34cf5","block_type":"box","text":"accountability for delivery by senior executives.","page_number":195,"box":{"x":121,"y":59,"width":329,"height":12}},{"id":"8256afe4-42a3-486f-82b8-fc98afb0f539","block_type":"box","text":"• The capital management strategy explains how the company allocates investments to (traditional and next generation)","page_number":195,"box":{"x":89,"y":79,"width":867,"height":13}},{"id":"760bbbad-88f4-4152-ab8b-8bb64b24ef3a","block_type":"box","text":"business lines and innovation, and returns cash to shareholders, consistent with the low-carbon transition strategy.","page_number":195,"box":{"x":122,"y":94,"width":805,"height":13}},{"id":"d36749da-c004-40b7-b4cf-f6cee698bb34","block_type":"box","text":"• The climate and low-carbon transition risks most likely to significantly impact the business are integrated into the","page_number":195,"box":{"x":89,"y":114,"width":828,"height":13}},{"id":"7b8c2868-d635-4dec-abca-d019a8a66da3","block_type":"box","text":"company’s enterprise risk management processes and reporting.","page_number":195,"box":{"x":121,"y":130,"width":454,"height":12}},{"id":"f1bfec0c-97b0-44cf-ae2a-31e4a9428103","block_type":"box","text":"• The company has set scope 1 & 2 GHG emissions reduction targets, science-based and independently verified where","page_number":195,"box":{"x":89,"y":150,"width":850,"height":12}},{"id":"eed36684-8e41-484e-9d85-4ee40de319f7","block_type":"box","text":"possible, against a baseline, that are consistent with the ambition to limit average temperature rise to no more than","page_number":195,"box":{"x":121,"y":165,"width":807,"height":12}},{"id":"85e5d86a-866d-4bb4-9fee-06f4f05cfaf4","block_type":"box","text":"1.5°C above pre-industrial levels.","page_number":195,"box":{"x":123,"y":180,"width":226,"height":12}},{"id":"c8c75327-6d5a-42a9-ad2d-11cc90d24b6c","block_type":"box","text":"• There is a clear link between the company’s scope 1 & 2 GHG emissions reduction targets over time and its long-term","page_number":195,"box":{"x":89,"y":200,"width":856,"height":12}},{"id":"3520b1a6-42d3-4ff6-9c41-a0ddf49b7e27","block_type":"box","text":"low-carbon transition strategy.","page_number":195,"box":{"x":122,"y":215,"width":213,"height":13}},{"id":"523c8f84-4f4f-4981-b069-36d7952c5517","block_type":"box","text":"• The company is monitoring its material scope 3 emissions and disclosing these where it is confident in the data. Given","page_number":195,"box":{"x":89,"y":235,"width":860,"height":13}},{"id":"e7efef41-8649-4383-a00a-6afec8e0623e","block_type":"box","text":"forthcoming regulatory requirements in certain jurisdictions, some companies are voluntarily disclosing scope 3","page_number":195,"box":{"x":121,"y":250,"width":783,"height":13}},{"id":"6f1bdb0e-6eb4-4fc5-9ab7-46ba55722a99","block_type":"box","text":"emissions reductions targets and plans, setting out how they are working on decarbonization with the different","page_number":195,"box":{"x":121,"y":266,"width":778,"height":12}},{"id":"5d999131-4dd0-4b12-84ed-a29a3bcadbc9","block_type":"box","text":"constituents in their value chain.","page_number":195,"box":{"x":121,"y":281,"width":227,"height":9}},{"id":"d3922649-3f66-4de4-b464-cc6b01c9f10a","block_type":"box","text":"• The board oversees, and management has a formalized approach to, the company’s lobbying activities, including trade","page_number":195,"box":{"x":89,"y":301,"width":862,"height":12}},{"id":"a31916e1-cee1-42b2-bb83-f7fa0006bc85","block_type":"box","text":"association memberships. Policy engagement should be consistent with a company’s stated strategic policy objectives,","page_number":195,"box":{"x":121,"y":316,"width":834,"height":12}},{"id":"f92489d0-aa26-46b3-ace0-21101d55de33","block_type":"box","text":"including those related to the low-carbon transition.","page_number":195,"box":{"x":122,"y":331,"width":364,"height":12}},{"id":"e35eac61-cda8-4c0c-b288-879a43626da2","block_type":"box","text":"Voting against directors over concerns about climate risk","page_number":195,"box":{"x":104,"y":358,"width":413,"height":12}},{"id":"bad3382c-7256-4e05-b8b1-5c49997f141e","block_type":"box","text":"In implementing these guidelines, BIS will generally support non-executive directors standing for election where, in BIS’","page_number":195,"box":{"x":89,"y":384,"width":833,"height":12}},{"id":"eee4d107-e6b0-4f62-a412-59226365b961","block_type":"box","text":"assessment based on company disclosures and engagement, a company is executing on its commitment to align with the","page_number":195,"box":{"x":89,"y":399,"width":854,"height":13}},{"id":"572e6607-ac78-4886-991d-1fa073148270","block_type":"box","text":"transition to a low-carbon economy, as defined above. Where BIS determines this is not the case, we may vote against the","page_number":195,"box":{"x":88,"y":414,"width":853,"height":13}},{"id":"de2f54e6-0bdc-4ffe-8412-d0bc2f23c357","block_type":"box","text":"election of one or more directors who have responsibility for the issue. The directors most likely to be in focus are the chair of","page_number":195,"box":{"x":89,"y":429,"width":878,"height":13}},{"id":"8b3f7d21-3c2d-472e-a220-26a17df0dd06","block_type":"box","text":"the board sub-committee with low-carbon transition, climate or sustainability risk oversight responsibilities, other members","page_number":195,"box":{"x":88,"y":445,"width":867,"height":12}},{"id":"843a55d6-80e8-48b2-b7f5-90656acccb0d","block_type":"box","text":"of the relevant committee, the lead independent director or the non-executive chair of the board. In certain markets, we may","page_number":195,"box":{"x":89,"y":460,"width":872,"height":12}},{"id":"1a82a045-d345-44b2-bac7-54e679d7293c","block_type":"box","text":"withhold support for the discharge of the supervisory board or equivalent.","page_number":195,"box":{"x":88,"y":475,"width":518,"height":12}},{"id":"1cbf041d-3d23-4362-b289-5941180268c7","block_type":"box","text":"Where we have not supported director elections over climate concerns in a prior year, and the company has not subsequently","page_number":195,"box":{"x":88,"y":501,"width":880,"height":13}},{"id":"562abdf5-7402-4fd7-b5ef-54307f09c143","block_type":"box","text":"made progress towards aligning with the transition to a low-carbon economy, we may escalate by voting against the re","page_number":195,"box":{"x":89,"y":516,"width":839,"height":13}},{"id":"838c484b-4332-4fd5-a987-ac3b30b90d5f","block_type":"box","text":"election of additional responsible directors to signal our heightened concerns.","page_number":195,"box":{"x":89,"y":531,"width":544,"height":13}},{"id":"36c93f0e-7328-4418-a45b-56c6f53cd3de","block_type":"box","text":"Management proposals to approve a climate strategy or progress report","page_number":195,"box":{"x":105,"y":558,"width":521,"height":12}},{"id":"13e00867-d6fc-4609-ac5e-46bd210522d2","block_type":"box","text":"In certain markets, company management may submit proposals asking shareholders to approve their climate action plans","page_number":195,"box":{"x":89,"y":584,"width":862,"height":13}},{"id":"b9a41c8b-952c-4596-a1a1-6f4c42b05729","block_type":"box","text":"or progress reports, sometimes known as “Say on Climate.” BIS will generally support management’s climate strategy","page_number":195,"box":{"x":89,"y":599,"width":824,"height":13}},{"id":"87e7223c-367b-4fd4-89af-7ab57b1303d1","block_type":"box","text":"proposal if, in our assessment based on these guidelines, the strategy is aligned with the low-carbon transition. Similarly, we","page_number":195,"box":{"x":89,"y":615,"width":868,"height":12}},{"id":"1b1468be-a31a-410d-9a55-e8a5e59b6ca3","block_type":"box","text":"will generally support management’s proposal on a progress report if the company has clearly explained its progress against,","page_number":195,"box":{"x":88,"y":630,"width":874,"height":12}},{"id":"46702ab9-6d7a-447d-b4da-42db1f18fa53","block_type":"box","text":"and any deviations from or changes to, its stated transition plan and targets.","page_number":195,"box":{"x":89,"y":645,"width":533,"height":12}},{"id":"eb412a0c-0ace-4955-9790-7321a523db0e","block_type":"box","text":"Shareholder proposals on climate and low-carbon transition matters","page_number":195,"box":{"x":105,"y":671,"width":494,"height":13}},{"id":"a144adca-06b3-4c9f-9c25-1eccc6c0f5d1","block_type":"box","text":"Shareholder proposals on a company’s approach to the low-carbon transition or climate risk will be considered on their","page_number":195,"box":{"x":88,"y":698,"width":836,"height":12}},{"id":"840828e2-e8ff-4ad0-b059-01e49176f320","block_type":"box","text":"merit. Our assessment will take into consideration the implications for, and the relevance to, the company’s stated low","page_number":195,"box":{"x":89,"y":713,"width":833,"height":12}},{"id":"68430103-f1a8-438b-9fa5-318ce86faebd","block_type":"box","text":"carbon transition strategy and targets. We may support shareholder proposals that, for example, ask a company to:","page_number":195,"box":{"x":89,"y":728,"width":806,"height":12}},{"id":"dfd0c9b8-4ed8-450e-9b2d-74e71504b0c3","block_type":"box","text":"• Publish a business plan, and related disclosures, consistent with the ambition to limit average temperature","page_number":195,"box":{"x":187,"y":748,"width":776,"height":12}},{"id":"31450315-2fc2-46fa-92d5-de0238a81473","block_type":"box","text":"rise to no more than 1.5°C above pre-industrial levels","page_number":195,"box":{"x":219,"y":763,"width":371,"height":13}},{"id":"848258d8-6bfa-4a67-83c7-8b0cb016d44c","block_type":"box","text":"• Align their scope 1 and 2 GHG emissions reduction targets to, and/or discuss how their targets align with,","page_number":195,"box":{"x":187,"y":783,"width":775,"height":13}},{"id":"e2e8fe68-e8e8-41ea-b174-fedd83dc31ac","block_type":"box","text":"a long-term goal of the company achieving net zero GHG emissions by 2050","page_number":195,"box":{"x":219,"y":799,"width":533,"height":12}},{"id":"772ce222-7d03-4101-bbe9-022b1671a2e7","block_type":"box","text":"• Disclose the categories of scope 3 GHG emissions most material to a company’s business model","page_number":195,"box":{"x":187,"y":819,"width":707,"height":12}},{"id":"8ee79264-34d7-4c07-9c8d-a22cd714bfb2","block_type":"box","text":"• Improve disclosures on how a company’s climate-related lobbying (including trade association","page_number":195,"box":{"x":187,"y":839,"width":694,"height":12}},{"id":"ab143c8c-a97e-4d27-a427-1e42219652a6","block_type":"box","text":"memberships and other indirect lobbying) is aligned with its strategic policy positions.","page_number":195,"box":{"x":219,"y":854,"width":603,"height":12}},{"id":"bfdbc02f-eb86-4bb3-b007-3dc5df64d33e","block_type":"box","text":"A-39","page_number":195,"box":{"x":511,"y":894,"width":34,"height":9}},{"id":"d84635d0-3320-4652-b99f-be3e0228cca7","block_type":"box","text":"We would not support shareholder proposals that seek to constrain board or management decision-making or direct specific","page_number":196,"box":{"x":88,"y":44,"width":876,"height":12}},{"id":"78c126a7-c0a3-4bc2-b8ca-9c28258eeec9","block_type":"box","text":"business or strategic decisions. This includes proposals that seek to change a company’s articles of association or charter to","page_number":196,"box":{"x":89,"y":59,"width":868,"height":12}},{"id":"3d80324d-336f-4e00-bdbd-bfc85807e1ca","block_type":"box","text":"require commitments or actions related to climate risk or the low-carbon transition.","page_number":196,"box":{"x":89,"y":74,"width":585,"height":12}},{"id":"c5c8eb4c-c42f-4178-a96b-cb2c9df8480e","block_type":"box","text":"Related matters","page_number":196,"box":{"x":89,"y":101,"width":112,"height":9}},{"id":"23b89296-400a-4dd0-8356-b231e2b6dc9e","block_type":"box","text":"There are other business items not covered above that may be put to a shareholder vote that could address matters relevant","page_number":196,"box":{"x":88,"y":127,"width":870,"height":12}},{"id":"5b6f9ea5-105b-4e7b-9c06-35a8f0d4de56","block_type":"box","text":"to the transition to a low-carbon economy. Under these guidelines, BIS is most likely to engage, where appropriate, if we seek","page_number":196,"box":{"x":88,"y":142,"width":877,"height":12}},{"id":"4a7a97ce-9b29-43e2-b747-3ff237663f0c","block_type":"box","text":"to enhance our understanding of a company’s approach. Generally, our voting on these matters would be covered by BIS’","page_number":196,"box":{"x":88,"y":157,"width":848,"height":13}},{"id":"9173b4a7-b386-40df-9c0f-0308b01a6a9d","block_type":"box","text":"benchmark guidelines.","page_number":196,"box":{"x":89,"y":172,"width":157,"height":13}},{"id":"b49ea84f-bf70-4337-83fe-839414ef38dc","block_type":"box","text":"Executive compensation","page_number":196,"box":{"x":106,"y":199,"width":173,"height":12}},{"id":"995f1b03-f8eb-4029-aae4-fcf239e9f34f","block_type":"box","text":"We look to company boards to put in place a compensation structure that incentivizes and rewards executives appropriately.","page_number":196,"box":{"x":88,"y":225,"width":871,"height":13}},{"id":"e66e5f03-329f-45db-955d-6e2cc8c0e1e0","block_type":"box","text":"Some companies, in light of their long-term strategy, may decide to include relevant GHG emissions reduction targets or low","page_number":196,"box":{"x":88,"y":240,"width":878,"height":13}},{"id":"ec74e73e-7120-4ad5-9b37-fd69304f1ab4","block_type":"box","text":"carbon transition-related metrics in their incentive plans. In such cases, BIS would engage to understand the alignment","page_number":196,"box":{"x":89,"y":256,"width":834,"height":12}},{"id":"e3390b23-e25a-400d-9a06-d38a2538f632","block_type":"box","text":"between those metrics and the company’s stated climate strategy.","page_number":196,"box":{"x":89,"y":271,"width":463,"height":12}},{"id":"b4a81a4b-76ad-4e37-97db-02f0efc392da","block_type":"box","text":"Auditors and audit-related issues","page_number":196,"box":{"x":104,"y":297,"width":240,"height":10}},{"id":"13dd693a-c887-4e26-85fd-1da2419224ae","block_type":"box","text":"For companies with material climate or transition risks or opportunities in their business models, BIS is interested to","page_number":196,"box":{"x":89,"y":324,"width":809,"height":12}},{"id":"fba496f1-9024-4ade-bb40-b33d835ccd20","block_type":"box","text":"understand whether the company considers and, if relevant, quantifies, and accounts for material climate-related risks in its","page_number":196,"box":{"x":89,"y":339,"width":866,"height":12}},{"id":"4100defb-6c0a-4920-a400-16fc565dbeb2","block_type":"box","text":"financial statements, including if the company explains such risks within the context of its audit report. We note that work is","page_number":196,"box":{"x":88,"y":354,"width":870,"height":12}},{"id":"6096e26e-6c5e-4e93-84ee-1835ff8a243c","block_type":"box","text":"being undertaken to develop audit and assurance standards in relation to climate and transition reporting, which may impact","page_number":196,"box":{"x":89,"y":369,"width":876,"height":12}},{"id":"7f91471d-c21c-45de-af2d-23b11eb69868","block_type":"box","text":"the future reporting requirements of companies. We note that assurance of corporate disclosures related to climate risk and","page_number":196,"box":{"x":88,"y":384,"width":867,"height":12}},{"id":"9286de53-ef1e-4b59-ba74-901ef03d801e","block_type":"box","text":"the transition to a low-carbon economy is still nascent.","page_number":196,"box":{"x":88,"y":399,"width":384,"height":13}},{"id":"40af7f52-9314-4ff8-a9c2-fbcb9b463f38","block_type":"box","text":"Mergers, acquisitions, asset sales, and other special situations","page_number":196,"box":{"x":105,"y":426,"width":448,"height":12}},{"id":"6c9ca009-539b-4040-8dfb-4017484c794c","block_type":"box","text":"Special situations will be considered on their financial merits, but BIS may engage on climate-related factors under these","page_number":196,"box":{"x":88,"y":452,"width":844,"height":12}},{"id":"b5478ceb-8574-4106-862a-1f41fb412baf","block_type":"box","text":"guidelines where a transaction may significantly alter a company’s climate strategy or a shareholder activist has proposed","page_number":196,"box":{"x":89,"y":467,"width":852,"height":13}},{"id":"46b40f9d-fdb1-4b46-af57-f4d6364b1d19","block_type":"box","text":"governance, strategic or operational changes that may impact its climate strategy. BIS does not promote changes in","page_number":196,"box":{"x":89,"y":482,"width":810,"height":13}},{"id":"f89e3b61-5100-437a-8169-d97e3b4fe4d4","block_type":"box","text":"corporate control, nor does it invoke formal governance mechanisms that rise to the level of shareholder activism.","page_number":196,"box":{"x":89,"y":497,"width":797,"height":13}},{"id":"0e4957af-94ae-4283-b37f-d526ddca2375","block_type":"box","text":"Other business relevant sustainability-related risks and opportunities","page_number":196,"box":{"x":105,"y":524,"width":499,"height":12}},{"id":"e76984f2-a1f3-4ade-9ccf-d9396229a8f7","block_type":"box","text":"Climate risk and the transition to a low-carbon economy are interconnected with a number of other sustainability-related","page_number":196,"box":{"x":89,"y":550,"width":849,"height":13}},{"id":"1156e987-4fef-4e46-879d-912e8c18e47d","block_type":"box","text":"risks and opportunities that may be relevant to a company’s business model and long-term performance. These include a","page_number":196,"box":{"x":89,"y":565,"width":850,"height":13}},{"id":"b99bb67e-686f-4655-848b-39ed98117373","block_type":"box","text":"company’s impacts or dependencies on natural capital and key stakeholders. In the context of these guidelines, we may","page_number":196,"box":{"x":89,"y":581,"width":838,"height":12}},{"id":"fe566e04-0978-4eb7-ad5d-d786aed0d0aa","block_type":"box","text":"engage companies to better understand how they are managing the impact on people (e.g., employees, suppliers, customers","page_number":196,"box":{"x":89,"y":596,"width":875,"height":12}},{"id":"a7bffd80-d1b5-4628-9e03-3997aef6d6e5","block_type":"box","text":"and communities) of any strategic or operational changes they are making in relation to their transition to a low-carbon","page_number":196,"box":{"x":89,"y":611,"width":838,"height":12}},{"id":"56b8d25a-4224-46f8-98a7-3d38892001b0","block_type":"box","text":"economy. 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