40-17G 1 h58842e40v17g.htm PURSUANT TO RULE 17G-1(G) e40v17g
July 25, 2008
VIA EDGAR SUBMISSION
Securities and Exchange Commission
Judiciary Plaza
100 F Street, N.W.
Washington, D.C. 20549
     
Re:
  PowerShares Exchange-Traded Fund Trust, File No. 811-21265
PowerShares Exchange-Traded Fund Trust II, File No. 811-21977
PowerShares Actively Managed Exchange-Traded Fund Trust, File No. 811-22148
PowerShares India Exchange-Traded Fund Trust, File No. 811-22147
Ladies and Gentlemen:
Enclosed for filing pursuant to Rule 17g-1(g) of the Investment Company Act of 1940, as amended (the “Act”)
are the following documents regarding the joint insured fidelity bond for the above-referenced investment companies:
  1.   A copy of the Investment Company Blanket Bond with attached riders pertaining thereto.
 
  2.   A copy of the Resolutions relating to the Consideration of the Fidelity Bond.
 
  3.   A statement showing the amount of the single insured bond which each of the above-referenced investment companies would have provided and maintained had each investment company not been named as an insured under a joint insured bond;
 
  4.   A statement as to the period for which premiums have been paid; and
 
  5.   A copy of the Fidelity Bond Insurance Allocation Agreement.
If you should need any additional information, please contact
me at (630) 868-7103.
Sincerely,
/s/ Harold Bruce Bond
 
Harold Bruce Bond
Managing Director, President
Invesco PowerShares Capital Management LLC
CC: Kevin R. Gustafson

 

 

RESOLVED, that giving due consideration to the value of the aggregate assets of the PowerShares Exchange-Traded Fund Trust II (“Trust II”), the access to such assets, the type and terms of the arrangements made for the custody and safekeeping of such assets, the nature of the securities in Trust II’s portfolios, the nature and method of conducting Trust II’s operations, and the accounting procedures and controls of Trust II, the coverage against larceny and embezzlement provided under a fidelity bond (the “Bond”) issued by ICI Mutual Insurance Company in the amount of $10 million is deemed by the Board of Trustees, including a majority of Trustees who are not “interested persons” of Trust II (as defined in Section 2(a)(19) of the 1940 Act), to be adequate as to amount, type and form and in the best interests of the PowerShares Global Wind Energy Portfolio (the “New Portfolio”), and therefore, the appropriate officers of Trust II be, and they hereby are, and each hereby is authorized to cause the New Portfolio to be added to the Bond; and it is further
RESOLVED, that the officers of Trust II are authorized and directed to add the New Portfolio to the joint allocation agreement among Trust II and PowerShares Exchange Traded Fund Trust, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust concerning the Bond, such agreement being in substantially the form described at this meeting; and it is further
RESOLVED, that the proper officers of Trust II be, and they hereby are, authorized and directed at all times to take all actions necessary to assure compliance with these resolutions and Rule 17g-1 under the 1940 Act.

 

 

ICI MUTUAL INSURANCE COMPANY
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 7
         
 
INSURED
      BOND NUMBER
 
        
PowerShares Exchange- Traded Fund Trust
07722108B     
 
EFFECTIVE DATE
  BOND PERIOD   AUTHORIZED REPRESENTATIVE
 
        
July 1, 2008
  May 1, 2008 to May 1, 2009   /S/ John T. Mulligan
 
In consideration of the premium charged for this Bond, it is hereby understood and agreed that Item 1 of the Declarations, Name of Insured, shall include the following:
  •   Global Wind Energy Portfolio, a series of:
PowerShares Exchange-Traded Fund Trust II
Except as above stated, nothing herein shall be held to alter, waive or extend any of the terms of this Bond.

 

 

FIDELITY BOND
INSURANCE ALLOCATION AGREEMENT
     THIS INSURANCE ALLOCATION AGREEMENT (the “Agreement”) is made as of July 25, 2008, by and among PowerShares Exchange-Traded Fund Trust, a Massachusetts business trust, for itself and on behalf of each series thereof now or hereafter existing, PowerShares Exchange-Traded Fund Trust II, a Massachusetts business trust, for itself and on behalf of each series thereof now or hereafter existing, PowerShares India Exchange-Traded Fund Trust, a Massachusetts business trust, for itself and on behalf of each series thereof now or hereafter existing, and PowerShares Actively Managed Exchange-Traded Fund Trust, a Delaware statutory trust, for itself and on behalf of each series thereof now or hereafter existing (individually referred to herein as a “Trust,” and collectively as the “Trusts” and each series of the Trusts identified from time to time on Schedule A and being referred to herein as a “Series”) (the Trusts sometimes individually hereinafter referred to as a “Party” or collectively as “Parties”).
     WHEREAS, the Trusts have been named as insureds (“Insureds”) under a joint fidelity bond (the “Bond”) approved by each Trust’s Board of Trustees (the “Board”);
     WHEREAS, the Bond is intended to satisfy the requirements of Rule 17g-1 under the Investment Company Act of 1940, as amended; and
     WHEREAS, the Parties, in accordance with the requirements of Rule 17g-1(f), desire to establish (i) the criteria by which the premiums for the Bond shall be allocated among the Parties and (ii) the criteria by which the amounts payable under the Bond shall be allocated among the Parties covered under same.
     NOW, THEREFORE, it is agreed as follows:
     1. Each Series of a Trust shall pay a percentage of the premium for the Bond, as allocated in such equitable manner as determined by the Boards of Trustees of the Trusts, which amounts are set forth on Schedule B to this Agreement. From time to time adjustments may be made by mutual agreement of the Trusts to the portion of the premiums theretofore paid by a Trust or Series, based on a subsequent change or changes in the net assets of one or more Trusts or the addition or withdrawal of a Trust or Series pursuant to this Agreement.
     2. If the insurer issuing the Bond (the “Insurer”) is willing, with or without additional premium, to add, as an Insured under the Bond, any investment company not listed as a signatory to this Agreement or any Series of a Trust not identified on Schedule A of this Agreement, the Trusts agree (a) that such addition may be made provided that the non-interested directors or trustees of the Trusts covered by the Bond shall approve such addition and (b) that such additional entity may become a party to this Agreement and be included within the terms “Trust” or “Party” provided that in each case such entity shall have executed and delivered to the Trusts its written agreement to become a party hereto and to be bound by the terms of this Agreement.
     3. In the event that the claims of loss of two or more Parties as Insureds under the Bond are so related that the Insurer is entitled to assert that the claims must be aggregated, or in

 

 

the event that the aggregate recovery by the Insureds under the Bond is less than the aggregate loss incurred by the Insureds that gave rise to the claims, the following rules shall determine, as between the claimants, the priority of satisfaction of the claims under the Bond:
  (a)   First, all claims of each Trust which have been duly proven and established under the Bond shall be satisfied up to the minimum amount of the Bond required for such Trust under Rule 17g-1(d); and
 
  (b)   Second, the remaining amount of recovery, if any, shall then be applied to claims of the Parties in proportion to the total of the unsatisfied amount of the claims of all such Parties.
     4. This Agreement shall become effective as of the date first above written, and shall remain in full force and effect during the effective period of the Bond as specified therein. Any Party may withdraw from this Agreement and the Bond upon sixty (60) days’ written notice to the other Parties and the Securities and Exchange Commission in accordance with Rule 17g-1 under the Act. The withdrawing Party shall be entitled to receive its proportionate share of any premium refund received from the Insurer.
     5. The obligations of the Trusts which are organized as Massachusetts business trusts, or any other investment company organized as a Massachusetts business trust which may be added pursuant to Section 2 under this Agreement, are not binding upon any of the trustees or holders of shares of beneficial interest of any such trust individually, but bind only the respective trust estate of each.
     6. This Agreement shall supersede all prior agreements entered into between or among any of the Trusts with respect to the same matters.
     7. Notwithstanding the foregoing, claims made under the Bond during a period prior to the effective date of this Agreement (and any recoveries related to any such claims) shall be subject to the terms of the premium sharing and allocation agreement in effect during that period.

2

 

     IN WITNESS WHEREOF the Trusts have caused this Agreement to be executed by their officers, as appropriate, hereunto duly authorized all as of the 25th day of July, 2008.
         
  POWERSHARES EXCHANGE-TRADED FUND TRUST
 		  
  By:   /s/Harold Bruce Bond    
       
       
 
  POWERSHARES EXCHANGE-TRADED FUND TRUST II
 		  
  By:   /s/Harold Bruce Bond    
       
       
 
  POWERSHARES INDIA EXCHANGE-TRADED FUND TRUST
 		  
  By:   /s/Harold Bruce Bond    
       
       
 
  POWERSHARES ACTIVELY MANAGED EXCHANGE-TRADED FUND TRUST
 		  
  By:   /s/Harold Bruce Bond    
       
       
 

3

 

SCHEDULE A
SERIES
PowerShares Exchange-Traded Fund Trust
1.   PowerShares Dynamic Market Portfolio
 
2.   PowerShares Dynamic Small Cap Growth Portfolio
 
3.   PowerShares Dynamic Small Cap Value Portfolio
 
4.   PowerShares Dynamic Biotechnology & Genome Portfolio
 
5.   PowerShares Dynamic Food & Beverage Portfolio
 
6.   PowerShares Dynamic Leisure and Entertainment Portfolio
 
7.   PowerShares Dynamic Media Portfolio
 
8.   PowerShares Dynamic Networking Portfolio
 
9.   PowerShares Dynamic Pharmaceuticals Portfolio
 
10.   PowerShares Dynamic Semiconductors Portfolio
 
11.   PowerShares Dynamic Software Portfolio
 
12.   PowerShares Dynamic OTC Portfolio
 
13.   PowerShares Dynamic Zacks MicroCap Portfolio
 
14.   PowerShares International Dividend Achievers Portfolio
 
15.   PowerShares Dividend Achievers Portfolio
 
16.   PowerShares High Growth Rate Dividend Achievers Portfolio
 
17.   PowerShares Aerospace & Defense Portfolio
 
18.   PowerShares Dynamic Building & Construction Portfolio
 
19.   PowerShares Dynamic Energy Exploration & Production Portfolio
 
20.   PowerShares Dynamic Insurance Portfolio
 
21.   PowerShares Dynamic Oil & Gas Services Portfolio
 
22.   PowerShares Dynamic Retail Portfolio

A-1

 

23.   PowerShares High Yield Equity Dividend Achievers Portfolio
 
24.   PowerShares Dynamic Utilities Portfolio
 
25.   PowerShares Lux Nanotech Portfolio
 
26.   PowerShares Water Resources Portfolio
 
27.   PowerShares Value Line Timeliness Select Portfolio
 
28.   PowerShares Dynamic Hardware & Consumer Electronics Portfolio
 
29.   PowerShares Dynamic Telecommunications & Wireless Portfolio
 
30.   PowerShares Golden Dragon Halter USX China Portfolio
 
31.   PowerShares WilderHill Clean Energy Portfolio
 
32.   PowerShares Dynamic Large Cap Growth Portfolio
 
33.   PowerShares Dynamic Large Cap Value Portfolio
 
34.   PowerShares Dynamic Mid Cap Growth Portfolio
 
35.   PowerShares Dynamic Mid Cap Value Portfolio
 
36.   PowerShares Zacks Small Cap Portfolio
 
37.   PowerShares FTSE RAFI U.S. 1000 Portfolio
 
38.   PowerShares Dynamic Energy Sector Portfolio
 
39.   PowerShares Dynamic Financial Sector Portfolio
 
40.   PowerShares Dynamic Healthcare Sector Portfolio
 
41.   PowerShares Dynamic Healthcare Services Portfolio
 
42.   PowerShares Dynamic Industrials Sector Portfolio
 
43.   PowerShares Dynamic Large Cap Portfolio
 
44.   PowerShares Dynamic MagniQuant Portfolio
 
45.   PowerShares Dynamic Mid Cap Portfolio
 
46.   PowerShares Dynamic Small Cap Portfolio
 
47.   PowerShares Dynamic Technology Sector Portfolio

A-2

 

48.   PowerShares Buyback Achievers Portfolio
 
49.   PowerShares FTSE RAFI Basic Materials Sector Portfolio
 
50.   PowerShares FTSE RAFI Consumer Goods Sector Portfolio
 
51.   PowerShares FTSE RAFI Consumer Services Sector Portfolio
 
52.   PowerShares FTSE RAFI Energy Sector Portfolio
 
53.   PowerShares FTSE RAFI Financials Sector Portfolio
 
54.   PowerShares FTSE RAFI Health Care Sector Portfolio
 
55.   PowerShares FTSE RAFI Industrials Sector Portfolio
 
56.   PowerShares FTSE RAFI Telecommunications & Technology Sector Portfolio
 
57.   PowerShares FTSE RAFI US 1500 Small-Mid Portfolio
 
58.   PowerShares FTSE RAFI Utilities Sector Portfolio
 
59.   PowerShares Cleantech Portfolio
 
60.   PowerShares Dynamic Aggressive Growth Portfolio
 
61.   PowerShares Dynamic Banking Portfolio
 
62.   PowerShares Dynamic Basic Materials Sector Portfolio
 
63.   PowerShares Dynamic Consumer Discretionary Sector Portfolio
 
64.   PowerShares Dynamic Consumer Staples Sector Portfolio
 
65.   PowerShares Dynamic Deep Value Portfolio
 
66.   PowerShares Financial Preferred Portfolio
 
67.   PowerShares Listed Private Equity Portfolio
 
68.   PowerShares DWA Technical Leaders Portfolio
 
69.   PowerShares Value Line Industry Rotation Portfolio
 
70.   PowerShares WilderHill Progressive Energy Portfolio
 
71.   PowerShares S&P 500 BuyWrite Portfolio
 
72.   PowerShares FTSE NASDAQ Small Cap Portfolio

A-3

 

73.   PowerShares NASDAQ Internet Portfolio
 
74.   PowerShares NASDAQ NextQ Portfolio
 
75.   PowerShares Dynamic Brand Name Products Portfolio
 
76.   PowerShares NASDAQ Dividend Achievers Portfolio
 
77.   PowerShares India Tiger Portfolio
 
78.   PowerShares Autonomic Allocation Research Affiliates Portfolio
 
79.   PowerShares REIT Preferred Portfolio
 
80.   PowerShares Value Line 400 Portfolio
 
81.   PowerShares DJIA BuyWrite Portfolio
 
82.   PowerShares NASDAQ-100 BuyWrite Portfolio
 
83.   PowerShares Dynamic Dividend Portfolio
 
84.   PowerShares Security Portfolio
 
85.   PowerShares S&P US Stars Portfolio
 
86.   PowerShares Evangelical 150 Portfolio
 
87.   PowerShares Catholic 150 Portfolio
 
88.   PowerShares NASDAQ Transportation Portfolio
 
89.   PowerShares NASDAQ Financial-100 Portfolio
PowerShares Exchange-Traded Fund Trust II
90.   PowerShares Dynamic Asia Pacific Portfolio
 
91.   PowerShares FTSE RAFI Asia Pacific ex-Japan Portfolio
 
92.   PowerShares FTSE RAFI Developed Markets ex-U.S. Small-Mid Portfolio
 
93.   PowerShares FTSE RAFI Developed Markets ex-U.S. Portfolio
 
94.   PowerShares FTSE RAFI Emerging Markets Portfolio
 
95.   PowerShares FTSE RAFI Europe Portfolio
 
96.   PowerShares FTSE RAFI Europe Small-Mid Portfolio

A-4

 

97.   PowerShares FTSE RAFI Japan Portfolio
 
98.   PowerShares International Listed Private Equity Portfolio
 
99.   PowerShares Global Water Portfolio
 
100.   PowerShares Global Clean Energy Portfolio
 
101.   PowerShares Dynamic Developed International Opportunities Portfolio
 
102.   PowerShares Dynamic Europe Portfolio
 
103.   PowerShares FTSE RAFI International Real Estate Portfolio
 
104.   PowerShares 1-30 Laddered Treasury Portfolio
 
105.   PowerShares Emerging Markets Sovereign Debt Portfolio
 
106.   PowerShares High Yield Corporate Bond Portfolio
 
107.   PowerShares Insured National Municipal Bond Portfolio
 
108.   PowerShares Insured New York Municipal Bond Portfolio
 
109.   PowerShares Insured California Municipal Bond Portfolio
 
110.   PowerShares VRDO Tax-Free Weekly Portfolio
 
111.   PowerShares DWA Developed Markets Technical Leaders
 
112.   PowerShares DWA Emerging Markets Technical Leaders
 
113.   PowerShares Autonomic Balanced NFA Global Asset Portfolio
 
114.   PowerShares Autonomic Balanced Growth NFA Global Asset Portfolio
 
115.   PowerShares Autonomic Growth NFA Global Asset Portfolio
 
116.   PowerShares FTSE RAFI Asia Pacific ex-Japan Small-Mid Portfolio
 
117.   PowerShares Global Nuclear Energy Portfolio
 
118.   PowerShares Preferred Portfolio
 
119.   PowerShares FTSE RAFI Latin America Portfolio
 
120.   PowerShares FTSE RAFI Australia Portfolio
 
121.   PowerShares FTSE RAFI Brazil Portfolio

A-5

 

122.   PowerShares FTSE RAFI Canada Portfolio
 
123.   PowerShares FTSE RAFI China Portfolio
 
124.   PowerShares FTSE RAFI France Portfolio
 
125.   PowerShares FTSE RAFI Germany Portfolio
 
126.   PowerShares FTSE RAFI Hong Kong Portfolio
 
127.   PowerShares FTSE RAFI Mexico Portfolio
 
128.   PowerShares FTSE RAFI South Africa Portfolio
 
129.   PowerShares FTSE RAFI South Korea Portfolio
 
130.   PowerShares FTSE RAFI Taiwan Portfolio
 
131.   PowerShares FTSE RAFI United Kingdom Portfolio
 
132.   PowerShares Dynamic Emerging Markets Portfolio
 
133.   PowerShares Developed International Growth Portfolio
 
134.   PowerShares Developed International Value Portfolio
 
135.   PowerShares Dynamic Japan Portfolio
 
136.   PowerShares Dynamic Australia Portfolio
 
137.   PowerShares Dynamic Canada Portfolio
 
138.   PowerShares Dynamic France Portfolio
 
139.   PowerShares Dynamic Germany Portfolio
 
140.   PowerShares Dynamic UK Portfolio
 
141.   PowerShares Ireland Portfolio
 
142.   PowerShares S&P European Stars Portfolio
 
143.   PowerShares Investment Grade Corporate Bond Portfolio
 
144.   PowerShares Aggregate Bond Portfolio
 
145.   PowerShares 1-20 Laddered Treasury Portfolio
 
146.   PowerShares 1-10 Laddered Treasury Portfolio

A-6

 

147.   PowerShares 1-5 Laddered Treasury Portfolio
 
148.   PowerShares National Municipal Bond Portfolio
 
149.   PowerShares Developed Markets Infrastructure Portfolio
 
150.   PowerShares Emerging Markets Infrastructure Portfolio
 
151.   PowerShares Space and Satellite Portfolio
 
152.   PowerShares DJ Global Exchanges Portfolio
 
153.   PowerShares Asia-Pacific Water Portfolio
 
154.   PowerShares MENA Frontier Countries Portfolio
 
155.   PowerShares Global Wind Energy Portfolio
PowerShares India Exchange-Traded Fund Trust
156.   PowerShares India Portfolio
PowerShares Actively Managed Exchange-Traded Fund Trust
157.   PowerShares Active AlphaQ Fund
 
158.   PowerShares Active Alpha Multi-Cap Fund
 
159.   PowerShares Active Mega Cap Fund
 
160.   PowerShares Active Low Duration Fund

A-7

 

SCHEDULE B
SERIES
     The premium of the Bond shall be allocated 25% to each Trust, one-half per capita and one-half pro rata by assets to each Series of a Trust then existing as of May 1, 2008.

B-1

 

PERIOD FOR WHICH PREMIUMS HAVE BEEN PAID
The premiums for the PowerShares Exchange Traded Fund Trust II have been paid through May 1, 2008 through May 1, 2009.
         
By:     /s/ Harold Bruce Bond    
    Harold Bruce Bond   
    July 25, 2008  

 

 

         
AMOUNT OF THE SINGLE INSURED BOND WHICH EACH INVESTMENT COMPANY WOULD HAVE PROVIDED AND MAINTAINED HAD EACH COMPANY NOT BEEN NAMED AS AN INSURED UNDER A JOINT INSURED BOND
Had the following investment companies not been named as insured under a joint insured bond, pursuant to section 17g-1(g)(1)(B)(iii), each of them would have provided and maintained a single insured bond in the amounts set forth below:
         
1. PowerShares Global Wind Energy Portfolio
  $ 200,000.00  
         
     
/s/ Harold Bruce Bond     July 25, 2008 
Harold Bruce Bond