def14a
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant þ
Filed by a Party other than the Registrant o
Check the appropriate box:
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Preliminary Proxy Statement |
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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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Definitive Proxy Statement |
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Definitive Additional Materials |
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Soliciting Material Pursuant to § 240.14a-11(c) or § 240.14a-12 |
AIM SECTOR FUNDS (INVESCO SECTOR FUNDS)
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
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No fee required. |
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Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
1) Title of each class of securities to which transaction applies:
2) Aggregate number of securities to which transaction applies:
3) Per unit price or other underlying value of transaction computed pursuant to Exchange
Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it
was determined):
4) Proposed maximum aggregate value of transaction:
5) Total fee paid:
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Fee paid previously with preliminary materials. |
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Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify
the previous filing by registration statement number, or the Form or Schedule and the date of
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1) Amount Previously Paid:
2) Form, Schedule or Registration Statement No.:
3) Filing Party:
AIM
SECTOR FUNDS (INVESCO SECTOR FUNDS)
INVESCO UTILITIES FUND
11 Greenway Plaza, Suite 1000
Houston, Texas
77046-1173
December 10,
2012
Dear Shareholder:
AIM Sector Funds (Invesco Sector Funds) (the Trust)
will hold a special meeting of Shareholders (the Special
Meeting) on February 1, 2013, at 11 Greenway
Plaza, Suite 1000, Houston, Texas
77046-1173.
The purpose of the Special Meeting is to vote on an important
proposal affecting the Invesco Utilities Fund (the
Fund). This package contains important information
about the proposal, a proxy statement, simple instructions on
how to vote by phone or via the Internet, and a business reply
envelope for you to vote by mail.
The Board of Trustees of the Trust (the Board) has
carefully considered the proposal below, and unanimously
recommends that you vote FOR the proposal. The enclosed
proxy statement provides you with detailed information on the
proposal, including how it will benefit shareholders.
The Board is requesting that you:
Approve the elimination of the Funds fundamental
investment restriction that requires the Fund to concentrate its
investments in the securities of issuers engaged primarily in
utilities-related industries.
The Fund may also transact any other business, not currently
contemplated, that may properly come before the Meeting, in the
discretion of the proxies or their substitutes.
The Board is recommending this change to allow the Fund to
implement desired changes to its name, investment objective and
strategies, which will permit the Fund to transition from a
utilities-focused fund to a diversified high income-seeking
equity fund, as described in this Proxy Statement.
Your vote is important. Please take a moment after reviewing the
enclosed materials to sign and return your proxy card in the
enclosed postage paid return envelope. If you attend the Special
Meeting, you may vote your shares in person. If you expect to
attend the Special Meeting in person, or have questions, please
notify us by calling
(800) 952-3502.
You may also vote by telephone or through a website established
for that purpose by following the instructions that appear on
the enclosed proxy card. If we do not hear from you after a
reasonable amount of time, you may receive a telephone call from
our proxy solicitor, Computershare Fund Services, reminding
you to vote your shares.
Sincerely,
Philip A. Taylor
President and Principal Executive Officer
AIM
SECTOR FUNDS (INVESCO SECTOR FUNDS)
INVESCO UTILITIES FUND
11 Greenway Plaza, Suite 1000
Houston, Texas
77046-1173
NOTICE OF
SPECIAL MEETING OF SHAREHOLDERS
TO BE HELD ON FEBRUARY 1, 2013
Notice is hereby given to the shareholders of Invesco Utilities
Fund (the Fund), a series portfolio of AIM Sector
Funds (Invesco Sector Funds) (the Trust), that the
Fund will hold a special meeting of shareholders (the
Special Meeting) on February 1, 2013 at
11 Greenway Plaza, Suite 1000, Houston, Texas
77046-1173.
The Special Meeting will begin at 10:00 a.m. Central
Time.
The Board of Trustees of the Trust (the Board) has
carefully considered the proposal below, and unanimously
recommends that you vote FOR the proposal. The enclosed
proxy statement provides you with detailed information on the
proposal, including how it will benefit shareholders.
We cordially invite you to attend our Special Meeting of
Shareholders, at which the Board is requesting that you vote to:
Approve the elimination of the Funds fundamental
investment restriction that requires the Fund to concentrate its
investments in the securities of issuers engaged primarily in
utilities-related industries.
The Fund may also transact any other business, not currently
contemplated, that may properly come before the Special Meeting,
in the discretion of the proxies or their substitutes.
Shareholders of record of the Fund as of the close of business
on November 27, 2012 are entitled to notice of, and to vote
at, the Special Meeting or any adjournment or postponement of
the Special Meeting.
We request that you execute and return promptly in the
enclosed envelope the accompanying proxy card. The Board is
soliciting your vote on the proposal set forth above. You may
also vote by telephone or through a website established for that
purpose by following the instructions on the enclosed proxy
material. Your vote is important for the purpose of ensuring a
quorum at the Special Meeting. You may revoke your proxy at any
time before it is exercised by executing and submitting a
revised proxy card, by giving written notice of revocation to
the Trusts secretary or by voting in person at the Special
Meeting.
John M. Zerr
Secretary
December 10, 2012
Important Notice Regarding the Availability of Proxy
Materials
for the Special Meeting of Shareholders to Be Held on February
1, 2013.
The Proxy Statement is available at:
https://www.proxy-direct.com/inv-24131
AIM
SECTOR FUNDS (INVESCO SECTOR FUNDS)
INVESCO UTILITIES FUND
11 Greenway Plaza, Suite 1000
Houston, Texas
77046-1173
SPECIAL
MEETING OF SHAREHOLDERS
To Be Held On February 1, 2013
INFORMATION ABOUT THE SPECIAL MEETING AND VOTING
Why Did We Send You This Proxy Statement?
We are sending you this Proxy Statement and the enclosed proxy
card on behalf of Invesco Utilities Fund (the Fund),
a series portfolio of AIM Sector Funds (Invesco Sector Funds)
(the Trust) because the Board of Trustees of the
Trust (the Board) is soliciting your proxy to vote
at a special meeting of shareholders (the Special
Meeting) and at any adjournments or postponements of the
Special Meeting. This Proxy Statement provides you with
information about the business to be conducted at the Special
Meeting. You do not need to attend the Special Meeting to vote
your shares. Instead, you may simply complete, sign and return
the enclosed proxy card or vote by telephone or through a
website established for that purpose.
The Trust intends to mail this Proxy Statement, the enclosed
Notice of Special Meeting of Shareholders and the enclosed proxy
card on or about December 10, 2012, to all shareholders
entitled to vote. The proxy material will also be available on
or about December 10, 2012 at www.invesco.com/us.
Shareholders of record of any class of the Fund as of the close
of business on November 27, 2012 (the Record
Date), are entitled to vote their respective shares at the
Special Meeting. The number of shares outstanding of each class
of the Fund on the Record Date can be found in Exhibit A.
Each share of the Fund that you own entitles you to one vote on
the proposal (a fractional share has a fractional vote).
We have previously sent to shareholders the most recent annual
report for the Fund, including financial statements. If you have
not received such report or would like to receive an additional
copy, please contact Invesco Investment Services, Inc.,
11 Greenway Plaza, Suite 1000, Houston, Texas
77046-1173,
or call
(800) 959-4246.
We will furnish such report free of charge.
When and Where Will the Special Meeting Be Held?
We are holding the Special Meeting at 11 Greenway Plaza,
Suite 1000, Houston, Texas 77046 on February 1, 2013,
at 10:00 a.m., Central Time.
What is the Proposal to Be Voted on at the Special
Meeting?
Shareholders of the Fund are being asked to approve the
elimination of one of the Funds fundamental investment
restrictions (the Proposal). The fundamental
restriction states: Invesco Utilities Fund will
concentrate (as that term may be defined or interpreted by the
1940 Act Laws, Interpretations and Exemptions) its investments
in the securities of issuers engaged primarily in
utilities-related industries. The proposed elimination of
this fundamental restriction will permit the Fund to transition
from a utilities securities-based fund to a diversified high
income-seeking equity fund. As part of this transition, the Fund
will also implement changes to its name, investment objective
and principal investment strategies, which were approved by the
Board at a meeting held on October
24-26, 2012.
While the changes to the Funds name, investment objective
and principal investment strategies do not, in and of
themselves, require shareholder approval, elimination of the
fundamental restriction does require shareholder approval.
Shareholders may also transact any other business currently
contemplated that may properly come before the Special Meeting
in the discretion of the proxies or their substitutes.
What Other Changes Will Be Made to the Fund If
Shareholders Approve Eliminating the Fundamental Restriction?
The Board has approved certain other changes that will take
effect only if shareholders approve the Proposal. These include
the following:
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Renaming the Fund as Invesco Dividend Income Fund;
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Adopting a new investment objective consistent with the new name;
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Adopting a new principal investment strategy that requires the
Fund to invest at least 80% of its assets in dividend-paying
equity securities;
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Removing the Funds non-fundamental investment restriction
that defines utilities-related issuers;
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Changing the Funds distribution frequency from quarterly
to monthly;
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Changing certain of the Funds benchmarks; and
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Making an additional distribution to Fund shareholders of any
capital gains realized from the repositioning of the Funds
portfolio.
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Each of these changes is described in greater detail in this
Proxy Statement. Management will reevaluate whether to make the
above changes if the Proposal is not approved. Please refer to
Proposal Approval of Elimination of a
Fundamental Investment Restriction for more information
about these changes.
How Will the Funds Investments be Affected by the
Proposed Change to the Funds Investment Strategy?
Currently, the Fund is a sector fund that invests at least 80%
of its net assets in securities of issuers engaged in
utilities-related industries. The principal investment strategy
that would apply if the Proposal is approved would require the
Fund to invest at least 80% of its net assets in dividend-paying
equity securities and in other instruments that have economic
characteristics similar to such securities. While this new
strategy would likely still include investments in
utilities-related issuers, the Funds investments would be
more broadly diversified to include dividend-paying equity
securities in other sectors such as Consumer Staples, Health
Care and Energy, among others. To effect this change, a portion
of the Funds current investments in utilities-related
securities would be sold and the Fund would purchase
dividend-paying equity securities in new sectors, resulting in
the holdings in the Funds portfolio being significantly
different than the holdings under the current strategy. The tax
impact and transaction costs associated with this repositioning
are described below and under the What is the Tax Impact
of the Portfolio Repositioning Resulting from the Proposed
Changes? section of this Proxy Statement.
Why is the Board Proposing This Change to the Funds
Investment Strategy?
Invesco Advisers, Inc., the Funds investment adviser (the
Adviser), believes, and the Board considered, that
the proposed new investment strategy would greatly expand the
pool of potential investments for the Fund by permitting the
Fund to focus on investments outside of the utilities sector.
Under the new investment strategy, the Adviser will seek to
deliver high current income with less volatility and greater
downside protection versus the broad market. The changes to the
Fund are expected to decrease sector-specific volatility over a
full market cycle while maintaining an income bias by investing
in a broader range of sectors and holding a greater number of
issuers. The new investment objective and strategy will allow
investors to diversify their sources of income through the
Funds broader investment mandate, while still providing an
opportunity for modest growth in capital. The Adviser noted, and
the Board considered, that like most high income-seeking equity
funds, the Funds new investment strategy is likely to
underperform the broader equity market during equity market
rallies but has the potential to outperform the broader equity
market during periods of market stress. The Adviser believes,
and the Board considered, that this change will broaden the
distribution appeal of the Fund to investors seeking high
current equity income versus the Funds current, single
sector investment strategy.
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Will the Proposal Result in any Tax Impact to the
Fund?
The repositioning of the Fund as a diversified high
income-seeking equity fund will result in the sale of a portion
of the Funds portfolio securities as the Funds
portfolio managers align the portfolio with the new investment
strategy. These sales may result in the realization of capital
gains, reduced by any available capital loss carryovers, which
would be distributed to shareholders. The amount of any capital
gains that may be realized and distributed to the shareholders
of the Fund will depend upon a variety of factors, including the
Funds net unrealized appreciation in the value of its
portfolio assets at that time. Based on net unrealized
appreciation in portfolio investments at September 30, 2012
on a book basis, the Fund would realize an estimated $27,520,000
of long-term capital gains ($1.27 per share; 7% of NAV),
assuming that 65% of its portfolio investments are sold on a
pro-rata basis. The Funds tax basis capital loss carryover
of $11,849,000 (as reduced by realized gains through
September 30, 2012) was utilized in this estimate which is
subject to limitations from a previous reorganization, which may
limit the Funds ability to utilize a portion of the
capital loss carryover. Depending upon the particular securities
sold in the repositioning and the amount of gains realized, the
utilization of the capital loss carryover could be limited in
which case the amount of distributable gains would increase.
The Fund will also incur transaction costs, such as commissions,
due to the repositioning of the portfolio, as the percentage of
investments expected to be sold is more than double the
Funds typical annual portfolio turnover rate. Invesco
believes that these portfolio turnover costs would total
approximately $1,026,639.00 ($0.05 per share).
How Do I Vote in Person?
If you do attend the Special Meeting, were the record owner of
your shares on the Record Date, and wish to vote in person, we
will provide you with a ballot prior to the vote. However, if
your shares were held in the name of your broker, bank or other
nominee, you are required to bring a letter from the nominee
indicating that you are the beneficial owner of the shares on
the Record Date and authorizing you to vote. The letter must
also state whether before the Special Meeting you authorized a
proxy to vote for you and if so, how you instructed such proxy
to vote. Please call the Trust at
(800) 952-3502
if you plan to attend the Special Meeting.
How Do I Vote by Proxy?
Whether you plan to attend the Special Meeting or not, we urge
you to complete, sign and date the enclosed proxy card and to
return it promptly in the envelope provided. Returning the proxy
card will not affect your right to attend the Special Meeting or
to vote at the Special Meeting if you choose to do so.
If you properly complete and sign your proxy card and send it to
us in time to vote at the Special Meeting, your
proxy (the individual(s) named on your proxy card)
will vote your shares as you have directed. If you sign your
proxy card but do not make specific choices, your proxy will
vote your shares as recommended by the Board as follows and in
accordance with managements recommendation on other
matters:
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FOR eliminating the Funds fundamental investment
restriction that requires the Fund to concentrate its
investments in the securities of issuers engaged primarily in
utilities-related industries.
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Your proxy will have the authority to vote and act on your
behalf at any adjournment or postponement of the Special Meeting.
Shareholders may also transact any other business not currently
contemplated that may properly come before the Special Meeting
in the discretion of the proxies or their substitutes.
How Do I Vote by Telephone or the Internet?
You may vote your shares by telephone or through a website
established for that purpose by following the instructions that
appear on the proxy card accompanying this Proxy Statement.
3
May I Revoke My Vote?
If you authorize a proxy to vote for you, you may revoke the
authorization at any time before it is exercised. You can do
this in one of four ways:
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You may send in another proxy card at a later date, prior to the
Shareholder Meeting.
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If you submitted a proxy by telephone, via the Internet or via
an alternative method of voting permitted by your broker, you
may submit another proxy by telephone, via the Internet, or via
such alternative method of voting, or send in another proxy with
a later date.
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You may notify the Trusts secretary in writing before the
Special Meeting that you have revoked your proxy.
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You may vote in person at the Special Meeting, as set forth
above under the heading, How Do I Vote in Person?
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What Is the Quorum Requirement?
A quorum of shareholders is necessary to hold a valid meeting. A
quorum will exist for the Fund if shareholders entitled to vote
one-third of the issued and outstanding shares of the Fund on
the Record Date are present at the Special Meeting in person or
by proxy.
Under rules applicable to broker-dealers, your broker will not
be entitled to vote on the proposal unless it has received
instructions from you. A broker non-vote occurs when
a broker has not received voting instructions from a shareholder
and is barred from voting the shares without shareholder
instructions because the proposal is considered to be
non-routine. The proposal described in this proxy statement is
considered non-routine and, therefore, your broker will not be
permitted to vote your shares if it has not received
instructions from you, and the shares will be considered
broker non-votes. As a result, we urge you to
complete and send in your proxy or voting instructions so your
vote can be counted.
Abstentions and broker non-votes will count as shares present at
the Special Meeting for purposes of establishing a quorum.
Could There Be an Adjournment of the Special Meeting?
If a quorum is not present at the Special Meeting or a quorum is
present but sufficient votes to approve the Proposal are not
received, then the person(s) presiding over the Special Meeting
or the persons named as proxies may propose one or more
adjournments of the Special Meeting of the Fund to allow for
further solicitation of proxies. The persons named as proxies
will vote those proxies that they are entitled to vote in favor
of such an adjournment, provided that they determine that such
an adjournment and additional solicitation is reasonable and in
the interest of shareholders based on a consideration of all
relevant factors, including, among other things, the percentage
of votes then cast, the percentage of negative votes then cast,
the nature of the proposed solicitation activities, and the
nature of the reasons for such further solicitation.
What Is the Vote Necessary to Approve the Proposal?
Approval of the Proposal requires the lesser of (a) the
affirmative vote of 67% or more of the shares of the Fund
present or represented by proxy at the Special Meeting, if the
holders of more than 50% of the outstanding shares of the Fund
on the Record Date are present or represented by proxy, or
(b) the affirmative vote of more than 50% of the
outstanding shares of the Fund on the Record Date. Abstentions
and broker non-votes are counted as present for purposes of
establishing quorum but are not considered votes cast at the
Special Meeting. As a result, they have the same effect as a
vote against the Proposal because approval of the Proposal
requires the affirmative vote of a percentage of the shares
present or represented by proxy at the Special Meeting or a
percentage of the outstanding shares of the Fund.
How Will Proxies Be Solicited and Who Will Pay?
The Trust has engaged the services of Computershare
Fund Services (the Solicitor) to assist in the
solicitation of proxies for the Special Meeting. The
Solicitors costs for the Fund are currently estimated to
be
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in the aggregate approximately $55,000. The Trust expects to
solicit proxies principally by mail, but the Trust or the
Solicitor may also solicit proxies by telephone, facsimile or
personal interview. The Trusts officers will not receive
any additional or special compensation for any such
solicitation. The Adviser will pay the cost of soliciting
proxies.
Will Any Other Matters Be Voted on at the Special Meeting?
Management is not aware of any matters to be presented at the
Special Meeting other than those discussed in this Proxy
Statement. If any other matters properly come before the Special
Meeting, the shares represented by proxies will be voted on
those matters in the discretion of the proxies or their
substitutes and generally in accordance with managements
recommendation.
How May a Shareholder Proposal Be Submitted?
As a general matter, the Fund does not hold regular meetings of
shareholders. Shareholder proposals for consideration at a
meeting of shareholders of the Fund should be submitted to the
Trust at the address set forth on the first page of this Proxy
Statement. To be considered for presentation at a meeting of
shareholders, the Trust must receive proposals within a
reasonable time, as determined by the Trusts management,
before proxy materials are prepared for the meeting. Such
proposals also must comply with applicable law.
5
PROPOSAL
APPROVAL
OF ELIMINATION OF A FUNDAMENTAL INVESTMENT RESTRICTION
What Am I Being Asked to Approve?
At a meeting held on October
24-26, 2012,
the Board, upon recommendation of the Adviser, unanimously
approved a proposal to eliminate the following fundamental
restriction of the Fund (the Fundamental
Restriction):
Invesco Utilities Fund will concentrate (as that term may
be defined or interpreted by the 1940 Act Laws, Interpretations
and Exemptions) its investments in the securities of issuers
engaged primarily in utilities-related industries.
If the removal of the Fundamental Restriction is approved, the
Adviser will transition the Fund to a diversified high
income-seeking equity fund. In connection with this transition,
the Board approved several additional changes to the Fund,
including changes to its name, investment objective, principal
investment strategies and dividend distribution frequency. The
Board also approved the removal of the following non-fundamental
investment restriction of the Fund, which will no longer be
necessary as it defines utilities related industries
as used in the Fundamental Restriction:
For purposes of Invesco Utilities Funds fundamental
investment restriction regarding industry concentration an
issuer will be considered to be engaged in a utilities-related
industry if (1) at least 50% of its gross income or its net
sales are derived from activities in utilities-related
industries; (2) at least 50% of its total assets are
devoted to producing revenues in utilities-related industries;
or (3) based on other available information, the
Funds portfolio manager(s) determines that its primary
business is within utilities-related industries.
The chart set forth below summarizes the differences between the
Fund as it is currently positioned and the Fund as it would be
positioned if the Proposal is approved.
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Current
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Proposed
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Name
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Invesco Utilities Fund
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Invesco Dividend Income Fund
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Investment Objective
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Long-term growth of capital and, secondarily, current income
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Current Income and long-term growth of capital
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Portfolio Managers
(no change)
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Meggan Walsh and Robert Botard
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Meggan Walsh and Robert Botard
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Principal Investment
Strategies
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The Fund invests, under normal circumstances, at least 80% of
its net assets (plus any borrowings for investment purposes) in
securities of issuers engaged in utilities-related industries.
The Fund invests predominantly in equity securities. In
complying with the 80% investment requirement, the Fund may
include synthetic securities that have economic characteristics
similar to the Funds direct investments that are counted
toward the 80% investment requirement. The Fund may invest up
to 25% of its net assets in foreign securities, including U.S.
dollar-denominated securities, of issuers doing business in
utilities-related industries.
In selecting investments, the portfolio managers seek to
identify issuers predominantly within the electric utility,
natural gas, water and telecommunications industries. The
investment team generally emphasizes issuers with solid balance
sheets and operational cash flow that support sustained or
increasing dividends. Through fundamental research, financial
statement analysis and multiple valuation metrics, the
management team estimates a target price for each security over
a two- to three-year investment horizon.
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The Fund invests, under normal circumstances, at least 80% of
its net assets (plus any borrowings for investment purposes) in
dividend-paying equity securities and in other instruments that
have economic characteristics similar to such securities. The
Fund may invest up to 25% of its net assets in foreign
securities. The Fund may invest in securities issued by
companies of any market capitalization but is currently focused
on large capitalization companies.
In selecting investments, the portfolio managers seek to deliver
the value of dividend investing by identifying primarily
above-market yielding stocks with consistent and defensible
dividends. The portfolio managers process also emphasizes
long-term capital appreciation. Through fundamental research,
the management team measures the strength and sustainability of
a companys dividend by analyzing the free cash flow
potential over various economic environments. The portfolio
managers construct a portfolio they believe provides
above-average dividend income and the potential to grow capital
over the long-term. Portfolio risk is managed
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6
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Current
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Proposed
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The portfolio managers then construct a portfolio which they
believe provides the best total return potential based on a
combination of price appreciation, dividend income and a
favorable risk profile. The portfolio managers consider whether
to sell a particular security when any of these factors
materially change.
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utilizing careful stock selection, maintaining exposure to
multiple sectors and employing a rigorous buy-and-sell
discipline.
The portfolio managers consider selling or trimming a stock when
it no longer materially meets their investment criteria,
including when (1) a stock reaches its fair valuation (target
price); (2) there is deterioration in the capital structure; or
(3) a more attractive investment opportunity presents itself.
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Principal Risks
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Foreign Securities Risk. The dollar value of the
Funds foreign investments may be affected by changes in
the exchange rates between the dollar and the currencies in
which those investments are traded. The value of the
Funds foreign investments may be adversely affected by
political and social instability in their home countries, by
changes in economic or taxation policies in those countries, or
by the difficulty in enforcing obligations in those countries.
Foreign companies generally may be subject to less stringent
regulations than U.S. companies, including financial reporting
requirements and auditing and accounting controls. As a result,
there generally is less publicly available information about
foreign companies than about U.S. companies. Trading in many
foreign securities may be less liquid and more volatile than
U.S. securities due to the size of the market or other factors.
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Foreign Securities Risk. The dollar value of the
Funds foreign investments may be affected by changes in
the exchange rates between the dollar and the currencies in
which those investments are traded. The value of the
Funds foreign investments may be adversely affected by
political and social instability in their home countries, by
changes in economic or taxation policies in those countries, or
by the difficulty in enforcing obligations in those countries.
Foreign companies generally may be subject to less stringent
regulations than U.S. companies, including financial reporting
requirements and auditing and accounting controls. As a result,
there generally is less publicly available information about
foreign companies than about U.S. companies. Trading in many
foreign securities may be less liquid and more volatile than
U.S. securities due to the size of the market or other factors.
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Management Risk. The investment techniques and risk
analysis used by the Funds portfolio managers may not
produce the desired results.
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Management Risk. The investment techniques and risk
analysis used by the Funds portfolio managers may not
produce the desired results.
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Market Risk. The prices of and the income generated by
the Funds securities may decline in response to, among
other things, investor sentiment, general economic and market
conditions, regional or global instability, and currency and
interest rate fluctuations.
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Market Risk. The prices of and the income generated by
the Funds securities may decline in response to, among
other things, investor sentiment, general economic and market
conditions, regional or global instability, and currency and
interest rate fluctuations.
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Sector Fund Risk. The Funds investments are
concentrated in a comparatively narrow segment of the economy.
This means that the Funds investment concentration in the
sector is higher than most mutual funds and the broad securities
market. Consequently, the Fund may be more volatile than other
mutual funds, and consequently the value of an investment in the
Fund may tend to rise and fall more rapidly.
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Synthetic Securities Risk. Fluctuations in the values of
synthetic securities may not correlate perfectly with the
instruments they are designed to replicate. Synthetic
securities may be subject to interest rate changes, market price
fluctuations, counterparty risk and liquidity risk.
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Utilities Sector Risk. Governmental regulation,
difficulties in obtaining adequate financing and investment
return, environmental issues, prices of fuel for generation of
electricity, availability of natural gas, risks associated with
power marketing and trading, and risks associated with nuclear
power facilities may adversely affect the market value of the
Funds holdings. Deregulation in the utilities industry
presents special risks. Some companies may be faced with
increased competition and may become less profitable.
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7
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Current
|
|
Proposed
|
|
|
Net Assets
|
|
Annual Rate
|
|
Net Assets
|
|
Annual Rate
|
Advisory Fee
|
|
First $350 million
|
|
0.75%
|
|
First $350 million
|
|
0.75%
|
(no change)
|
|
Next $350 million
|
|
0.65%
|
|
Next $350 million
|
|
0.65%
|
|
|
Next $1.3 billion
|
|
0.55%
|
|
Next $1.3 billion
|
|
0.55%
|
|
|
Next $2 billion
|
|
0.45%
|
|
Next $2 billion
|
|
0.45%
|
|
|
Next $2 billion
|
|
0.40%
|
|
Next $2 billion
|
|
0.40%
|
|
|
Next $2 billion
|
|
0.375%
|
|
Next $2 billion
|
|
0.375%
|
|
|
Over $8 billion
|
|
0.35%
|
|
Over $8 billion
|
|
0.35%
|
|
|
|
|
|
|
|
|
|
Expense
Ratios1
|
|
Class A Shares
|
|
1.32%
|
|
Class A Shares
|
|
1.10%
|
|
|
Class B Shares
|
|
2.07%
|
|
Class B Shares
|
|
1.85%
|
|
|
Class C Shares
|
|
2.07%
|
|
Class C Shares
|
|
1.85%
|
|
|
Class R5 Shares
|
|
1.07%
|
|
Class R5 Shares
|
|
0.85%
|
|
|
Class R6 Shares
|
|
1.07%
|
|
Class R6 Shares
|
|
0.85%
|
|
|
Class Y Shares
|
|
1.07%
|
|
Class Y Shares
|
|
0.85%
|
|
|
Investor Class Shares
|
|
1.32%
|
|
Investor Class Shares
|
|
1.10%
|
|
|
|
|
|
|
|
|
|
Distribution Frequency
|
|
Quarterly
|
|
Monthly
|
|
|
|
|
|
|
|
|
|
Benchmarks
|
|
S&P
500®
Index
|
|
S&P
500®
Index
|
|
|
S&P
500®
Utilities Index
|
|
Russell 1000 Value Index
|
|
|
Lipper Utility Funds Index
|
|
Dow Jones Select Dividend Index Lipper Equity Income Funds
Index
|
|
|
|
|
|
|
|
|
|
|
|
1 |
Represents expense ratios after
fee waivers/expense reimbursements. Proposed rates would be
effective for one year following the effective date of the Fund
changes described herein. See the section below titled How
Will the Proposed Elimination of the Fundamental Restriction
Benefit the Fund for additional information about the fee
waiver/expense reimbursement. Both the current and proposed
expense ratios before fee waivers and/or expense reimbursements
are expected to be the same. The Funds current expense
ratios are as follows: 1.33%, 2.08%, 2.08%, 0.87%, 0.82%, 1.08%
and 1.33% for Class A, Class B, Class C,
Class R5, Class R6, Class Y and Investor
Class Shares, respectively.
|
If shareholders approve the Proposal, the Fund will be renamed
Invesco Dividend Income Fund and its investment
objective and investment strategies, consistent with its new
name, will change as discussed in detail above. The Board may
change the Funds name, investment objective and investment
strategies without shareholder approval. If shareholders do not
approve the Proposal, the Board will consider other appropriate
actions for the Fund.
How Will the Proposed Elimination of the Fundamental
Restriction Benefit the Fund?
The Adviser believes, and the Board considered, that the
proposed new investment strategy would greatly expand the pool
of potential investments for the Fund by permitting the Fund to
focus on investments outside of the utilities sector. Under the
new investment strategy, the Adviser will seek to deliver high
current income with less volatility and greater downside
protection versus the broad market. The changes to the Fund are
expected to decrease sector-specific volatility over a full
market cycle while maintaining an income bias by investing in a
broader range of sectors and holding a greater number of
issuers. The new investment objective and strategy will allow
investors to diversify their sources of income through the
Funds broader investment mandate, while still providing an
opportunity for modest growth in capital. The Adviser noted, and
the Board considered, that like most high income-seeking equity
funds, the Funds new investment strategy is likely to
underperform the broader equity market during equity market
rallies but has the potential to outperform the broader equity
market during periods of market stress. The Adviser believes,
and the Board considered, that this change will broaden the
distribution appeal of the Fund to investors seeking high
current equity income versus the Funds current, single
sector investment strategy.
In addition, the Adviser has contractually agreed with the Fund,
through June 30, 2013, to waive advisory fees
and/or
reimburse expenses to the extent necessary to limit the total
expense ratio (TER) for all share classes of the
Fund at 1.32%, 2.07%, 2.07%, 1.07%, 1.07%, 1.07% and 1.32% for
Class A, Class B, Class C, Class R5,
Class R6, Class Y and Investor Class Shares,
respectively. The Funds current TER cap for Class A
Shares is 1.32%.
8
If the changes to the Funds name and strategies are
approved, the TER caps will be further reduced for all share
classes of the Fund as follows: 1.10%, 1.85%, 1.85%, 0.85%,
0.85%, 0.85% and 1.10% for Class A, Class B, Class C, Class R5,
Class R6, Class Y and Investor Class Shares, respectively. The
reduced caps will be effective for one year following the
effective date of the Fund changes described herein. The savings
to the Funds shareholders amounts to approximately
$1.1 million, representing Fund expenses that will be paid
by the Adviser as a result of the reduced caps. The Funds
expenses before waivers
and/or
reimbursements are not expected to change as a result of the
implementation of the changes to the Fund described herein.
What is the Tax Impact of the Portfolio Repositioning
Resulting from the Proposed Changes?
The repositioning of the Fund as a diversified high
income-seeking equity fund will result in the sale of a portion
of the Funds portfolio securities as the Funds
portfolio managers align the portfolio with the new investment
strategy. These sales may result in the realization of capital
gains, reduced by any available capital loss carryovers, which
would be distributed to shareholders. The amount of any capital
gains that may be realized and distributed to the shareholders
of the Fund will depend upon a variety of factors, including the
Funds net unrealized appreciation in the value of its
portfolio assets at that time. Based on net unrealized
appreciation in portfolio investments at September 30, 2012
on a book basis, the Fund would realize an estimated $27,520,000
of long-term capital gains ($1.27 per share; 7% of NAV),
assuming that 65% of its portfolio investments are sold on a
pro-rata basis. The Funds tax basis capital loss carryover
of $11,849,000 (as reduced by realized gains through September
30, 2012) was utilized in this estimate which is subject to
limitations from a previous reorganization, which may limit the
Funds ability to utilize a portion of the capital loss
carryover. Depending upon the particular securities sold in the
repositioning and the amount of gains realized, the utilization
of the capital loss carryover could be limited in which case the
amount of distributable gains would increase.
The Fund will also incur transaction costs, such as commissions,
due to the repositioning of the portfolio, as the percentage of
investments expected to be sold is more than double the
Funds typical annual portfolio turnover rate. Invesco
believes that these portfolio turnover costs would total
approximately $1,026,639.00 ($0.05 per share).
In 2013, the Fund may declare and pay a distribution to its
shareholders of the capital gains realized by the Fund (net of
available capital loss carryovers) as a result of such
repositioning. If the Fund decides to make this additional
distribution, it plans to apply to the SEC for an exemption from
Section 19(b) to make an additional capital gains
distribution due to unforeseen circumstances given
the nonrecurring nature of this potential distribution. The Fund
would file for this exemption as a precautionary measure in
early 2013. In the event the Fund is not granted an exemption,
the Fund may not make this special capital gains distribution to
shareholders and capital gains resulting from the repositioning
would be paid to shareholders in the ordinary course.
This additional dividend should not impact the timing of the
recognition in income by individual shareholders of these
capital gains. All net capital gains recognized due to the
repositioning, if not earlier distributed, would likely be
distributed by December 31, 2013 in order for the Fund to
satisfy its annual distribution requirements and avoid excise
tax. Additionally, short-term and long-term capital gains are
currently taxed at reduced rates. These reduced rates are
presently scheduled to sunset December 31, 2012, unless
Congress extends the rates presently in effect (possibly
retroactively to January 1, 2013) or makes them
permanent. If these rates sunset without legislative action, the
highest marginal rate for short-term capital gains would
increase from 35% to 39.6%, and the highest rate for long-term
capital gains would increase from 15% to 20%. Effective
January 1, 2013, a 3.8% Medicare tax will be imposed on
income dividends and capital gain distributions received by
U.S. individuals, estates and trusts subject to certain
threshold amounts.
In the event the Fund later realizes capital losses that reduce
the amount of capital gains otherwise distributable to
shareholders for such fiscal year, all or a portion of such
distribution may be classified as a return of capital. Return of
capital distributions generally are not taxable to shareholders.
Your cost basis in your Fund shares will be decreased by the
amount of any return of capital. Any return of capital
distributions in excess of your cost basis will be treated as
capital gains.
9
Shareholder-initiated redemptions resulting from the proposed
changes could subject the capital loss carryovers of the Fund to
an annual limitation if they result in a more than 50%
change in ownership of the Fund. An ownership change
could result in capital loss carryovers being used at a slower
rate, thereby reducing the Funds ability to offset capital
gains with those losses and possibly causing the Fund to pay out
more capital gains as a result of such repositioning than if
such ownership change had not occurred.
The above considerations are general in nature and individual
shareholders should consult their own tax advisors as to the
federal, state, local, and foreign tax considerations applicable
to them and their individual circumstances. These same
considerations generally do not apply to shareholders who hold
their shares in a tax-deferred account except that such
shareholders will bear their proportionate share of any
transaction costs, such as commissions, resulting from the
repositioning of the portfolio.
When Will the Proposal Be Implemented?
The Board anticipates that if the Proposal is approved by
shareholders, the changes to the Fund described in this Proxy
Statement will be implemented promptly after the Special
Meeting, upon appropriate disclosure being made in the
Funds Prospectus and Statement of Additional Information.
What is the Boards Recommendation on the Proposal?
At in-person meetings held on October
24-26, 2012,
the Board considered the recommendation of the Adviser to
eliminate the Fundamental Restriction. The Board considered all
relevant factors, including the potential impact of the Proposal
and the related changes on the Fund. Following its consideration
of these matters, the Board unanimously approved the Proposal.
The Board, including the independent trustees of the Board,
unanimously recommends that you vote FOR the
Proposal.
PENDING
LITIGATION
Investigations Related to Market Timing
On August 30, 2005, the West Virginia Securities
Commissioner (WVSC) issued a Summary Order to Cease and Desist
and Notice of Right to Hearing to AIM Advisors, Inc. and AIM
Distributors, Inc. (predecessors to Invesco Advisers, Inc. and
Invesco Distributors, Inc., respectively) (collectively,
Invesco) (Order
No. 05-1318).
The WVSC alleged that Invesco entered into certain arrangements
permitting market timing and failed to disclose these
arrangements in violation of the West Virginia securities laws.
The WVSC ordered Invesco to cease any further violations and
sought to impose monetary sanctions, including restitution to
affected investors, disgorgement of fees, reimbursement of
investigatory, administrative and legal costs and an
administrative assessment to be determined by the
Commissioner. On October 27, 2011, a hearing examiner was
appointed to this matter. This matter continues to be
indefinitely suspended.
You can find more detailed information concerning the above
matters, including the parties to the civil lawsuits and
summaries of the various allegations and remedies sought in such
lawsuits, in the Funds public filings with the Securities
and Exchange Commission and on Invescos internet website
at www.invesco.com/us.
ADDITIONAL
INFORMATION
Who is the Funds Investment Adviser and
Administrator?
Invesco Advisers, Inc., 1555 Peachtree Street, N.E., Atlanta,
Georgia 30309, is the investment adviser and administrator for
the Fund.
Who Are the Funds Current
Sub-Advisers?
10
The following affiliates of the Adviser (collectively, the
affiliated
sub-advisers)
serve as
sub-advisers
to the Fund and may be appointed by the Adviser from time to
time to provide discretionary investment management services,
investment advice,
and/or order
execution services to the Fund:
Invesco Asset Management Deutschland GmbH, located at An der
Welle 5, 1st Floor, Frankfurt, Germany 60322.
Invesco Asset Management Limited, located at 30 Finsbury Square,
London, EC2A 1AG, United Kingdom.
Invesco Asset Management (Japan) Limited, located at Roppongi
Hills Mori Tower 14F,
P.O. Box 115, 6-10-1,
Roppongi, Minato-ku, Tokyo
106-6114,
Japan.
Invesco Australia Limited, located at 333 Collins Street,
Level 26, Melbourne Victoria 3000, Australia.
Invesco Hong Kong Limited, located at 41/F Citibank Tower, 3
Garden Road, Central, Hong Kong.
Invesco Senior Secured Management, Inc., located at 1166 Avenue
of the Americas, New York, New York 10036.
Invesco Canada Ltd., located at 5140 Yonge Street,
Suite 800, Toronto, Ontario, Canada M2N 6X7.
Who Is the Funds Principal Underwriter?
Invesco Distributors, Inc., 11 Greenway Plaza,
Suite 1000, Houston, Texas
77046-1173,
is the principal underwriter for the Fund.
How Many Shares of the Fund Does Management Own?
As of November 27, 2012, the trustees and officers as a
group owned less than 1% of the shares outstanding of each class
of the Fund.
Does Anyone Own More Than 5% of the Fund?
A list of the name, address and percent ownership of each person
who, as of November 27, 2012, to the knowledge of the Trust
owned 5% or more of any class of the outstanding shares of the
Fund can be found in Exhibit B.
How Many Copies of the Proxy Statement Will I Receive If I
Share My Mailing Address with Another Security Holder?
Unless we have been instructed otherwise, we are delivering only
one proxy statement to multiple shareholders sharing the same
address. We will however, upon written or oral request, promptly
deliver a separate copy of this proxy statement to a shareholder
at a shared address to which a single copy of this proxy
statement was delivered. You may direct this request to Invesco
Investment Services, Inc., 11 Greenway Plaza,
Suite 1000, Houston, Texas
77046-1173,
or call
(800) 959-4246.
11
EXHIBIT A
SHARES OF
THE FUNDS OUTSTANDING ON NOVEMBER 27, 2012
|
|
|
|
|
|
|
Number of Shares
|
|
|
|
Outstanding on
|
|
Share Class
|
|
November 27, 2012
|
|
|
Class A
|
|
|
13,891,226.520
|
|
Class B
|
|
|
951,001.800
|
|
Class C
|
|
|
1,459,353.706
|
|
Class R5
|
|
|
45,929.166
|
|
Class R6
|
|
|
511,539.548
|
|
Class Y
|
|
|
326,315.669
|
|
Investor Class
|
|
|
3,571,768.076
|
|
A-1
EXHIBIT B
OWNERSHIP
OF SHARES OF THE FUND
Significant
Holders
Listed below is the name, address and percent ownership of each
person who, as of November 27, 2012, to the best knowledge
of the Trust owned 5% or more of any class of the outstanding
shares of the Fund. A shareholder who owns beneficially 25% or
more of the outstanding securities of a fund is presumed to
control the fund as defined in the Investment
Company Act of 1940, as amended. Such control may affect the
voting rights of other shareholders.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Number
|
|
|
Percent
|
|
|
|
|
|
|
Number
|
|
|
Percent
|
|
|
|
|
|
of Shares
|
|
|
of Class
|
|
|
|
|
|
|
of Shares
|
|
|
of Class
|
|
Name and
|
|
|
|
Owned of
|
|
|
Owned of
|
|
|
Name and
|
|
|
|
Owned of
|
|
|
Owned of
|
|
Address of Record Owner
|
|
Class
|
|
Record
|
|
|
Record (1)
|
|
|
Address of Record Owner
|
|
Class
|
|
Record
|
|
|
Record (1)
|
|
|
Edward D. Jones & Co.
Attn: Mutual Fund
Shareholder Accounting
201 Progress Pkwy
Maryland Hts,
MO 63043-3009
|
|
A
|
|
|
1,240,691.27
|
|
|
|
8.93%
|
|
|
First Clearing, LLC
Special Custody Acct for the Exclusive Benefit of Customer
2801 Market Street
Saint Louis,
MO 63103-2523
|
|
A
B
Y
|
|
|
1,036,599.75
49,055.37
236,676.95
|
|
|
|
7.46%
5.13%
72.53%
|
|
Pershing, LLC
1 Pershing Plz
Jersey City, NJ
07399-0001
|
|
A
B
C
R5
|
|
|
939,105.01
73,787.58
125,119.10
3,521.27
|
|
|
|
6.76%
7.71%
8.57%
7.19%
|
|
|
National Financial Services, LLC
FEBO Customers Mutual Funds
200 Liberty Street, 1WFC
New York, NY 10281-1003
|
|
A
C
Investor
|
|
|
864,646.31
97,781.71
217,994.21
|
|
|
|
6.22%
6.7%
6.1%
|
|
BNY Mellon Investment Servicing Inc.
FBO Primerica Financial Services
760 Moore Road
King of Prussa,
PA 19406-1212
|
|
B
|
|
|
121,855.85
|
|
|
|
12.73%
|
|
|
Merrill Lynch
4800 Deer Lake Drive E
Jacksonville,
FL 32246-6484
|
|
C
Y
|
|
|
158,589.38
29,841.56
|
|
|
|
10.86%
9.14%
|
|
Morgan Stanley Smith Barney
Harborside Financial Center
Plaza 2,
3rd
Floor
Jersey City, NJ 07311
|
|
C
Y
|
|
|
129,058.53
19,666.41
|
|
|
|
8.84%
6.03%
|
|
|
Raymond James
Omnibus for Mutual Funds
Attn Courtney Waller
St. Petersburg,
FL 33716-1102
|
|
C
|
|
|
93,578.11
|
|
|
|
6.41%
|
|
Charles Schwab & Co., Inc.
Special Custody Acct for the
Exclusive Benefit of Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco,
CA 94104-4151
|
|
Investor
|
|
|
709,534.64
|
|
|
|
19.86%
|
|
|
Invesco Group Services, Inc.
1555 Peachtree St. NE
Atlanta, GA 30309-2460
FIIOC Agent
Employee Benefit Plans
100 Magellan Way #KW1C
Covington, KY 41015-1987
|
|
R5
R5
|
|
|
22,605.37
18,208.92
|
|
|
|
46.13%
37.16%
|
|
SEI Private Trustco
Attn MF Admin
1 Freedom Valley Dr
Oaks, PA
19456-9989
|
|
R5
|
|
|
4,598.58
|
|
|
|
9.38%
|
|
|
Invesco Income Allocation Fund
Omnibus Account
c/o Invesco
Advisers
11 E. Greenway Plz, Ste 2500
Houston, TX 77046-1188
|
|
R6
|
|
|
511,095.66
|
|
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) |
|
The Trust has no knowledge of whether all or any portion of the
shares owned of record are also owned beneficially. |
B-1
QUESTIONS &
ANSWERS FOR:
Invesco
Utilities Fund
We encourage you to read the proxy statement in full; however,
the following represent some typical questions that shareholders
may have regarding the proxy statement.
HOW DO I
VOTE?
Voting may take place in the following ways:
|
|
|
|
|
You may vote your shares at
www.proxy-direct.com. You will need the
control number from your proxy card to vote on the Internet.
Because Internet voting is the most economical way to vote your
proxy, we encourage all shareholders to use this method.
|
|
|
|
You may call in your vote to a
24-hour
automated system at
1-800-337-3503.
You will need the control number from your proxy card to vote by
telephone. For questions or to vote through a customer service
representative you may call
866-200-5214;
you will be asked to verify your identity by providing certain
information such as your current address and ZIP code.
|
|
|
|
You may indicate your vote on the proxy card and return it in
the postage-paid envelope mailed to you with this proxy
statement.
|
|
|
|
If you do attend the meeting, you may vote your shares in
person. Please notify us by calling
1-800-952-3502
if you plan to attend the meeting.
|
HOW DOES
THE BOARD RECOMMEND THAT I VOTE?
The Board recommends that you vote FOR the proposal.
WHY
SHOULD I VOTE?
Every vote is important. If shareholders fail to vote their
proxies, the fund may not receive enough votes to go forward
with the February 1, 2013 shareholder meeting. If this
happens, additional solicitations may have to be made to obtain
a quorum, or proxies may have to be resent to shareholders,
which will result in additional expense to the fund.
WHO HAVE
WE CONTRACTED FOR THE SERVICES OF A PROXY SOLICITOR?
We have hired Computershare Fund Services as the
Funds proxy solicitor. If we do not receive your vote
after a reasonable amount of time, you may receive a telephone
call from them reminding you to vote your shares.
WILL MY
VOTE BE CONFIDENTIAL USING THE ONLINE PROXY VOTING
SYSTEM?
The Web proxy voting system offered by proxy-direct.com
maintains a high level of security to ensure the confidentiality
of your vote. Security features include:
|
|
|
|
|
Secure Sockets Layer (SSL) A security measure
that encrypts all information that travels between
proxy-direct.com Web server and the shareholders computer.
|
|
|
|
Control Number Each shareholder is required
to enter his or her control number. proxy-direct.com verifies
the number and presents the holder with the proxy card.
|
|
|
|
Firewall To protect the confidentiality of
your account records, proxy-direct.com uses only control numbers
and card codes to register votes. Voted positions are then
periodically uploaded to our master database of shareholders
listed as of the record date. All account-specific data remains
behind our firewall.
|
HOW DO I
SIGN THE PROXY CARD?
The following general rules for signing proxy cards may be of
assistance to you and could help avoid the time and expense
involved in validating your vote if you fail to sign your proxy
card properly.
Individual and Joint Accounts: Shareholders
and joint owners should sign exactly as their name appears in
the account registration shown on the proxy card.
All Other Accounts: The capacity of the
individual signing the proxy card (for example,
trustee) should be indicated unless it is reflected
in the form of registration. If a corporation, limited liability
company, or partnership, please sign full entity name and
indicate the signers position with the entity.
WHAT IS
THE DEADLINE FOR VOTING?
All votes must be received before or at the shareholder meeting,
which will be held on February 1, 2013 at
10:00 a.m. Central time.
WHAT IS
THE PROPOSAL BEING PRESENTED AT THE MEETING AND WHAT AM I
BEING ASKED TO VOTE ON?
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To approve the elimination of the Funds fundamental
investment restriction that requires the Fund to concentrate its
investments in the securities of issuers engaged primarily in
utilities-related industries. The proposed elimination of this
fundamental restriction will permit the Fund to transition from
a utilities securities-based fund to a diversified high
income-seeking equity fund. As part of this transition, the Fund
will also implement changes to its name, investment objective
and principal investment strategies.
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WHERE CAN
I FIND MORE INFORMATION CONCERNING THE PROPOSALS?
Further details about the proposal can be found in the proxy
statement.
EVERY SHAREHOLDERS VOTE IS IMPORTANT EASY VOTING OPTIONS: VOTE ON THE INTERNET Log on to:
www.proxy-direct.com or scan the QR code Follow the on-screen instructions available 24 hours VOTE
BY PHONE Call 1-800-337-3503 Follow the recorded instructions available 24 hours VOTE BY MAIL Vote,
sign and date this Proxy Card and return in the postage-paid envelope Please detach at perforation
before mailing. INVESCO UTILITIES FUND (the Fund) AN INVESTMENT PORTFOLIO OF AIM SECTOR FUNDS
(INVESCO SECTOR FUNDS) (the Trust) PROXY SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES (the
Board) PROXY FOR THE SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY 1, 2013 The
undersigned hereby appoints John M. Zerr, Sheri Morris and Peter Davidson, and any one of them
separately, proxies with full power of substitution in each, and hereby authorizes them to
represent and to vote, as designated on the reverse of this proxy card, at the Special Meeting of
Shareholders on February 1, 2013, at 10:00 a.m., Central time, and at any adjournment or
postponement thereof, all of the shares of the Fund which the undersigned would be entitled to vote
if personally present. IF THIS PROXY IS SIGNED AND RETURNED WITH NO CHOICE INDICATED, THE SHARES
WILL BE VOTED FOR THE APPROVAL OF THE PROPOSAL. NOTE: If you vote by telephone or on the
Internet, please do NOT return your proxy card. VOTE VIA THE INTERNET: www.proxy-direct.com VOTE
VIA THE TELEPHONE: 1-800-337-3503 NOTE: PLEASE SIGN EXACTLY AS YOUR NAME APPEARS ON THIS PROXY
CARD. When signing as executor, administrator, attorney, trustee or guardian or as custodian for a
minor, please give full title as such. If a corporation, limited liability company, or partnership,
please sign in full entity name and indicate the signers position with the entity. Signature
Signature Date INV-UTI24131120412 PLEASE VOTE, SIGN AND DATE THIS PROXY CARD AND RETURN IT IN THE
ENCLOSED ENVELOPE. |
EVERY SHAREHOLDERS VOTE IS IMPORTANT! Important Notice Regarding the Availability of Proxy
Materials for the Special Meeting of Shareholders to Be Held on February 1, 2013. The Proxy
Statement is available at: https://www.proxy-direct.com/inv-24131 Please detach at perforation
before mailing. THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD. THE BOARD RECOMMENDS VOTING FOR
THE PROPOSAL. TO VOTE, MARK A BLOCK BELOW IN BLUE OR BLACK INK. Example: To vote in accordance with
the Boards recommendation mark this box. No other vote is necessary. To approve the elimination of
the Funds fundamental investment restriction that requires the Fund to concentrate its investments
in the securities of issuers engaged primarily in utilities-related industries. FOR AGAINST ABSTAIN
PROXIES ARE AUTHORIZED TO VOTE, IN THEIR DISCRETION, UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME
BEFORE THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF. PLEASE VOTE, SIGN AND DATE THIS
PROXY CARD AND RETURN IT IN THE ENCLOSED ENVELOPE. INV-UTI24131120412 |