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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

Investment Company Act file number                      811-06591        

Invesco Quality Municipal Income Trust

 

(Exact name of registrant as specified in charter)

1555 Peachtree Street, N.E., Suite 1800     Atlanta, Georgia 30309

 

(Address of principal executive offices) (Zip code)

Sheri Morris     1555 Peachtree Street, N.E., Suite 1800     Atlanta, Georgia 30309

 

(Name and address of agent for service)

Registrant’s telephone number, including area code:           (404) 439-3217      

Date of fiscal year end:       2/28                    

Date of reporting period:     2/28/17              


Item 1. Report to Stockholders.


  

 

    
LOGO    Annual Report to Shareholders

 

     February 28, 2017     
  

 

    
   Invesco Quality Municipal Income Trust       

 

NYSE: IQI

 

 

 

  

 

LOGO


 

Letters to Shareholders

 

 

LOGO

         Philip Taylor

  

Dear Shareholders:

This annual report includes information about your Trust, including performance data and a complete list of its investments as of the close of the reporting period. Inside is a discussion of how your Trust was managed and the factors that affected its performance during the reporting period.

    The reporting period began with significant stock market volatility in the US and abroad; this volatility was largely the result of uncertainty about global economic growth and monetary policy. Markets declined sharply following UK voters’ decision in June to leave the European Union. Relatively quickly, however, markets recovered, reaching record highs later in the summer. Demand was strong for income-producing investments, particularly those perceived to be lower risk; this benefited bonds as well as dividend-paying stocks for much of the reporting period. While economic news in the US was generally positive during the reporting period, news overseas was less upbeat.

The European Central Bank and central banks in China and Japan – as well as other countries – maintained extraordinarily accommodative monetary policies in response to economic weakness. After months of uncertainty, the outcome of the US presidential election in November triggered a major stock market rally, with most market indexes repeatedly reaching new highs through February. As expected, the US Federal Reserve raised interest rates in December – its only rate increase during the reporting period and only its second increase since 2006. The Fed cited optimistic economic data for its decision, and Fed-watchers suggested that future rate increases might be announced more quickly than previously forecast.

    Short-term market volatility can prompt some investors to abandon their investment plans – and can cause others to settle for whatever returns the market has to offer. The investment professionals at Invesco, in contrast, invest with high conviction. This means that, no matter the asset class or the strategy, each investment team has a passion to exceed. We want to help investors achieve better outcomes, such as seeking higher returns, helping mitigate risk and generating income. Of course, investing with high conviction can’t guarantee a profit or ensure success; no investment strategy can. To learn more about how we invest with high conviction, visit invesco.com/HighConviction.

    You, too, can invest with high conviction by maintaining a long-term investment perspective and by working with your financial adviser on a regular basis. During periods of short-term market volatility or uncertainty, your financial adviser can keep you focused on your long-term investment goals – a new home, a child’s college education or a secure retirement. He or she also can share research about the economy, the markets and individual investment options.

Visit our website for more information on your investments

Our website, invesco.com/us, offers a wide range of market insights and investment perspectives. On the website, you’ll find detailed information about your Trust’s performance and portfolio holdings. In addition to the resources accessible on our website, you can obtain timely updates to help you stay informed about the markets, the economy and investing by connecting with Invesco on Twitter, LinkedIn or Facebook. You can access our blog at blog.invesco.us.com. Our goal is to provide you the information you want, when and where you want it.

    Finally, I’m pleased to share with you Invesco’s commitment to both the Principles for Responsible Investment and to considering environmental, social and governance issues in our robust investment process. I invite you to learn more at invesco.com/esg.

Have questions?

For questions about your account, contact an Invesco client services representative at 800 341 2929. For Invesco-related questions or comments, please email me directly at phil@invesco.com.

    All of us at Invesco look forward to serving your investment management needs. Thank you for investing with us.

Sincerely,

 

   LOGO

Philip Taylor

Senior Managing Director, Invesco Ltd.

 

2                             Invesco Quality Municipal Income Trust


    

 

 

LOGO

Bruce Crockett

    

Dear Fellow Shareholders:

Among the many important lessons I’ve learned in more than 40 years in a variety of business endeavors is the value of a trusted advocate.

    As independent chair of the Invesco Funds Board, I can assure you that the members of the Board are strong advocates for the interests of investors in Invesco’s mutual funds. We work hard to represent your interests through oversight of the quality of the investment management services your funds receive and other matters important to your investment, including but not limited to:

Monitoring how the portfolio management teams of the Invesco funds are performing in light of changing economic and market conditions.

Assessing each portfolio management team’s investment performance within the context of the fund’s investment strategy.

Monitoring for potential conflicts of interests that may impact the nature of the services that your funds receive.

    We believe one of the most important services we provide our fund shareholders is the annual review of the funds’ advisory and sub-advisory contracts with Invesco Advisers and its affiliates. This review is required by the Investment Company Act of 1940 and focuses on the nature and quality of the services Invesco provides as the adviser to the Invesco funds and the reasonableness of the fees that it charges for those services. Each year, we spend months carefully reviewing information received from Invesco and a variety of independent sources, such as performance and fee data prepared by Lipper, Inc. (a subsidiary of Broadridge Financial Solutions, Inc.), an independent, third-party firm widely recognized as a leader in its field. We also meet with our independent legal counsel and other independent advisers to review and help us assess the information that we have received. Our goal is to assure that you receive quality investment management services for a reasonable fee.

    I trust the measures outlined above provide assurance that you have a worthy advocate when it comes to choosing the Invesco Funds.

    As always, please contact me at bruce@brucecrockett.com with any questions or concerns you may have. On behalf of the Board, we look forward to continuing to represent your interests and serving your needs.

Sincerely,

 

LOGO

Bruce L. Crockett

Independent Chair

Invesco Funds Board of Trustees

 

3                             Invesco Quality Municipal Income Trust


 

Management’s Discussion of Trust Performance

 

Performance summary

   

For the fiscal year ended February 28, 2017, Invesco Quality Municipal Income Trust, at net asset value (NAV), outperformed its style-specific benchmark, the S&P Municipal Bond 5+ Year Investment Grade Index. The Trust’s return can be calculated based on either the market price or the net asset value of its shares. NAV per share is determined by dividing the value of the Trust’s portfolio securities, cash and other assets, less all liabilities and preferred shares, by the total number of common shares outstanding. Market price reflects the supply and demand for Trust shares. As a result, the two returns can differ, as they did during the reporting period.

 

Performance

Total returns, 2/29/16 to 2/28/17

 

Trust at NAV

  0.96%  

Trust at Market Value

  1.62     

S&P Municipal Bond Index (Broad Market Index)

  0.76     

S&P Municipal Bond 5+ Year Investment Grade Index (Style-Specific Index)

  0.19     

Lipper Closed-End General and Insured Municipal Leveraged Debt Funds Index (Peer Group Index)

  0.27     

    

   

Market Price Discount to NAV as of 2/28/17

  -7.01     

Source(s): FactSet Research Systems Inc.; Lipper Inc.

 

 

The performance data quoted represent past performance and cannot guarantee comparable future results; current performance may be lower or higher. Investment return, NAV and common share market price will fluctuate so that you may have a gain or loss when you sell shares. Please visit invesco.com/us for the most recent month-end performance. Performance figures reflect Trust expenses, the reinvestment of distributions (if any) and changes in NAV for performance based on NAV and changes in market price for performance based on market price.

    Since the Trust is a closed-end management investment company, shares of the Trust may trade at a discount or premium from the NAV. This characteristic is separate and distinct from the risk that NAV could decrease as a result of investment activities and may be a greater risk to investors expecting to sell their shares after a short time. The Trust cannot predict whether shares will trade at, above or below NAV. The Trust should not be viewed as a vehicle for trading purposes. It is designed primarily for risk-tolerant long-term investors.

 

 

 

How we invest

The Trust seeks to provide investors with current income exempt from federal income tax.

    We seek to achieve the Trust’s investment objective by investing primarily in municipal securities that are rated investment grade at the time of investment. Municipal securities include municipal bonds, municipal notes and municipal commercial paper. The Trust may also invest up to 20% of its total assets in non-investment grade and unrated municipal securities that we determine to be of comparable

quality at the time of purchase. From time to time, we may invest in municipal securities that pay interest subject to the federal alternative minimum tax.

    We employ a bottom-up, research-driven approach to identify securities that have attractive risk-reward characteristics for the sectors in which we invest.

    We also integrate macroeconomic analysis and forecasting into our evaluation and ranking of various sectors and individual securities. Finally, we employ leverage in an effort to enhance the Trust’s income and total return.

 

    Sell decisions generally are based on:

  A deterioration or likely deterioration of an individual issuer’s capacity to meet its debt obligations on a timely basis.
  A deterioration or likely deterioration of the broader fundamentals of a particular industry or sector.
  Opportunities in the secondary or primary market to purchase a security with better relative value.

 

 

Market conditions and your Trust

Municipal securities performed well for most of 2016, as they did the prior year. The reporting period ended on a mixed note, however; municipals sold off following the US presidential election, but recovered at the start of 2017. Particularly in the first half of 2016, municipal securities benefited from technical factors, including strong demand and low supply. For the reporting period as a whole, flows into the asset class were uncharacteristically strong as the US Federal Reserve (the Fed) remained accommodative.

    The US municipal bond market was one of the few sectors that exhibited relative stability following the June 2016 Brexit referendum, in which UK voters opted to leave the European Union. Beginning in August 2016, issuance rose significantly; indeed, August issuance totaled $45.7 billion, the highest level in 30 years.1 In September, the market posted its first negative monthly performance since June 2015.2 Overall, demand for municipals remained solid in the third quarter of 2016 and flows into the asset class were strong across all sectors of the municipal market. The close of the third quarter marked the 52nd consecutive week of positive flows into municipal bond mutual funds.3

    Following the outcome of the US presidential election, US Treasuries sold off significantly, and municipals followed. Uncertainty about how tax reform might potentially affect municipal investors con-

 

Portfolio Composition

 

By credit sector, based on total investments

 

Revenue Bonds

      76.1% 

Pre-refunded Bonds

      12.4    

General Obligation Bonds

      10.5    

Other

      1.0    
 Top Five Debt Holdings
 1.   Charlotte (City of) (Cultural Arts Facilities); Series 2009 E    2.1% 
 2.   North Texas Tollway Authority; Series 2008 D    1.8
 3.   Illinois (State of) Toll Highway Authority; Series 2013 A    1.6
 4.   Massachusetts (State of) Development Finance Agency (Harvard University); Series 2009 A    1.5
 5.   District of Columbia; Series 2006 B-1    1.4
    

Total Net Assets

Applicable to Common Shares

  $708.7 million  

Total Number of Holdings

  436  

The Trust’s holdings are subject to change, and there is no assurance that the Trust will continue to hold any particular security.

 

 

4                             Invesco Quality Municipal Income Trust


tributed to the sell-off. As a result, municipals retraced most of 2016’s positive performance. In December 2016, the Fed raised interest rates by a quarter point – its only increase during the reporting period.4 In the first two months of 2017, municipals regained much of the ground they lost in the post-election sell-off, and flows into the asset class turned positive once again. At the close of the reporting period, we believed the municipal bond market remained strong. Defaults and downgrades were muted, but it will take time to decipher the priorities and policies of the new administration, some of which may affect the municipal market.

    During the fiscal year, security selection in longer-maturity municipal bonds contributed to the Trust’s performance relative to its style-specific benchmark. Security selection in higher coupon (5.00%+) bonds also contributed to the Trust’s relative performance. On a sector level, security selection in and overweight allocation to the tobacco sector benefited the Trust’s relative performance. Security selection in the hospital and life care sectors also contributed to the Trust’s relative performance. On a state level, security selection in Illinois and Florida was the largest contributors to relative performance.

    Holdings in the industrial development revenue/pollution control revenue sector detracted from the Trust’s performance relative to its style-specific benchmark over the reporting period. On a state level, holdings in Pennsylvania were a primary detractor from relative results. Security selection in US territory bonds, such as those from Guam and the US Virgin Islands, detracted from relative performance as the market began to focus on the potential fiscal pitfalls of these territories.

    One important factor affecting the Trust’s performance relative to its style-specific benchmark was the use of leverage. The Trust uses leverage because we believe that, over time, leveraging can provide opportunities for additional income and total return for common shareholders. However, the use of leverage also can expose common shareholders to additional volatility. For example, if the prices of securities held by a trust decline, the negative effect of these valuation changes on common-share NAV and total return is magnified by the use of leverage. Conversely, leverage may enhance common-share returns during periods when the prices of securities held by a trust generally are rising.

    Over the reporting period, leverage contributed to the Trust’s performance relative to its style-specific benchmark. The Trust achieved a leveraged position through the use of inverse floating rate securities and variable rate muni term preferred (VMTP) shares. Inverse floating rate securities or tender option bonds (TOBs) are instruments that have an inverse relationship to a referenced interest rate. VMTPs are a variable rate form of preferred stock with a mandatory redemption date. Inverse floating rate securities and VMTPs can be an efficient way to manage duration, yield curve exposure and credit exposure, potentially enhancing yield. At the close of the reporting period, leverage accounted for 37% of the Trust’s total assets and it contributed to returns. For more information about the Trust’s use of leverage, see the Notes to Financial Statements later in this report.

    We wish to remind you that the Trust is subject to interest rate risk, meaning when interest rates rise, the value of fixed income securities tends to fall. This risk may be greater in the current market environment because interest rates are at or near historic lows. The degree to which the value of fixed income securities may decline due to rising interest rates may vary depending on the speed and magnitude of the increase in interest rates, as well as individual security characteristics such as price, maturity, duration and coupon and market forces such as supply and demand for similar securities. We are monitoring interest rates, and the market, economic and geopolitical factors that may impact the direction, speed and magnitude of changes to interest rates across the maturity spectrum, including the potential impact of monetary policy changes by the Fed and certain foreign central banks. If interest rates rise faster than expected, markets may experience increased volatility, which may affect the value and/or liquidity of certain of the Trust’s investments and/or the market price of the Trust’s common shares.

    Thank you for investing in Invesco Quality Municipal Income Trust and for sharing our long-term investment horizon.

 

1 Source: The Bond Buyer
2 Source: Standard & Poor’s
3 Source: Barclays
4 Source: US Federal Reserve

The views and opinions expressed in management’s discussion of Trust performance are those of Invesco Advisers, Inc. These views and opinions are subject to change at any time based on factors such as market and economic conditions. These views and opinions may not be relied upon as investment advice or recommendations, or as an offer for a particular security. The information is not a complete analysis of every aspect of any market, country, industry, security or the Trust. Statements of fact are from sources considered reliable, but Invesco Advisers, Inc. makes no representation or warranty as to their completeness or accuracy. Although historical performance is no guarantee of future results, these insights may help you understand our investment management philosophy.

See important Trust and, if applicable, index disclosures later in this report.

 

LOGO

  

Mark Paris

Portfolio Manager and Head of Portfolio Management and Trading for Invesco’s Municipal Bond Team,

is manager of Invesco Quality Municipal Income Trust. He joined Invesco in 2010. Mr. Paris was associated with the Trust’s previous investment adviser or its investment advisory affiliates in an investment management capacity from 2002 to 2010 and began managing the Trust in 2015. He earned a BBA in finance from Baruch College – The City University of New York.

LOGO

  

Jack Connelly

Portfolio Manager, is manager of Invesco Quality Municipal Income Trust. He joined Invesco in 2016

and began managing the Trust in 2016. Mr. Connelly was employed at Raymond James & Associates in an investment management capacity from 1994 to 2015. Prior to 2012, he served as director of the municipal high yield trading group. He earned a BA in philosophy from Wheaton College and masters degrees from the University of Rhode Island and Yale University.

LOGO

  

Tim O’Reilly

Portfolio Manager, is manager of Invesco Quality Municipal Income Trust. He joined Invesco in 2010.

Mr. O’Reilly was associated with the Trust’s previous investment adviser or its investment advisory affiliates in an investment management capacity from 2001 to 2010 and began managing the Trust in 2016. Mr. O’Reilly earned a BS in finance from Eastern Illinois University and an MBA in finance from the University of Illinois at Chicago.
 

 

5                             Invesco Quality Municipal Income Trust


LOGO

  

James Phillips

Portfolio Manager, is manager of Invesco Quality Municipal Income Trust. He joined Invesco in 2010.

Mr. Phillips was associated with the Trust’s previous investment adviser or its investment advisory affiliates in an investment management capacity from 1991 to 2010 and began managing the Trust in 2015. He earned a BA in American literature from Empire State College, the independent study division of the State University of New York, and an MBA in finance from the University at Albany, State University of New York.

LOGO

  

Robert Stryker

Chartered Financial Analyst, Portfolio Manager, is manager of Invesco Quality Municipal Income

Trust. He joined Invesco in 2010. Mr. Stryker was associated with the Trust’s previous investment adviser or its investment advisory affiliates in an investment management capacity from 1994 to 2010 and began managing the Trust in 2009. He earned a BS in finance from the University of Illinois, Chicago.

LOGO

  

Julius Williams

Portfolio Manager, is manager of Invesco Quality Municipal Income Trust. He joined Invesco in 2010.

Mr. Williams was associated with the Trust’s previous investment adviser or its investment advisory affiliates in an investment management capacity from 2000 to 2010 and began managing the Trust in 2015. He earned a BA in economics and sociology and a Master of Education degree in educational psychology from the University of Virginia.

    

    

 

 

6                             Invesco Quality Municipal Income Trust


 

Supplemental Information

Invesco Quality Municipal Income Trust’s investment objective is to provide current income that is exempt from federal income tax.

  Unless otherwise stated, information presented in this report is as of February 28, 2017, and is based on total net assets applicable to common shares.
  Unless otherwise noted, all data provided by Invesco.
  To access your Trust’s reports, visit invesco.com/fundreports.

 

 

About indexes used in this report

  The S&P Municipal Bond Index is a broad, market value-weighted index that seeks to measure the performance of the US municipal bond market.
  The S&P Municipal Bond 5+ Year Investment Grade Index seeks to measure the performance of investment-grade US municipal bonds with maturities equal to or greater than five years.
  The Lipper Closed-End General and Insured Municipal Leveraged Debt Funds Index is an unmanaged index considered representative of general and insured leverage municipal debt funds tracked by Lipper. These funds either invest primarily in municipal debt issues rated in the top four credit ratings or invest primarily in municipal debt issues insured as to timely payment. These funds can be leveraged via use of debt, preferred equity, and/or reverse repurchase agreements.
  The Trust is not managed to track the performance of any particular index, including the index(es) described here, and consequently, the performance of the Trust may deviate significantly from the performance of the index(es).
  A direct investment cannot be made in an index. Unless otherwise indicated, index results include reinvested dividends, and they do not reflect sales charges. Performance of the peer group, if applicable, reflects fund expenses; performance of a market index does not.

 

 

Other information

  The returns shown in management’s discussion of Trust performance are based on net asset values (NAVs) calculated for shareholder transactions. Generally accepted accounting principles require adjustments to be made to the net assets of the Trust at period end for financial reporting purposes, and as such, the NAVs for shareholder transactions and the returns based on those NAVs may differ from the NAVs and returns reported in the Financial Highlights.

    

    

 

 

NOT FDIC INSURED  |  MAY LOSE VALUE  |  NO BANK GUARANTEE

    

 

 

7                             Invesco Quality Municipal Income Trust


 

Dividend Reinvestment Plan

The dividend reinvestment plan (the Plan) offers you a prompt and simple way to reinvest your dividends and capital gains distributions (Distributions) into additional shares of your Invesco closed-end Trust (the Trust). Under the Plan, the money you earn from Distributions will be reinvested automatically in more shares of the Trust, allowing you to potentially increase your investment over time. All shareholders in the Trust are automatically enrolled in the Plan when shares are purchased.

 

 

Plan benefits

  Add to your account:

You may increase your shares in your Trust easily and automatically with the Plan.

  Low transaction costs:

Shareholders who participate in the Plan may be able to buy shares at below-market prices when the Trust is trading at a premium to its net asset value (NAV). In addition, transaction costs are low because when new shares are issued by the Trust, there is no brokerage fee, and when shares are bought in blocks on the open market, the per share fee is shared among all participants.

  Convenience:

You will receive a detailed account statement from Computershare Trust Company, N.A. (the Agent), which administers the Plan. The statement shows your total Distributions, date of investment, shares acquired, and price per share, as well as the total number of shares in your reinvestment account. You can also access your account at invesco.com/closed-end.

  Safekeeping:

The Agent will hold the shares it has acquired for you in safekeeping.

 

 

Who can participate in the Plan

If you own shares in your own name, your purchase will automatically enroll you in the Plan. If your shares are held in “street name” – in the name of your brokerage firm, bank, or other financial institution – you must instruct that entity to participate on your behalf. If they are unable to participate on your behalf, you may request that they reregister your shares in your own name so that you may enroll in the Plan.

 

 

How to enroll

If you haven’t participated in the Plan in the past or chose to opt out, you are still eligible to participate. Enroll by visiting invesco.com/closed-end, by calling toll-free 800 341 2929 or by notifying us in writing at Invesco Closed-End Funds, Computershare Trust Company, N.A., P.O. Box 30170, College Station, TX 77842-3170. If you are writing to us, please include the Trust name and account number and ensure that all shareholders listed on the account sign these written instructions. Your participation in the Plan will begin with the next Distribution payable after the Agent receives your authorization, as long as they receive it before the “record date,” which is generally 10 business days before the Distribution is paid. If your authorization arrives after such record date, your participation in the Plan will begin with the following Distribution.

 

How the Plan works

If you choose to participate in the Plan, your Distributions will be promptly reinvested for you, automatically increasing your shares. If the Trust is trading at a share price that is equal to its NAV, you’ll pay that amount for your reinvested shares. However, if the Trust is trading above or below NAV, the price is determined by one of two ways:

  1. Premium: If the Trust is trading at a premium – a market price that is higher than its NAV – you’ll pay either the NAV or 95 percent of the market price, whichever is greater. When the Trust trades at a premium, you may pay less for your reinvested shares than an investor purchasing shares on the stock exchange. Keep in mind, a portion of your price reduction may be taxable because you are receiving shares at less than market price.
  2. Discount: If the Trust is trading at a discount – a market price that is lower than its NAV – you’ll pay the market price for your reinvested shares.

 

 

Costs of the Plan

There is no direct charge to you for reinvesting Distributions because the Plan’s fees are paid by the Trust. If the Trust is trading at or above its NAV, your new shares are issued directly by the Trust and there are no brokerage charges or fees. However, if the Trust is trading at a discount, the shares are purchased on the open market, and you will pay your portion of any per share fees. These per share fees are typically less than the standard brokerage charges for individual transactions because shares are purchased for all participants in blocks, resulting in lower fees for each individual participant. Any service or per share fees are added to the purchase price. Per share fees include any applicable brokerage commissions the Agent is required to pay.

 

 

Tax implications

The automatic reinvestment of Distributions does not relieve you of any income tax that may be due on Distributions. You will receive tax information annually to help you prepare your federal income tax return.

    Invesco does not offer tax advice. The tax information contained herein is general and is not exhaustive by nature. It was not intended or written to be used, and it cannot be used, by any taxpayer for avoiding penalties that may be imposed on the taxpayer under US federal tax laws. Federal and state tax laws are complex and constantly changing. Shareholders should always consult a legal or tax adviser for information concerning their individual situation.

 

How to withdraw from the Plan

You may withdraw from the Plan at any time by calling 800 341 2929, by visiting invesco.com/closed-end or by writing to Invesco Closed-End Funds, Computershare Trust Company, N.A., P.O. Box 30170, College Station, TX 77842-3170. Simply indicate that you would like to withdraw from the Plan, and be sure to include your Trust name and account number. Also, ensure that all shareholders listed on the account sign these written instructions. If you withdraw, you have three options with regard to the shares held in the Plan:

  1. If you opt to continue to hold your non-certificated whole shares (Investment Plan Book Shares), they will be held by the Agent electronically as Direct Registration Book-Shares (Book-Entry Shares) and fractional shares will be sold at the then-current market price. Proceeds will be sent via check to your address of record after deducting applicable fees, including per share fees such as any applicable brokerage commissions the Agent is required to pay.
  2. If you opt to sell your shares through the Agent, we will sell all full and fractional shares and send the proceeds via check to your address of record after deducting a $2.50 service fee and per share fees. Per share fees include any applicable brokerage commissions the Agent is required to pay.
  3. You may sell your shares through your financial adviser through the Direct Registration System (DRS). DRS is a service within the securities industry that allows Trust shares to be held in your name in electronic format. You retain full ownership of your shares, without having to hold a share certificate. You should contact your financial adviser to learn more about any restrictions or fees that may apply.

The Trust and Computershare Trust Company, N.A. may amend or terminate the Plan at any time. Participants will receive at least 30 days written notice before the effective date of any amendment. In the case of termination, Participants will receive at least 30 days written notice before the record date for the payment of any such Distributions by the Trust. In the case of amendment or termination necessary or appropriate to comply with applicable law or the rules and policies of the Securities and Exchange Commission or any other regulatory authority, such written notice will not be required.

    To obtain a complete copy of the current Dividend Reinvestment Plan, please call our Client Services department at 800 341 2929 or visit invesco.com/closed-end.

 

 

8                             Invesco Quality Municipal Income Trust


Schedule of Investments

February 28, 2017

 

     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  

Municipal Obligations–158.31%(a)

 

Alabama–2.34%  

Alabama (State of) Special Care Facilities Financing Authority (Ascension Health Senior Credit Group); Series 2016 B, Ref. RB

    5.00     11/15/2046      $ 4,390      $ 4,967,373  

Alabaster (City of) Board of Education;

         

Series 2014 A, Limited Special Tax GO Wts. (INS–AGM)(b)

    5.00     09/01/2039        1,130        1,256,831  

Series 2014 A, Limited Special Tax GO Wts. (INS–AGM) (b)

    5.00     09/01/2044        1,130        1,253,656  

Birmingham (City of) Airport Authority; Series 2010, RB (INS–AGM)(b)

    5.25     07/01/2030        2,100        2,312,352  

Birmingham (City of) Special Care Facilities Financing Authority (Methodist Home for the Aging); Series 2016, RB

    5.75     06/01/2045        505        515,853  

Birmingham (City of) Water Works Board; Series 2011, Water RB(c)(d)(e)

    5.00     01/01/2021        3,060        3,481,637  

Lower Alabama Gas District (The); Series 2016 A, Gas Project RB(c)

    5.00     09/01/2046        2,400        2,781,384  
                                16,569,086  
Alaska–0.64%  

Alaska (State of) Industrial Development & Export Authority (Providence Health Services); Series 2011 A, RB(c)

    5.50     10/01/2041        4,065        4,512,516  
Arizona–3.91%  

Arizona (State of) Health Facilities Authority (Phoenix Children’s Hospital); Series 2012, Ref. Hospital System RB

    5.00     02/01/2042        2,050        2,161,377  

Arizona (State of) Health Facilities Authority (Scottsdale Lincoln Hospital); Series 2014, Ref. RB

    5.00     12/01/2042        1,965        2,155,251  

Arizona (State of) Transportation Board; Series 2011 A, Ref. Sub. Highway RB(c)(d)(e)

    5.00     07/01/2021        3,450        3,974,504  

Arizona (State of); Series 2008 A, COP(d)(e)

    5.00     03/01/2018        1,995        2,079,668  

Mesa (City of); Series 2013, Excise Tax RB(c)

    5.00     07/01/2032        7,600        8,609,432  

Phoenix (City of) Industrial Development Authority (Legacy Traditional Schools); Series 2014 A, Education Facility RB(f)

    6.50     07/01/2034        450        504,153  

Phoenix (City of) Industrial Development Authority (Rowan University); Series 2012, Lease RB

    5.00     06/01/2042        2,780        2,991,002  

Pima (County of) Industrial Development Authority (Edkey Charter Schools); Series 2013, Ref. Education Facility RB

    6.00     07/01/2033        1,000        1,012,120  

Pima (County of) Industrial Development Authority (Tucson Electric Power Co.); Series 2010 A, IDR

    5.25     10/01/2040        2,525        2,759,320  

Yuma (City of) Industrial Development Authority (Regional Medical Center);

         

Series 2014 A, Hospital RB

    5.00     08/01/2020        500        554,780  

Series 2014 A, Hospital RB

    5.00     08/01/2021        800        903,488  
                                27,705,095  
California–21.84%  

Alameda (County of) Corridor Transportation Authority; Series 2016 B, Ref. Second Sub. Lien RB

    5.00     10/01/2037        2,070        2,283,790  

Alhambra Unified School District (Election of 2004);

         

Series 2009 B, Unlimited Tax CAB GO Bonds (INS–AGC)(b)(g)

    0.00     08/01/2035        3,570        1,641,986  

Series 2009 B, Unlimited Tax CAB GO Bonds (INS–AGC)(b)(g)

    0.00     08/01/2036        5,770        2,520,221  

Bay Area Toll Authority (San Francisco Bay Area);

         

Series 2007 F, Toll Bridge RB(d)(e)

    5.00     04/01/2017        1,000        1,004,090  

Series 2017 F-1, Toll Bridge RB(c)

    5.00     04/01/2056        2,280        2,566,528  

Beverly Hills Unified School District (Election of 2008);

         

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2026        1,390        1,062,947  

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2031        2,680        1,629,279  

California (State of) Health Facilities Financing Authority (City of Hope); Series 2012 A, RB

    5.00     11/15/2032        3,500        3,894,065  

California (State of) Pollution Control Finance Authority;

         

Series 2012, Water Furnishing RB(f)(h)

    5.00     07/01/2027        1,230        1,276,875  

Series 2012, Water Furnishing RB(f)(h)

    5.00     07/01/2030        1,450        1,508,218  

Series 2012, Water Furnishing RB(f)(h)

    5.00     07/01/2037        3,195        3,318,327  

California (State of) Public Works Board (Various Capital); Series 2013 I, Lease RB

    5.00     11/01/2020        1,000        1,132,580  

California (State of) Statewide Communities Development Authority (California Baptist University); Series 2007 A, RB

    5.40     11/01/2027        4,000        4,108,720  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

9                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
California–(continued)  

California (State of) Statewide Communities Development Authority (Loma Linda University Medical Center);

         

Series 2014, RB

    5.25     12/01/2044      $ 780      $ 824,171  

Series 2016 A, RB(f)

    5.00     12/01/2041        1,245        1,301,224  

California (State of);

         

Series 2012, Ref. Unlimited Tax GO Bonds

    5.00     02/01/2032        2,600        2,932,826  

Series 2012, Various Purpose Unlimited Tax GO Bonds

    5.00     09/01/2036        2,460        2,780,046  

Series 2012, Various Purpose Unlimited Tax GO Bonds

    5.25     04/01/2035        4,305        4,887,424  

California Infrastructure & Economic Development Bank;

         

Series 2003 A, First Lien Bay Area Toll Bridges RB(c)(d)(e)

    5.00     01/01/2028        3,300        4,132,557  

Series 2003 A, First Lien Bay Area Toll Bridges RB(c)(d)(e)

    5.00     01/01/2028        1,700        2,128,893  

Clovis Unified School District (Election of 2004); Series 2004 A, Unlimited Tax CAB GO Bonds (INS–NATL)(b)(g)

    0.00     08/01/2029        695        453,216  

Dry Creek Joint Elementary School District (Election of 2008 — Measure E);

         

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2040        4,685        1,781,752  

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2041        4,965        1,811,877  

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2042        5,265        1,834,537  

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2043        3,460        1,153,633  

Series 2009, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2044        4,825        1,534,977  

East Bay Municipal Utility District; Series 2010 A, Ref. Sub. Water System RB(c)

    5.00     06/01/2036        4,770        5,294,557  

El Segundo Unified School District (Election of 2008);

         

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2031        1,775        1,023,998  

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2032        1,980        1,086,287  

Foothill–Eastern Transportation Corridor Agency; Subseries 2014 B-2, Ref. Toll Road RB(d)

    5.00     01/15/2020        5,000        5,348,800  

Golden State Tobacco Securitization Corp.;

         

Series 2007 A-1, Sr. Tobacco Settlement Asset-Backed RB

    4.50     06/01/2027        4,520        4,554,397  

Series 2007 A-1, Sr. Tobacco Settlement Asset-Backed RB

    5.00     06/01/2033        4,980        4,980,100  

Series 2013 A, Enhanced Tobacco Settlement Asset-Backed RB

    5.00     06/01/2030        3,250        3,675,978  

Los Angeles (City of) Department of Airports (Los Angeles International Airport); Series 2010 A, Sr. RB(c)

    5.00     05/15/2035        6,000        6,638,580  

Los Angeles (City of) Department of Water & Power; Series 2012 A, Water System RB(c)

    5.00     07/01/2043        6,510        7,305,131  

Menifee Union School District (Election of 2008); Series 2009 C, Unlimited Tax CAB GO Bonds (INS–AGC)(b)(g)

    0.00     08/01/2034        1,985        1,005,760  

Moreland School District (Crossover); Series 2006 C, Ref. Unlimited Tax CAB GO Bonds (INS–AMBAC)(b)(g)

    0.00     08/01/2029        3,955        2,468,236  

Oak Grove School District (Election of 2008); Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2028        2,875        1,985,820  

Patterson Joint Unified School District (Election of 2008);

         

Series 2009 B, Unlimited Tax CAB GO Bonds (INS–AGM)(b)(g)

    0.00     08/01/2036        4,025        1,882,734  

Series 2009 B, Unlimited Tax CAB GO Bonds (INS–AGM)(b)(g)

    0.00     08/01/2037        1,590        712,336  

Poway Unified School District (Election of 2008 — School Facilities Improvement District No. 2007-1);

         

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2027        4,005        2,855,725  

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2031        5,000        2,933,950  

Regents of the University of California;

         

Series 2009 O, General RB(d)(e)

    5.25     05/15/2019        80        87,426  

Series 2009 O, General RB(d)(e)

    5.25     05/15/2019        145        158,460  

Series 2009 O, General RB(d)(e)

    5.25     05/15/2019        275        300,528  

Series 2013 AI, General RB(c)

    5.00     05/15/2033        4,000        4,589,440  

San Diego (County of) Regional Airport Authority; Series 2010 A, Sub. RB

    5.00     07/01/2034        875        959,131  

San Diego Community College District (Election of 2006); Series 2011, Unlimited Tax
GO Bonds(c)(d)(e)

    5.00     08/01/2021        6,790        7,865,740  

San Francisco (City & County of) Airport Commission (San Francisco International Airport);

         

Series 2011 F, Ref. Second Series RB(h)

    5.00     05/01/2025        1,000        1,110,960  

Series 2011 F, Ref. Second Series RB(h)

    5.00     05/01/2026        1,995        2,212,156  

Series 2011 G, Ref. Second Series RB(d)(e)

    5.25     05/03/2021        3,615        4,198,316  

Series 2011 G, Ref. Second Series RB

    5.25     05/01/2027        1,385        1,597,875  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

10                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
California–(continued)  

San Francisco (City & County of) Public Utilities Commission (Water System Improvement Program); Subseries 2011 A, Water RB(c)

    5.00     11/01/2036      $ 4,320      $ 4,894,474  

San Francisco (City & County of) Public Utilities Commission; Series 2009 A, Water RB(d)(e)

    5.00     11/01/2019        2,500        2,763,475  

San Jose Evergreen Community College District (Election of 2004); Series 2008 B, Unlimited Tax CAB GO Bonds (INS–AGM)(b)(g)

    0.00     09/01/2030        3,300        2,018,214  

Santa Margarita Water District (Community Facilities District No. 2013-1); Series 2013, Special Tax RB

    5.50     09/01/2032        615        678,880  

William S. Hart Union High School District (Election of 2008);

         

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2032        17,570        9,240,063  

Series 2009 A, Unlimited Tax CAB GO Bonds(g)

    0.00     08/01/2033        5,725        2,855,573  
         154,787,859  
Colorado–2.70%          

Colorado (State of) Health Facilities Authority (Catholic Health Initiatives); Series 2009 A, RB

    5.00     07/01/2039        4,000        4,085,680  

Colorado (State of) Health Facilities Authority (SCL Health System); Series 2013 A, RB(c)

    5.50     01/01/2035        3,900        4,459,962  

Colorado (State of) Regional Transportation District (Denver Transit Partners Eagle P3); Series 2010, Private Activity RB

    6.00     01/15/2041        3,200        3,541,056  

Denver (City & County of);

         

Series 2013 B, Sub. Airport System RB

    5.25     11/15/2032        5,000        5,756,000  

Series 2016 A, Ref. Dedicated Tax and Improvement RB

    5.00     08/01/2044        1,115        1,270,342  
         19,113,040  
Connecticut–0.65%          

Connecticut (State of) Health & Educational Facilities Authority (Hartford Healthcare); Series 2011 A, RB

    5.00     07/01/2041        4,300        4,577,135  
District of Columbia–3.81%          

District of Columbia (American University); Series 2006 B, VRD Multimodal RB (LOC–Royal Bank of Canada)(i)(j)

    0.64     10/01/2036        1,950        1,950,000  

District of Columbia (Provident Group — Howard Properties LLC); Series 2013, Student Dormitory RB

    5.00     10/01/2045        1,910        1,680,953  

District of Columbia Water & Sewer Authority;

         

Series 2008 A, Ref. Public Utility Sub. Lien RB(d)(e)

    5.00     10/01/2018        265        282,304  

Series 2008 A, Ref. Public Utility Sub. Lien RB(d)(e)

    5.00     10/01/2018        575        612,547  

District of Columbia;

         

Series 2006 B-1, Ballpark RB (INS–NATL)(b)

    5.00     02/01/2031        9,805        10,014,141  

Series 2008 E, Unlimited Tax GO Bonds (INS–BHAC)(b)(c)

    5.00     06/01/2028        1,520        1,589,282  

Series 2009 A, Sec. Income Tax RB(c)

    5.25     12/01/2027        3,040        3,352,178  

Metropolitan Washington Airports Authority (Dulles Metrorail and Capital Improvement); Series 2014 A, Ref. Sr. Lien Dulles Toll Road RB

    5.00     10/01/2053        6,170        6,439,752  

Metropolitan Washington Airports Authority; Series 2009 B, Airport System RB (INS–BHAC)(b)

    5.00     10/01/2029        1,000        1,085,830  
         27,006,987  
Florida–11.45%          

Alachua (County of) Health Facilities Authority (Terraces at Bonita Springs); Series 2011 A, RB

    8.13     11/15/2041        1,000        1,155,770  

Broward (County of);

         

Series 2012 A, Water & Sewer Utility RB

    5.00     10/01/2037        2,145        2,412,439  

Series 2013 C, Airport System RB

    5.25     10/01/2038        2,500        2,840,500  

Series 2015 A, Airport System RB(h)

    5.00     10/01/2045        2,010        2,182,257  

Citizens Property Insurance Corp.;

         

Series 2012 A-1, Sr. Sec. RB

    5.00     06/01/2019        2,950        3,199,777  

Series 2012 A-1, Sr. Sec. RB

    5.00     06/01/2021        5,110        5,816,253  

Davie (Town of) (Nova Southeastern University); Series 2013 A, Educational Facilities RB

    6.00     04/01/2042        1,250        1,420,062  

Florida (State of) Ports Financing Commission (State Transportation Trust Fund); Series 2011 B, Ref. RB(h)

    5.13     06/01/2027        995        1,124,052  

Martin (County of) Health Facilities Authority (Martin Memorial Medical Center); Series 2012, RB

    5.00     11/15/2027        4,630        5,014,707  

Miami Beach (City of) Health Facilities Authority (Mount Sinai Medical Center); Series 2014, Ref. RB

    5.00     11/15/2039        845        890,233  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

11                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Florida–(continued)          

Miami-Dade (County of) (Building Better Communities Program); Series 2009 B-1, Unlimited Tax GO Bonds(d)(e)

    6.00     07/01/2018      $ 3,000      $ 3,206,040  

Miami-Dade (County of) (Miami International Airport-Hub of the Americas); Series 2009 B,
Aviation RB(d)(e)

    5.00     10/01/2019        2,850        3,133,575  

Miami-Dade (County of) Expressway Authority; Series 2010 A, Ref. Toll System RB

    5.00     07/01/2040        2,500        2,742,925  

Miami-Dade (County of) Health Facilities Authority (Miami Children’s Hospital); Series 2010 A, Ref. Hospital RB

    6.00     08/01/2030        1,195        1,325,147  

Miami-Dade (County of);

         

Series 2005 A, Sub. Special Obligation RB(d)(e)

    5.00     10/01/2017        2,995        3,071,971  

Series 2012 A, Ref. Aviation RB(h)

    5.00     10/01/2028        1,000        1,106,970  

Series 2012 B, Ref. Sub. Special Obligation RB (INS–AGM)(b)

    5.00     10/01/2035        1,750        1,957,568  

Series 2016 A, Ref. Aviation RB

    5.00     10/01/2041        1,170        1,308,879  

Orange (County of); Series 2012 B, Ref. Sales Tax RB(c)

    5.00     01/01/2031        7,855        8,790,688  

Palm Beach (County of) Health Facilities Authority (BRRH Corp. Obligated Group); Series 2014, Ref. RB

    5.00     12/01/2031        1,125        1,225,159  

Palm Beach (County of) Health Facilities Authority (Jupiter Medical Center, Inc.); Series 2013 A, Hospital RB

    5.00     11/01/2043        2,030        2,116,336  

Palm Beach (County of) Solid Waste Authority;

         

Series 2009, Improvement RB(d)(e)

    5.50     10/01/2019        615        683,696  

Series 2009, Improvement RB (INS–BHAC)(b)

    5.50     10/01/2023        2,085        2,315,059  

Series 2011, Ref. RB(c)

    5.00     10/01/2031        3,330        3,763,400  

South Miami (City of) Health Facilities Authority (Baptist Health South Florida Obligated Group);

         

Series 2007, Hospital RB(c)

    5.00     08/15/2042        6,000        6,061,440  

Series 2007, Hospital RB

    5.00     08/15/2042        6,000        6,061,440  

St. Johns (County of) Industrial Development Authority (Glenmoor);

         

Series 2014 A, Ref. Health Care RB(k)(l)

    5.38     01/01/2049        3,938        2,519,606  

Series 2014 B, Ref. Sub. Health Care RB(l)

    2.50     01/01/2049        1,457        15  

Sumter (County of) Industrial Development Authority (Central Florida Health Alliance);

         

Series 2014 A, Hospital RB

    5.00     07/01/2025        500        566,385  

Series 2014 A, Hospital RB

    5.00     07/01/2027        500        556,355  

Tampa Bay Water; Series 2001 A, Ref. & Improvement Utility System RB (INS–NATL)(b)

    6.00     10/01/2029        2,000        2,595,300  
         81,164,004  
Georgia–0.89%          

Burke (County of) Development Authority (Georgia Power Co. Plant Vogtle);

         

Series 1994, PCR(d)

    2.20     04/02/2019        1,000        1,015,820  

Series 1994, PCR(d)

    2.20     04/02/2019        2,000        2,031,640  

Burke (County of) Development Authority (Oglethorpe Power Vogtle); Series 2013 A, PCR(d)

    2.40     04/01/2020        3,200        3,248,960  
         6,296,420  
Hawaii–2.10%          

Hawaii (State of) Department of Budget & Finance (Hawaii Pacific Health Obligated Group);

         

Series 2010 B, Special Purpose RB

    5.75     07/01/2040        1,630        1,767,654  

Series 2013 A, Ref. Special Purpose RB

    5.50     07/01/2043        2,000        2,248,600  

Hawaii (State of) Department of Transportation (Airports Division); Series 2013, Lease Revenue COP(h)

    5.00     08/01/2020        3,055        3,389,706  

Hawaii (State of);

         

Series 2010 A, Airport System RB

    5.00     07/01/2039        4,100        4,467,811  

Series 2015 A, Airport System RB(h)

    5.00     07/01/2041        780        844,022  

Series 2015 A, Airport System RB(h)

    5.00     07/01/2045        2,010        2,169,011  
         14,886,804  
Idaho–0.61%          

Idaho (State of) Housing & Finance Association (Federal Highway Trust Fund); Series 2008 A, Grant & RAB(d)(e)

    5.25     07/15/2018        2,600        2,755,974  

Regents of the University of Idaho; Series 2011, Ref. General RB(d)

    5.25     04/01/2021        1,390        1,573,925  
         4,329,899  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

12                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Illinois–17.23%          

Bourbonnais (Village of) (Olivet Nazarene University);

         

Series 2013, Industrial Project RB

    5.50     11/01/2042      $ 1,000      $ 1,052,770  

Series 2013, Industrial Project RB

    5.00     11/01/2044        635        648,138  

Chicago (City of) (Midway Airport);

         

Series 2013 B, Ref. Second Lien RB

    5.00     01/01/2021        3,200        3,608,864  

Series 2014 A, Ref. Second Lien RB(h)

    5.00     01/01/2041        1,125        1,195,155  

Chicago (City of) (O’Hare International Airport);

         

Series 2015 C, RB(h)

    5.00     01/01/2046        775        827,220  

Series 2015 D, RB

    5.00     01/01/2046        540        591,224  

Series 2017 D, Sr. Lien General Airport RB

    5.25     01/01/2042        1,240        1,418,188  

Chicago (City of) Metropolitan Water Reclamation District (Green Bonds); Series 2016 E, Unlimited Tax GO Bonds

    5.00     12/01/2045        1,605        1,771,743  

Chicago (City of) Transit Authority (FTA Section 5309 Fixed Guideway Modernization Formula Funds);

         

Series 2008, Capital Grant Receipts RB (INS–AGC)(b)

    5.25     06/01/2023        1,070        1,104,861  

Series 2008, Capital Grant Receipts RB (INS–AGC)(b)

    5.25     06/01/2024        1,035        1,065,998  

Chicago (City of) Transit Authority;

         

Series 2011, Sales Tax Receipts RB(c)

    5.25     12/01/2036        8,970        9,599,246  

Series 2014, Sales Tax Receipts RB

    5.00     12/01/2044        3,380        3,580,197  

Chicago (City of);

         

Series 2002 B, Unlimited Tax GO Bonds

    5.50     01/01/2037        615        607,638  

Series 2005 D, Ref. Unlimited Tax GO Bonds

    5.50     01/01/2040        385        378,578  

Series 2007 A, Ref. Project Unlimited Tax GO Bonds (INS–AGM)(b)

    5.00     01/01/2037        4,350        4,361,702  

Series 2007 E, Ref. Unlimited Tax GO Bonds

    5.50     01/01/2042        310        304,618  

Series 2012, Second Lien Wastewater Transmission RB

    5.00     01/01/2042        2,030        2,137,631  

Series 2014, Ref. Motor Fuel Tax RB

    5.00     01/01/2029        1,000        1,033,270  

Series 2014, Second Lien Waterworks RB

    5.00     11/01/2044        790        846,580  

Series 2015 A, Unlimited Tax GO Bonds

    5.50     01/01/2033        3,085        3,075,066  

Series 2017 A, Ref. Unlimited Tax GO Bonds

    6.00     01/01/2038        1,850        1,909,478  

Cook (County of) Forest Preserve District;

         

Series 2012 B, Ref. Limited Tax GO Bonds(c)

    5.00     12/15/2032        2,540        2,716,301  

Series 2012 B, Ref. Limited Tax GO Bonds(c)

    5.00     12/15/2037        2,540        2,702,408  

DeKalb County Community Unit School District No. 428; Series 2008, Unlimited Tax GO Bonds (INS–AGM)(b)

    5.00     01/01/2023        1,435        1,479,772  

Illinois (State of) Finance Authority (Benedictine University);

         

Series 2013 A, RB

    5.00     10/01/2020        1,000        1,091,270  

Series 2013 A, RB

    5.38     10/01/2022        1,180        1,280,796  

Illinois (State of) Finance Authority (Centegra Health System); Series 2014 A, RB

    5.00     09/01/2039        1,300        1,350,258  

Illinois (State of) Finance Authority (Northwestern Memorial Hospital); Series 2009 B, RB

    5.38     08/15/2024        1,900        2,082,419  

Illinois (State of) Finance Authority (OSF Healthcare System);

         

Series 2010, Ref. RB(d)(e)

    6.00     05/15/2020        1,685        1,937,801  

Series 2010, Ref. RB

    6.00     05/15/2039        935        1,029,332  

Series 2015 A, Ref. RB

    5.00     11/15/2045        2,165        2,341,036  

Illinois (State of) Finance Authority (Peace Village); Series 2013, RB

    6.25     08/15/2028        1,000        1,065,170  

Illinois (State of) Finance Authority (Resurrection Health Care Corp.);

         

Series 2009, Ref. RB(d)(e)

    6.13     05/15/2019        120        133,376  

Series 2009, Ref. RB(d)(e)

    6.13     05/15/2019        3,280        3,645,622  

Illinois (State of) Finance Authority (Rush University Medical Center Obligated Group); Series 2009 A, RB(d)(e)

    7.25     11/01/2018        1,460        1,613,139  

Illinois (State of) Finance Authority (Rush University Medical Center); Series 2015 A, Ref. RB

    5.00     11/15/2038        1,870        2,017,375  

Illinois (State of) Finance Authority (Swedish Covenant Hospital);

         

Series 2010 A, Ref. RB(d)(e)

    5.75     02/15/2020        5,020        5,683,895  

Series 2010 A, Ref. RB(d)(e)

    6.00     02/15/2020        2,620        2,985,516  

Illinois (State of) Finance Authority (The University of Chicago Medical Center); Series 2011 C, RB(c)(d)(e)

    5.50     02/15/2021        1,440        1,671,408  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

13                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Illinois–(continued)          

Illinois (State of) Finance Authority (University of Chicago); Series 2013 A, RB(c)

    5.25     10/01/2052      $ 3,390      $ 3,747,882  

Illinois (State of) Finance Authority; Series 2009, RB(d)(e)

    6.13     05/15/2019        105        116,582  

Illinois (State of) Metropolitan Pier & Exposition Authority (McCormick Place Expansion);

         

Series 2002 A, Conv. CAB RB (INS–NATL)(b)(m)

    5.75     06/15/2026        8,480        9,357,002  

Series 2010 A, RB

    5.50     06/15/2050        2,300        2,361,778  

Illinois (State of) Metropolitan Pier & Exposition Authority; Series 2002, Dedicated State Tax CAB RB (INS–AGM)(b)(g)

    0.00     12/15/2029        2,500        1,441,000  

Illinois (State of) Sports Facilities Authority; Series 2014, Ref. State Tax Supported RB (INS–AGM)(b)

    5.00     06/15/2027        3,500        3,837,295  

Illinois (State of) Toll Highway Authority; Series 2013 A, RB(c)

    5.00     01/01/2038        10,050        11,085,351  

Illinois (State of);

         

Series 2012 A, Unlimited Tax GO Bonds

    5.00     01/01/2031        1,115        1,127,343  

Series 2013, Unlimited Tax GO Bonds (INS–AGM)(b)

    5.25     07/01/2029        1,960        2,090,869  

Series 2014, Unlimited Tax GO Bonds

    5.00     02/01/2021        2,250        2,387,633  

Series 2014, Unlimited Tax GO Bonds

    5.00     05/01/2029        1,000        1,023,960  

Series 2014, Unlimited Tax GO Bonds

    5.00     05/01/2036        750        751,290  

Railsplitter Tobacco Settlement Authority; Series 2010, RB

    5.50     06/01/2023        4,275        4,831,904  
         122,104,948  
Indiana–4.94%          

Indiana (State of) Finance Authority (CWA Authority); Series 2011 B, Second Lien Wastewater Utility RB

    5.25     10/01/2031        3,000        3,389,430  

Indiana (State of) Finance Authority (I-69 Section 5);

         

Series 2014, RB(h)

    5.00     09/01/2046        1,350        1,367,267  

Series 2014, RB(h)

    5.25     09/01/2034        790        812,436  

Series 2014, RB(h)

    5.25     09/01/2040        2,280        2,344,752  

Indiana (State of) Finance Authority (Ohio River Bridges East End Crossing);

         

Series 2013, Private Activity RB(h)

    5.00     07/01/2040        3,480        3,658,106  

Series 2013 A, Private Activity RB(h)

    5.00     07/01/2035        500        525,590  

Series 2013 A, Private Activity RB(h)

    5.00     07/01/2048        525        551,870  

Indiana (State of) Finance Authority (Ohio Valley Electric Corp.); Series 2012 A, Midwestern Disaster Relief RB

    5.00     06/01/2039        2,690        2,676,550  

Indiana (State of) Finance Authority (Sisters of St. Francis Health Services, Inc.); Series 2008 G, Ref. VRD Health System RB (LOC-Wells Fargo Bank N.A.)(i)(j)

    0.62     09/01/2048        3,000        3,000,000  

Indiana (State of) Municipal Power Agency;

         

Series 2013 A, Power Supply System RB

    5.25     01/01/2033        1,000        1,130,870  

Series 2016 A, Ref. Power Supply System RB

    5.00     01/01/2042        2,415        2,691,228  

Indianapolis Local Public Improvement Bond Bank;

         

Series 2011 K, RB

    5.00     06/01/2027        3,000        3,324,570  

Series 2013 F, RB(c)

    5.00     02/01/2030        4,500        5,023,485  

Valparaiso (City of) (Pratt Paper, LLC); Series 2013, Exempt Facilities RB(h)

    5.88     01/01/2024        1,350        1,500,538  

Whiting (City of) (BP Products North America); Series 2014, Environmental Facilities Floating
Rate RB(d)(h)(k)

    1.39     12/02/2019        3,000        2,985,600  
         34,982,292  
Iowa–1.88%          

Iowa (State of) (IJOBS Program);

         

Series 2009 A, Special Obligation RB(c)(d)(e)(n)

    5.00     06/01/2019        3,595        3,913,014  

Series 2009 A, Special Obligation RB(c)(d)(e)(n)

    5.00     06/01/2019        4,795        5,219,166  

Iowa (State of) Finance Authority (Iowa Fertilizer Co.);

         

Series 2013, Midwestern Disaster Area RB

    5.00     12/01/2019        1,160        1,162,668  

Series 2013, Midwestern Disaster Area RB(f)

    5.88     12/01/2027        1,000        1,014,800  

Iowa (State of) Tobacco Settlement Authority;

         

Series 2005 C, Asset-Backed RB

    5.63     06/01/2046        1,030        1,029,948  

Series 2005 E, Asset-Backed CAB RB(g)

    0.00     06/01/2046        11,725        1,022,185  
                                13,361,781  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

14                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Kansas–0.48%          

Kansas (State of) Development Finance Authority (Adventist Health System/Sunbelt Obligated Group); Series 2009 C, Hospital RB

    5.50     11/15/2029      $ 1,655      $ 1,815,452  

Wichita (City of) (Presbyterian Manors, Inc.); Series 2013 IV-A, Health Care Facilities RB

    6.38     05/15/2043        1,500        1,592,010  
         3,407,462  
Kentucky–2.88%          

Kentucky (State of) Economic Development Finance Authority (Next Generation Kentucky Information Highway);

         

Series 2015 A, Sr. RB

    5.00     07/01/2040        1,220        1,274,339  

Series 2015 A, Sr. RB

    5.00     01/01/2045        1,290        1,340,104  

Kentucky (State of) Economic Development Finance Authority (Owensboro Medical Health System, Inc.);

         

Series 2010 A, Hospital RB

    6.00     06/01/2030        1,900        2,077,536  

Series 2010 A, Hospital RB

    6.38     06/01/2040        1,625        1,771,770  

Series 2010 A, Hospital RB

    6.50     03/01/2045        2,050        2,237,021  

Kentucky (State of) Public Transportation Infrastructure Authority (Downtown Crossing); Series 2013 A, Sub. Toll Revenue BAN

    5.00     07/01/2017        3,000        3,035,880  

Kentucky (State of) Turnpike Authority (Revitalization); Series 2012 A, Economic Development Road RB

    5.00     07/01/2028        1,860        2,105,036  

Louisville (City of) & Jefferson (County of) Metropolitan Government (Louisville Gas & Electric Co.); Series 2005 A, PCR(d)

    2.20     08/01/2019        1,000        1,016,680  

Louisville (City of) & Jefferson (County of) Metropolitan Government (Norton Healthcare, Inc.); Series 2013 A, Health System RB

    5.50     10/01/2033        3,000        3,391,830  

Warren (County of) (Bowling Green — Warren County Community Hospital Corp.); Series 2013, Ref. Hospital RB

    5.00     04/01/2035        2,000        2,162,100  
         20,412,296  
Louisiana–2.37%          

Lafayette (City of) Public Trust Financing Authority (Ragin’ Cajun Facilities, Inc. — Housing & Parking); Series 2010, RB (INS–AGM)(b)

    5.25     10/01/2030        2,450        2,700,390  

Louisiana (State of) Energy & Power Authority (LEPA Unit No. 1);

         

Series 2013 A, Power Project RB (INS–AGM)(b)

    5.25     06/01/2028        2,000        2,286,920  

Series 2013 A, Power Project RB (INS–AGM)(b)

    5.25     06/01/2031        2,000        2,265,920  

Louisiana (State of) Public Facilities Authority (Louisiana Pellets Inc.); Series 2015 A, Waste Disposal Facilities RB(h)

    8.00     07/01/2039        1,850        736,337  

New Orleans (City of);

         

Series 2014, Ref. Sewerage Service RB

    5.00     06/01/2020        750        831,000  

Series 2014, Ref. Water RB

    5.00     12/01/2021        1,000        1,135,720  

St. John the Baptist (Parish of) (Marathon Oil Corp.); Series 2007 A, RB

    5.13     06/01/2037        2,265        2,276,551  

Tobacco Settlement Financing Corp.;

         

Series 2013 A, Ref. Asset-Backed RB

    5.25     05/15/2031        770        828,890  

Series 2013 A, Ref. Asset-Backed RB

    5.25     05/15/2032        1,465        1,594,506  

Series 2013 A, Ref. Asset-Backed RB

    5.25     05/15/2033        1,235        1,338,036  

Series 2013 A, Ref. Asset-Backed RB

    5.50     05/15/2030        770        825,933  
         16,820,203  
Maryland–0.70%          

Maryland (State of) Health & Higher Educational Facilities Authority (LifeBridge Health); Series 2016, Ref. RB

    5.00     07/01/2047        705        783,861  

Maryland (State of) Health & Higher Educational Facilities Authority (Peninsula Regional Medical Center); Series 2015, Ref. RB

    5.00     07/01/2045        1,435        1,547,203  

Maryland Economic Development Corp. (Terminal); Series 2010 B, RB

    5.75     06/01/2035        2,440        2,623,878  
         4,954,942  
Massachusetts–4.50%          

Massachusetts (State of) Department of Transportation (Contract Assistance); Series 2010 B, Metropolitan Highway Systems RB

    5.00     01/01/2035        2,010        2,200,829  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

15                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Massachusetts–(continued)          

Massachusetts (State of) Development Finance Agency (Berklee College of Music);

         

Series 2007, RB(d)(e)

    5.00     10/01/2017      $ 2,185      $ 2,241,286  

Series 2007, RB

    5.00     10/01/2032        165        168,660  

Massachusetts (State of) Development Finance Agency (Harvard University); Series 2009 A, RB(c)

    5.50     11/15/2036        9,565        10,320,061  

Massachusetts (State of) Development Finance Agency (Massachusetts Institute of Technology); Series 2009 O, RB(c)(d)(e)

    5.50     07/01/2018        3,100        3,293,998  

Massachusetts (State of) Development Finance Agency (Partners Healthcare); Series 2012 L, RB

    5.00     07/01/2031        5,620        6,253,262  

Massachusetts (State of) Development Finance Agency (Tufts Medical Center); Series 2011 I, RB

    6.75     01/01/2036        1,225        1,392,359  

Massachusetts (State of) School Building Authority; Series 2011 B, Sr. Dedicated Sales Tax RB(c)

    5.00     10/15/2035        5,325        5,997,654  
         31,868,109  
Michigan–3.01%          

Lansing (City of) Board of Water & Light; Series 2011 A, Utility System RB

    5.00     07/01/2037        3,400        3,769,002  

Michigan (State of) Building Authority (Facilities Program); Series 2016 I, Ref. RB(c)

    5.00     04/15/2041        2,655        2,961,998  

Michigan (State of) Finance Authority (Beaumont Health Credit Group); Series 2016, RB

    5.00     11/01/2044        1,710        1,865,627  

Michigan (State of) Finance Authority (Detroit Water & Sewerage Department);

         

Series 2014 C-1, Ref. Sr. Lien Local Government Loan Program RB

    5.00     07/01/2044        1,130        1,202,252  

Series 2014 C-6, Ref. Sr. Lien Local Government Loan Program RB

    5.00     07/01/2033        565        618,658  

Series 2014 D-4, Ref. Local Government Loan Program RB

    5.00     07/01/2029        565        629,687  

Series 2015, Ref. Second Lien Local Government Loan Program RB

    5.00     07/01/2035        1,165        1,255,451  

Michigan (State of) Finance Authority (MidMichigan Health Credit Group); Series 2014, Ref. Hospital RB

    5.00     06/01/2039        2,070        2,257,687  

Michigan (State of) Finance Authority (Trinity Health Credit); Series 2017 MI, Ref. Hospital RB(c)

    5.00     12/01/2046        3,575        3,965,319  

Wayne State University Board of Governors;

         

Series 2008, Ref. General RB(d)(e)

    5.00     11/15/2018        825        882,973  

Series 2008, Ref. General RB (INS–AGM)(b)

    5.00     11/15/2025        1,030        1,095,590  

Western Michigan University;

         

Series 2013, Ref. General RB

    5.25     11/15/2030        400        456,496  

Series 2013, Ref. General RB

    5.25     11/15/2031        350        398,919  
         21,359,659  
Mississippi–0.43%          

Mississippi Business Finance Corp. (Chevron U.S.A. Inc.); Series 2007 A, VRD Gulf Opportunity Zone IDR(i)

    0.57     12/01/2030        3,079        3,079,000  
Missouri–0.74%          

Kansas City (City of) Industrial Development Authority (Downtown Redevelopment District); Series 2011 A, Ref. RB

    5.50     09/01/2028        1,970        2,184,395  

Kirkwood (City of) Industrial Development Authority (Aberdeen Heights); Series 2017 A, Ref. Retirement Community RB

    5.25     05/15/2050        465        478,401  

Missouri (State of) Health & Educational Facilities Authority (St. Louis College of Pharmacy); Series 2013, RB

    5.00     05/01/2020        1,000        1,084,960  

St. Louis (County of) Industrial Development Authority (Friendship Village of Sunset Hills); Series 2013 A, Senior Living Facilities RB

    5.50     09/01/2033        1,375        1,523,693  
         5,271,449  
Nebraska–1.97%          

Central Plains Energy Project (No. 3); Series 2012, Gas RB

    5.00     09/01/2032        5,500        5,941,540  

Lincoln (County of) Hospital Authority No. 1 (Great Plains Regional Medical Center); Series 2012, Ref. RB

    5.00     11/01/2032        2,500        2,704,000  

Omaha (City of) Public Power District; Series 2011 B, RB(c)

    5.00     02/01/2036        4,800        5,312,640  
         13,958,180  
Nevada–0.77%          

Clark (County of) (Las Vegas-McCarran International Airport); Series 2010 A, Passenger Facility Charge RB

    5.13     07/01/2034        1,500        1,624,920  

Clark (County of); Series 2013 A, Ref. Jet Aviation Fuel Tax Airport System RB(h)

    5.00     07/01/2028        2,000        2,180,340  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

16                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Nevada–(continued)          

Nevada (State of); Series 2008 C, Capital Improvement & Cultural Affairs Limited Tax GO Bonds(c)(d)(e)

    5.00     06/01/2018      $ 1,600      $ 1,683,744  
         5,489,004  
New Jersey–6.88%          

New Jersey (State of) Economic Development Authority (Provident Group-Montclair Properties LLC–Montclair State University Student Housing); Series 2010 A, RB

    5.75     06/01/2031        1,990        2,158,573  

New Jersey (State of) Economic Development Authority (The Goethals Bridge Replacement);

         

Series 2013, Private Activity RB(h)

    5.38     01/01/2043        1,000        1,061,550  

Series 2013, Private Activity RB(h)

    5.50     01/01/2026        1,000        1,130,110  

Series 2013, RB(h)

    5.00     07/01/2023        1,750        1,943,742  

New Jersey (State of) Economic Development Authority; Series 2005 N-1, Ref. School Facilities Construction RB (INS–AMBAC)(b)

    5.50     09/01/2024        2,000        2,197,880  

New Jersey (State of) Transportation Trust Fund Authority;

         

Series 1999 A, Transportation System RB

    5.75     06/15/2020        5,000        5,383,700  

Series 2006 C, Transportation System CAB RB (INS–AGC)(b)(g)

    0.00     12/15/2026        8,435        5,683,166  

Subseries 2016 A-1, Federal Highway Reimbursement RN

    5.00     06/15/2028        935        1,002,713  

Subseries 2016 A-1, Federal Highway Reimbursement RN

    5.00     06/15/2029        1,560        1,597,736  

Subseries 2016 A-2, Federal Highway Reimbursement RN

    5.00     06/15/2028        1,560        1,599,530  

New Jersey (State of); Series 2001 H, Ref. Unlimited Tax GO Bonds

    5.25     07/01/2019        6,900        7,493,055  

Salem (County of) Pollution Control Financing Authority (Chambers); Series 2014 A, Ref. PCR(h)

    5.00     12/01/2023        4,000        4,390,720  

Tobacco Settlement Financing Corp.;

         

Series 2007 1A, Asset-Backed RB

    4.63     06/01/2026        5,050        5,050,202  

Series 2007 1A, Asset-Backed RB

    4.75     06/01/2034        950        910,385  

Series 2007 1A, Asset-Backed RB

    5.00     06/01/2029        3,640        3,637,416  

Series 2007 1A, Asset-Backed RB

    5.00     06/01/2041        3,665        3,550,102  
         48,790,580  
New Mexico–0.69%          

Farmington (City of) (Public Service Co. of New Mexico San Juan); Series 2010 C, Ref. PCR

    5.90     06/01/2040        2,650        2,934,531  

New Mexico (State of) Finance Authority; Series 2008 A, Sr. Lien Public Revolving Fund RB

    5.00     06/01/2027        1,860        1,943,681  
         4,878,212  
New York–14.94%          

Brooklyn Arena Local Development Corp. (Barclays Center);

         

Series 2009, PILOT RB(d)(e)

    6.25     01/15/2020        1,740        1,991,517  

Series 2009, PILOT RB(d)(e)

    6.38     01/15/2020        720        826,618  

Erie Tobacco Asset Securitization Corp.; Series 2005 A, Tobacco Settlement Asset-Backed RB

    5.00     06/01/2045        2,760        2,673,336  

Metropolitan Transportation Authority;

         

Series 2012 F, Ref. RB

    5.00     11/15/2024        1,500        1,748,085  

Series 2013 A, Transportation RB

    5.00     11/15/2038        1,680        1,868,110  

New York (City of) Municipal Water Finance Authority;

         

Series 2010 FF, Second General Resolution Water & Sewer System RB

    5.00     06/15/2031        2,400        2,675,544  

Series 2012 FF, Water & Sewer System RB(c)

    5.00     06/15/2045        1,000        1,107,570  

Series 2013 DD, Water & Sewer System RB

    5.00     06/15/2035        2,900        3,298,170  

New York (City of) Transitional Finance Authority;

         

Subseries 2009 A-1, Future Tax Sec. RB(c)

    5.00     05/01/2028        4,615        4,994,861  

Subseries 2009 A-1, Future Tax Sec. RB(c)

    5.00     05/01/2029        3,695        3,997,473  

Subseries 2009 A-1, Future Tax Sec. RB(c)

    5.00     05/01/2030        3,695        3,991,376  

Subseries 2011 D-1, Future Tax Sec. RB(c)

    5.00     11/01/2033        1,725        1,953,580  

Subseries 2012 E-1, Future Tax Sec. RB(c)

    5.00     02/01/2037        7,155        8,042,435  

Subseries 2013 I, Future Tax Sec. RB

    5.00     05/01/2038        1,535        1,737,313  

New York (City of) Trust for Cultural Resources (Museum of Modern Art);

         

Series 2008 1A, Ref. RB(c)(d)(e)

    5.00     10/01/2018        5,635        6,004,769  

Series 2008 1A, Ref. RB(c)

    5.00     04/01/2027        4,765        5,077,679  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

17                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
New York–(continued)          

New York (City of);

         

Subseries 2008 A-1, Unlimited Tax GO Bonds(c)

    5.25     08/15/2027      $ 5,200      $ 5,519,228  

Subseries 2008 A-1, Unlimited Tax GO Bonds(c)

    5.25     08/15/2028        5,200        5,518,396  

New York (State of) Dormitory Authority (City of New York); Series 2005 A, Court Facilities Lease RB (INS–AMBAC)(b)

    5.50     05/15/2029        1,805        2,274,986  

New York (State of) Dormitory Authority (General Purpose);

         

Series 2011 A, State Personal Income Tax RB(c)

    5.00     03/15/2030        5,805        6,503,225  

Series 2013 A, State Personal Income Tax RB

    5.00     02/15/2037        2,050        2,299,690  

New York (State of) Dormitory Authority (Mental Health Services); Series 2007, Mental Health Services Facilities Improvement RB (INS–AGM)(b)

    5.00     02/15/2027        150        150,553  

New York (State of) Thruway Authority (Transportation); Series 2009 A, Personal Income Tax RB

    5.00     03/15/2025        1,310        1,412,914  

New York (State of) Thruway Authority;

         

Series 2011 A-1, Second General Highway & Bridge Trust Fund RB(c)

    5.00     04/01/2029        4,860        5,483,149  

Series 2013 A, Jr. General RB

    5.00     05/01/2019        2,000        2,164,300  

Series 2016 A, Jr. Lien General RB

    5.25     01/01/2056        1,590        1,797,225  

New York Liberty Development Corp. (3 World Trade Center); Series 2014, Class 1, Ref. Liberty RB(f)

    5.00     11/15/2044        4,840        5,074,062  

New York Liberty Development Corp. (7 World Trade Center);

         

Series 2012, Class 1, Ref. Liberty RB(c)

    5.00     09/15/2040        5,100        5,760,348  

Series 2012, Class 2, Ref. Liberty RB

    5.00     09/15/2043        1,770        1,967,921  

New York Transportation Development Corp. (American Airlines, Inc.); Series 2016, Ref. Special Facilities RB(h)

    5.00     08/01/2026        1,575        1,659,010  

New York Transportation Development Corp. (LaGuardia Airport Terminal B Redevelopment); Series 2016 A, Special Facilities RB(h)

    5.25     01/01/2050        4,615        4,916,636  

Onondaga Civic Development Corp. (St. Joseph’s Hospital Health Center); Series 2014 A, RB(d)(e)

    5.00     07/01/2019        1,250        1,363,587  
         105,853,666  
North Carolina–5.27%          

Charlotte (City of) (Cultural Arts Facilities); Series 2009 E, Ref. COP(c)

    5.00     06/01/2039        13,600        14,553,904  

North Carolina (State of) Capital Facilities Finance Agency (Duke University); Series 2015, Ref. RB

    5.00     10/01/2055        6,705        7,540,845  

North Carolina (State of) Department of Transportation (I-77 HOT Lanes);
Series 2015, Private Activity RB(h)

    5.00     12/31/2037        2,000        2,138,320  

Series 2015, Private Activity RB(h)

    5.00     06/30/2054        1,115        1,164,696  

North Carolina (State of) Eastern Municipal Power Agency; Series 2009 B, Power System RB(d)(e)

    5.00     01/01/2019        1,525        1,637,179  

North Carolina (State of) Medical Care Commission (Duke University Health System); Series 2012 A, Health Care Facilities RB(c)

    5.00     06/01/2042        5,110        5,653,295  

North Carolina (State of) Turnpike Authority;

         

Series 2011, Monroe Connector System State Appropriation RB(c)

    5.00     07/01/2036        1,755        1,950,840  

Series 2011, Monroe Connector System State Appropriation RB(c)

    5.00     07/01/2041        2,430        2,701,164  
         37,340,243  
Ohio–6.63%          

Akron, Bath & Copley Joint Township Hospital District; Series 2016, Ref. RB

    5.25     11/15/2046        775        842,533  

Allen (County of) (Catholic Health Partners); Series 2012 A, Ref. Hospital Facilities RB

    5.00     05/01/2042        1,450        1,562,027  

American Municipal Power, Inc. (Greenup Hydroelectric); Series 2016 A, RB

    5.00     02/15/2046        490        540,181  

American Municipal Power, Inc. (Prairie State Energy Campus); Series 2008 A, RB
(INS–AGC)(b)(c)

    5.25     02/15/2033        9,100        9,423,323  

Buckeye Tobacco Settlement Financing Authority;

 

     

Series 2007 A-2, Sr. Asset-Backed Turbo RB

    5.75     06/01/2034        235        226,101  

Series 2007 A-2, Sr. Asset-Backed Turbo RB

    5.88     06/01/2047        6,955        6,737,448  

Cleveland (City of) & Cuyahoga (County of) Port Authority (Constellation Schools); Series 2014 A, Ref. & Improvement Lease RB(f)

    6.50     01/01/2034        1,000        1,053,960  

Franklin (County of) (First Community Village Obligated Group); Series 2013, Ref. Health Care Facilities RB

    5.25     07/01/2033        2,000        1,862,700  

Franklin (County of) (OhioHealth Corp.); Series 2011 A, Hospital Facilities RB(c)

    5.00     11/15/2036        3,390        3,689,134  

Hamilton (County of) (Christ Hospital); Series 2012, Health Care Facilities RB

    5.50     06/01/2042        3,000        3,351,360  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

18                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Ohio–(continued)          

Hamilton (County of) (Life Enriching Communities); Series 2016, Ref. Healthcare Improvement RB

    5.00     01/01/2046      $ 1,370      $ 1,405,360  

Hancock (County of) (Blanchard Valley Regional Health Center); Series 2011 A, Hospital Facilities RB

    6.25     12/01/2034        2,470        2,793,792  

Ohio (State of) (Portsmouth Bypass); Series 2015, Private Activity RB (INS–AGM)(b)(h)

    5.00     12/31/2039        735        795,858  

Ohio (State of) Air Quality Development Authority (FirstEnergy Nuclear Generation Corp.); Series 2009 A, Ref. PCR RB(d)

    4.38     06/01/2022        3,950        3,593,433  

Ohio (State of) Higher Educational Facility Commission (Summa Health System);

         

Series 2010, Hospital Facilities RB(d)(e)

    5.75     05/15/2020        3,055        3,489,329  

Series 2010, Hospital Facilities RB

    5.75     11/15/2040        1,780        1,919,178  

Ohio (State of) Turnpike Commission (Infrastructure); Series 2013 A, Jr. Lien RB

    5.00     02/15/2028        2,500        2,853,575  

Ohio (State of) Water Development Authority (FirstEnergy Nuclear Generation Corp.); Series 2009 A, Ref. PCR(d)

    4.38     06/01/2022        975        886,987  
         47,026,279  
Oklahoma–0.10%          

Oklahoma (State of) Development Finance Authority (Great Plains Regional Medical Center); Series 2007, Hospital RB

    5.13     12/01/2036        815        678,944  
Oregon–0.48%          

Oregon (State of) Department of Administrative Services; Series 2009 A, Lottery RB(d)(e)

    5.25     04/01/2019        685        744,438  

Warm Springs Reservation Confederated Tribes of Oregon (Pelton Round Butte); Series 2009 B, Tribal Economic Development Hydroelectric RB(f)

    6.38     11/01/2033        2,465        2,641,395  
         3,385,833  
Pennsylvania–1.91%          

Beaver (County of) Industrial Development Authority (FirstEnergy Nuclear Generation); Series 2006 A, Ref. PCR(d)

    4.38     07/01/2022        850        773,305  

Fayette (County of) Hospital Authority (Fayette Regional Health System); Series 2007 B, VRD RB (LOC–PNC Bank, N.A.)(i)(j)

    0.64     06/01/2037        500        500,000  

Pennsylvania (State of) Higher Educational Facilities Authority (Drexel University); Series 2002 B, VRD RB (LOC–JPMorgan Chase Bank, N.A.)(i)(j)

    0.64     05/01/2032        3,000        3,000,000  

Pennsylvania (State of) Turnpike Commission;

 

     

Series 2012 A, Sub. RB

    5.00     12/01/2020        1,370        1,532,016  

Subseries 2010 B-2, Sub. RB(d)(e)

    5.75     12/01/2020        1,345        1,566,131  

Subseries 2010 B-2, Sub. RB(d)(e)

    5.75     12/01/2020        730        850,019  

Subseries 2010 B-2, Sub. RB

    5.75     12/01/2028        775        875,510  

Subseries 2010 B-2, Sub. RB(d)(e)

    6.00     12/01/2020        250        293,390  

Subseries 2010 B-2, Sub. RB(d)(e)

    6.00     12/01/2020        265        310,993  

Subseries 2010 B-2, Sub. RB

    6.00     12/01/2034        1,235        1,412,618  

Philadelphia (City of) Industrial Development Authority (Thomas Jefferson University); Series 2017 A, Ref. RB

    5.00     09/01/2047        775        842,402  

Philadelphia School District;

 

     

Series 2008 E, Limited Tax GO Bonds(d)(e)

    5.13     09/01/2018        1,230        1,307,539  

Series 2008 E, Limited Tax GO Bonds (INS–BHAC)(b)

    5.13     09/01/2023        270        285,458  
         13,549,381  
Puerto Rico–0.33%          

Puerto Rico Sales Tax Financing Corp.; Series 2007 A, CAB Sales Tax RB (INS–NATL)(b)(g)

    0.00     08/01/2044        11,215        2,313,094  
South Carolina–0.86%          

South Carolina (State of) Jobs-Economic Development Authority (Palmetto Health Alliance); Series 2013 A, Ref. Hospital RB

    5.25     08/01/2030        1,400        1,508,794  

South Carolina (State of) Ports Authority;

 

     

Series 2015, RB(h)

    5.25     07/01/2050        3,005        3,264,602  

Series 2015, RB(h)

    5.25     07/01/2055        1,230        1,335,066  
         6,108,462  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

19                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
South Dakota–0.20%          

South Dakota (State of) Health & Educational Facilities Authority (Sanford Obligated Group); Series 2015, Ref. RB

    5.00     11/01/2045      $ 1,315      $ 1,428,590  
Tennessee–0.42%          

Tennessee Energy Acquisition Corp.;

 

     

Series 2006 A, Gas RB

    5.25     09/01/2023        1,280        1,470,323  

Series 2006 A, Gas RB

    5.25     09/01/2026        1,275        1,494,670  
         2,964,993  
Texas–16.94%          

Alamo Community College District; Series 2012, Ref. Limited Tax GO Bonds(c)

    5.00     08/15/2034        5,105        5,752,978  

Arlington (City of);

 

     

Series 2009, Special Tax RB(d)(e)

    5.00     02/15/2019        730        786,794  

Series 2009, Special Tax RB(d)(e)

    5.00     02/15/2019        1,510        1,627,176  

Series 2009, Special Tax RB

    5.00     08/15/2028        1,760        1,862,309  

Bexar (County of); Series 2009 A, Flood Control Limited Tax Ctfs. of Obligation(d)(e)

    5.00     06/15/2019        2,500        2,718,575  

Bexar County Health Facilities Development Corp. (Army Retirement Residence); Series 2010, RB(d)(e)

    6.20     07/01/2020        2,225        2,585,116  

Dallas-Fort Worth (Cities of) International Airport; Series 2014 A, Ref. RB(h)

    5.25     11/01/2026        2,000        2,286,100  

Friendswood Independent School District; Series 2008, Schoolhouse Unlimited Tax GO Bonds(d)(e)

    5.00     02/15/2018        1,130        1,175,754  

Harris (County of); Series 2007 C, Ref. Sub. Lien Toll Road Unlimited Tax GO Bonds
(INS–AGM)(b)

    5.25     08/15/2031        5,395        6,818,147  

Harris County Industrial Development Corp. (Deer Park Refining Limited Partnership); Series 2006, Solid Waste Disposal RB

    5.00     02/01/2023        1,300        1,408,550  

Houston (City of) Convention & Entertainment Facilities Department; Series 2001 B, Hotel Occupancy Tax & Special CAB RB (INS–AGM)(b)(g)

    0.00     09/01/2025        4,650        3,515,307  

Houston (City of);

 

     

Series 2009 A, Ref. Public Improvement Limited Tax GO Bonds(d)(e)

    5.00     03/01/2019        1,785        1,926,765  

Series 2009 A, Ref. Public Improvement Limited Tax GO Bonds

    5.00     03/01/2027        215        230,841  

Series 2011 D, First Lien Combined Utility System RB(c)

    5.00     11/15/2033        2,700        3,056,238  

Series 2011 D, First Lien Combined Utility System RB(c)

    5.00     11/15/2036        4,005        4,508,469  

Series 2015 C, Ref. Airport System RB(h)

    5.00     07/15/2020        775        809,092  

Houston Community College System;

 

     

Series 2008, Sr. Lien Student Fee RB(d)(e)

    5.00     04/15/2018        135        141,360  

Series 2008, Sr. Lien Student Fee RB (INS–AGM)(b)

    5.00     04/15/2023        285        297,338  

La Vernia Higher Education Finance Corp. (Meridian World School); Series 2015 A, RB(f)

    5.50     08/15/2045        1,205        1,242,126  

Lower Colorado River Authority (LCRA Transmissions Services Corp.); Series 2011 A, Ref. RB

    5.00     05/15/2041        2,250        2,424,937  

Lower Colorado River Authority;

 

     

Series 2012 A, Ref. RB(d)(e)

    5.00     05/15/2022        5        5,854  

Series 2012 A, Ref. RB

    5.00     05/15/2030        2,125        2,375,686  

New Hope Cultural Education Facilities Corp. (Morningside Ministries); Series 2013, First Mortgage RB

    6.50     01/01/2043        1,000        1,111,970  

New Hope Cultural Education Facilities Finance Corp. (Collegiate Housing — Tarleton State University); Series 2014 A, Student Housing RB

    5.00     04/01/2034        1,000        1,051,640  

North Texas Tollway Authority;

 

     

Series 2008 D, Ref. First Tier System CAB RB (INS–AGC)(b)(g)

    0.00     01/01/2028        18,900        13,064,625  

Series 2008 D, Ref. First Tier System CAB RB (INS–AGC)(b)(g)

    0.00     01/01/2031        3,740        2,243,925  

SA Energy Acquisition Public Facility Corp.; Series 2007, Gas Supply RB

    5.50     08/01/2021        1,500        1,696,770  

San Antonio (City of); Series 2013, Jr. Lien Electric & Gas Systems RB

    5.00     02/01/2038        2,495        2,794,150  

Tarrant County Cultural Education Facilities Finance Corp. (Air Force Village Obligated Group);

 

     

Series 2007, Retirement Facilities RB(d)(e)

    5.13     05/15/2017        925        933,843  

Series 2016, Ref. Retirement Facilities RB

    5.00     05/15/2037        935        930,222  

Series 2016, Ref. Retirement Facilities RB

    5.00     05/15/2045        2,135        2,090,571  

Tarrant County Cultural Education Facilities Finance Corp. (C.C. Young Memorial Home); Series 2017A, Retirement Facility RB

    6.38     02/15/2048        2,330        2,392,118  

Tarrant County Cultural Education Facilities Finance Corp. (Texas Health Resources System); Series 2016 A, Ref. RB

    5.00     02/15/2041        3,900        4,347,837  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

20                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Texas–(continued)          

Texas (State of) Transportation Commission (Central Texas Turnpike System);

 

     

Series 2015 B, Ref. CAB RB(g)

    0.00     08/15/2036      $ 3,170      $ 1,408,019  

Series 2015 B, Ref. CAB RB(g)

    0.00     08/15/2037        4,130        1,733,815  

Series 2015 C, Ref. Sub. RB

    5.00     08/15/2042        1,555        1,686,833  

Texas (State of) Transportation Commission; Series 2016 A, Highway Improvement Unlimited Tax GO Bonds

    5.00     04/01/2044        1,555        1,774,255  

Texas A&M University System Board of Regents;

 

     

Series 2009 A, Financing System RB(d)(e)

    5.00     05/15/2019        2,500        2,716,125  

Series 2009 A, Financing System RB(d)(e)

    5.00     05/15/2019        890        966,940  

Texas Municipal Gas Acquisition & Supply Corp. I; Series 2008 D, Sr. Lien Gas Supply RB

    6.25     12/15/2026        5,230        6,203,721  

Texas Municipal Gas Acquisition & Supply Corp. III;

 

     

Series 2012, Gas Supply RB

    5.00     12/15/2028        4,095        4,430,176  

Series 2012, Gas Supply RB

    5.00     12/15/2029        2,000        2,156,080  

Series 2012, Gas Supply RB

    5.00     12/15/2031        1,200        1,280,664  

Series 2012, Gas Supply RB

    5.00     12/15/2032        1,195        1,271,480  

Texas Private Activity Bond Surface Transportation Corp. (Blueridge Transportation Group, LLC SH 288 Toll Lanes); Series 2016, Sr. Lien RB(h)

    5.00     12/31/2055        1,050        1,102,962  

Texas Private Activity Bond Surface Transportation Corp. (NTE Mobility Partners LLC North Tarrant Express Management Lanes); Series 2009, Sr. Lien RB

    6.88     12/31/2039        1,945        2,200,787  

Texas Private Activity Bond Surface Transportation Corp. (NTE Mobility Partners LLC); Series 2013, Sr. Lien RB(h)

    7.00     12/31/2038        1,300        1,480,739  

University of Houston; Series 2008, Ref. Consolidated RB (INS–AGM)(b)(c)

    5.00     02/15/2033        9,100        9,413,222  
         120,039,001  
Utah–0.63%          

Salt Lake City (City of) (IHC Hospitals, Inc.); Series 1991, Ref. Hospital RB(e)(o)

    12.75     05/15/2020        1,600        1,692,800  

Salt Lake City (City of); Series 2017 A, Airport RB(c)(h)

    5.00     07/01/2047        2,490        2,763,676  
                                4,456,476  
Virgin Islands–0.28%          

Virgin Islands (Government of) Public Finance Authority (Matching Fund Loan Note); Series 2010 A, Sr. Lien RB

    5.00     10/01/2025        2,400        2,007,864  
Virginia–2.71%          

Fairfax (County of) Economic Development Authority (Goodwin House Inc.); Series 2007, Residential Care Facilities Mortgage RB(d)(e)

    5.13     10/01/2017        1,750        1,795,832  

Fairfax (County of) Industrial Development Authority (INOVA Health System); Series 1993, Ref. RB

    5.25     08/15/2019        6,920        7,323,644  

Virginia (State of) Small Business Financing Authority (Elizabeth River Crossings Opco, LLC);

         

Series 2012, Sr. Lien RB(h)

    5.50     01/01/2042        2,930        3,140,491  

Series 2012, Sr. Lien RB(h)

    6.00     01/01/2037        725        814,262  

Virginia (State of) Small Business Financing Authority (Express Lanes, LLC);

         

Series 2012, Sr. Lien RB(h)

    5.00     07/01/2034        3,975        4,144,613  

Series 2012, Sr. Lien RB(h)

    5.00     01/01/2040        1,905        1,959,426  
                                19,178,268  
Washington–3.78%          

Chelan (County of) Public Utility District No. 1; Series 2011 A, Ref. Consolidated RB(h)

    5.50     07/01/2025        925        1,048,053  

Washington (State of) Health Care Facilities Authority (Catholic Health Initiatives); Series 2011 A, RB(c)

    5.00     02/01/2041        3,000        3,107,880  

Washington (State of) Health Care Facilities Authority (Providence Health); Series 2006 C, RB (INS–AGM)(b)

    5.25     10/01/2033        1,500        1,586,535  

Washington (State of) Tobacco Settlement Authority; Series 2013, Ref. RB

    5.25     06/01/2031        2,000        2,160,560  

Washington (State of);

         

Series 2010 A, Various Purpose Unlimited Tax GO Bonds(c)(d)(e)

    5.00     08/01/2019        8,850        9,688,803  

Series 2010 A, Various Purpose Unlimited Tax GO Bonds(c)(d)(e)

    5.00     08/01/2019        8,420        9,218,048  
         26,809,879  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

21                         Invesco Quality Municipal Income Trust


     Interest
Rate
    Maturity
Date
     Principal
Amount
(000)
     Value  
Wisconsin–2.10%          

Wisconsin (State of) Health & Educational Facilities Authority (Mercy Alliance); Series 2012, RB

    5.00     06/01/2039      $ 3,500      $ 3,717,140  

Wisconsin (State of) Health & Educational Facilities Authority (Mile Bluff Medical Center, Inc.);

         

Series 2014, RB

    5.00     05/01/2026        1,100        1,133,341  

Series 2014, RB

    5.13     05/01/2029        1,000        1,034,550  

Wisconsin (State of) Public Finance Authority (KU Campus Development Corp. Central District Development); Series 2016, Lease Development RB(c)

    5.00     03/01/2046        5,430        5,966,593  

Wisconsin (State of) Public Finance Authority (Roseman University of Health Sciences); Series 2015, Ref. RB

    5.75     04/01/2035        795        817,657  

Wisconsin (State of);

         

Series 2009 A, General Fund Annual Appropriation RB(d)(e)

    5.63     05/01/2019        190        208,800  

Series 2009 A, General Fund Annual Appropriation RB

    5.63     05/01/2028        1,810        1,981,570  
                                14,859,651  
Wyoming–0.32%          

Wyoming (State of) Municipal Power Agency; Series 2017 A, Ref. Power Supply RB (INS-BAM)(b)

    5.00     01/01/2047        2,020        2,248,987  

TOTAL INVESTMENTS(p)–158.31% (Cost $1,040,968,735)

                              1,121,936,573  

FLOATING RATE NOTE OBLIGATIONS–(28.94)%

         

Notes with interest and fee rates ranging from 1.17% to 1.61% at 02/28/2017 and contractual maturities of collateral ranging from 06/01/2025 to 04/01/2056 (See Note 1J)(q)

                              (205,115,000

VARIABLE RATE MUNI TERM PREFERRED SHARES–(30.18)%

                              (213,894,278

OTHER ASSETS LESS LIABILITIES–0.81%

                              5,778,590  

NET ASSETS APPLICABLE TO COMMON SHARES–100.00%

                            $ 708,705,885  

Investment Abbreviations:

 

AGC  

–  Assured Guaranty Corp.

AGM  

–  Assured Guaranty Municipal Corp.

AMBAC  

–  American Municipal Bond Assurance Corp.

BAM  

–  Build America Mutual Assurance Co.

BAN  

–  Bond Anticipation Notes

BHAC  

–  Berkshire Hathaway Assurance Corp.

CAB  

–  Capital Appreciation Bonds

Conv.  

–  Convertible

COP  

–  Certificates of Participation

Ctfs.  

–  Certificates

GO  

–  General Obligation

IDR  

–  Industrial Development Revenue Bonds

INS  

–  Insurer

Jr.  

–  Junior

LOC  

–  Letter of Credit

NATL  

–  National Public Finance Guarantee Corp.

PCR  

–  Pollution Control Revenue Bonds

PILOT  

–  Payment-in-Lieu-of-Tax

RAB  

–  Revenue Anticipation Bonds

RB  

–  Revenue Bonds

Ref.  

–  Refunding

RN  

–  Revenue Notes

Sec.  

–  Secured

Sr.  

–  Senior

Sub.  

–  Subordinated

VRD  

–  Variable Rate Demand

Wts.  

–  Warrants

 

 

Notes to Schedule of Investments:

 

(a)  Calculated as a percentage of net assets. Amounts in excess of 100% are due to the Trust’s use of leverage.
(b)  Principal and/or interest payments are secured by the bond insurance company listed.
(c)  Underlying security related to TOB Trusts entered into by the Trust. See Note 1J.
(d)  Security has an irrevocable call by the issuer or mandatory put by the holder. Maturity date reflects such call or put.
(e)  Advance refunded; secured by an escrow fund of U.S. Government obligations or other highly rated collateral.
(f)  Security purchased or received in a transaction exempt from registration under the Securities Act of 1933, as amended (the “1933 Act”). The security may be resold pursuant to an exemption from registration under the 1933 Act, typically to qualified institutional buyers. The aggregate value of these securities at February 28, 2017 was $18,935,140, which represented 2.67% of the Trust’s Net Assets.
(g)  Zero coupon bonds issued at a discount.
(h)  Security subject to the alternative minimum tax.
(i)  Demand security payable upon demand by the Trust at specified time intervals no greater than thirteen months. Interest rate is redetermined periodically. Rate shown is the rate in effect on February 28, 2017.
(j)  Principal and interest payments are fully enhanced by a letter of credit from the bank listed or a predecessor bank, branch or subsidiary.
(k)  Interest or dividend rate is redetermined periodically. Rate shown is the rate in effect on February 28, 2017.
(l)  Defaulted security. Currently, the issuer is partially or fully in default with respect to interest payments. The aggregate value of these securities at February 28, 2017 was $2,519,621, which represented less than 1% of the Trust’s Net Assets.
(m)  Convertible CAB. The interest rate shown represents the coupon rate at which the bond will accrue at a specified future date.
(n)  Security is subject to a reimbursement agreement which may require the Trust to pay amounts to a counterparty in the event of a significant decline in the market value of the security underlying the TOB Trusts. In case of a shortfall, the maximum potential amount of payments the Trust could ultimately be required to make under the agreement is $5,650,000. However, such shortfall payment would be reduced by the proceeds from the sale of the security underlying the TOB Trusts.
(o)  Current coupon rate for an inverse floating rate municipal obligation. This rate resets periodically as the rate on the related security changes. Positions in an inverse floating rate municipal obligation have a total value of $1,692,800 which represents less than 1% of the Trust’s Net Assets.
(p)  Entities may either issue, guarantee, back or otherwise enhance the credit quality of a security. The entities are not primarily responsible for the issuer’s obligation but may be called upon to satisfy the issuer’s obligations. No concentration of any single entity was greater than 5% each.
(q)  Floating rate note obligations related to securities held. The interest and fee rates shown reflect the rates in effect at February 28, 2017. At February 28, 2017, the Trust’s investments with a value of $331,407,654 are held by TOB Trusts and serve as collateral for the $205,115,000 in the floating rate note obligations outstanding at that date.

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

22                         Invesco Quality Municipal Income Trust


Statement of Assets and Liabilities

February 28, 2017

 

Assets:

 

Investments, at value (Cost $1,040,968,735)

  $ 1,121,936,573  

Interest receivable

    11,424,711  

Investment for trustee deferred compensation and retirement plans

    115,242  

Other assets

    12,640  

Total assets

    1,133,489,166  

Liabilities:

 

Floating rate note obligations

    205,115,000  

Variable rate muni term preferred shares ($0.01 par value, 2,139 shares issued with liquidation preference of $100,000 per share)

    213,894,278  

Payable for:

 

Investments purchased

    472,640  

Amount due custodian

    4,512,880  

Dividends

    126,760  

Accrued fees to affiliates

    367  

Accrued interest expense

    270,451  

Accrued trustees’ and officers’ fees and benefits

    4,047  

Accrued other operating expenses

    109,115  

Trustee deferred compensation and retirement plans

    277,743  

Total liabilities

    424,783,281  

Net assets applicable to common shares

  $ 708,705,885  

Net assets applicable to common shares consist of:

 

Shares of beneficial interest — common shares

  $ 655,739,387  

Undistributed net investment income

    864,667  

Undistributed net realized gain (loss)

    (28,866,007

Net unrealized appreciation

    80,967,838  
    $ 708,705,885  

Common shares outstanding, no par value,
with an unlimited number of common shares authorized:

 

Common shares outstanding

    52,883,797  

Net asset value per common share

  $ 13.40  

Market value per common share

  $ 12.46  
 

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

23                         Invesco Quality Municipal Income Trust


Statement of Operations

For the year ended February 28, 2017

 

Investment income:

 

Interest

  $ 48,191,058  

Other income

    1,472,639  

Total investment income

    49,663,697  

Expenses:

 

Advisory fees

    6,381,313  

Administrative services fees

    175,746  

Custodian fees

    15,724  

Interest, facilities and maintenance fees

    5,886,238  

Transfer agent fees

    15,858  

Trustees’ and officers’ fees and benefits

    24,546  

Registration and filing fees

    52,677  

Reports to shareholders

    47,403  

Professional services fees

    42,712  

Other

    42,284  

Total expenses

    12,684,501  

Less: Fees waived

    (1,825,095

Net expenses

    10,859,406  

Net investment income

    38,804,291  

Realized and unrealized gain (loss) from:

 

Net realized gain (loss) from investment securities

    (3,305,464

Change in net unrealized appreciation (depreciation) of investment securities

    (30,105,406

Net realized and unrealized gain (loss)

    (33,410,870

Net increase in net assets resulting from operations applicable to common shares

  $ 5,393,421  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

24                         Invesco Quality Municipal Income Trust


Statement of Changes in Net Assets

For the years ended February 28, 2017 and February 29, 2016

 

     2017      2016  

Operations:

    

Net investment income

  $ 38,804,291      $ 41,758,358  

Net realized gain (loss)

    (3,305,464      (552,170

Change in net unrealized appreciation (depreciation)

    (30,105,406      4,199,435  

Net increase in net assets resulting from operations

    5,393,421        45,405,623  

Distributions to shareholders from net investment income

    (39,768,616      (40,614,756

Net increase (decrease) in net assets applicable to common shares

    (34,375,195      4,790,867  

Net assets applicable to common shares:

    

Beginning of year

    743,081,080        738,290,213  

End of year (includes undistributed net investment income of $864,667 and $3,842,697, respectively)

  $ 708,705,885      $ 743,081,080  

 

See accompanying Notes to Financial Statements which are an integral part of the financial statements.

 

25                         Invesco Quality Municipal Income Trust


Statement of Cash Flows

For the year ended February 28, 2017

 

Cash provided by operating activities:

 

Net increase in net assets resulting from operations applicable to common shares

  $ 5,393,421  

Adjustments to reconcile the change in net assets applicable to common shares from operations to net cash provided by operating activities:

 

Purchases of investments

    (192,639,076

Purchases of short-term investments, net

    (8,704,500

Proceeds from sales of investments

    186,029,177  

Amortization of premium

    4,672,357  

Accretion of discount

    (3,611,387

Decrease in interest receivables and other assets

    188,716  

Increase in accrued expenses and other payables

    53,977  

Net realized loss from investment securities

    3,305,464  

Net change in unrealized depreciation on investment securities

    30,105,406  

Net cash provided by operating activities

    24,793,555  

Cash provided by (used in) financing activities:

 

Dividends paid to common shareholders from net investment income

    (39,769,251

Increase in payable for amount due custodian

    4,512,880  

Proceeds from TOB Trusts

    16,520,000  

Repayments of TOB Trusts

    (6,520,000

Net cash provided by (used in) financing activities

    (25,256,371

Net increase (decrease) in cash and cash equivalents

    (462,816

Cash and cash equivalents at beginning of period

    462,816  

Cash and cash equivalents at end of period

  $  

Supplemental disclosure of cash flow information:

 

Cash paid during the period for interest, facilities and maintenance fees

  $ 5,789,284  

Notes to Financial Statements

February 28, 2017

NOTE 1—Significant Accounting Policies

Invesco Quality Municipal Income Trust (the “Trust”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified, closed-end management investment company.

The Trust’s investment objective is to provide common shareholders with current income which is exempt from federal income tax.

The Trust is an investment company and accordingly follows the investment company accounting and reporting guidance in accordance with Financial Accounting Standards Board Accounting Standards Codification Topic 946, Financial Services — Investment Companies.

The following is a summary of the significant accounting policies followed by the Trust in the preparation of its financial statements.

A. Security Valuations — Securities, including restricted securities, are valued according to the following policy.

Securities are fair valued using an evaluated quote provided by an independent pricing service approved by the Board of Trustees. Evaluated quotes provided by the pricing service may be determined without exclusive reliance on quoted prices, and may reflect appropriate factors such as institution-size trading in similar groups of securities, developments related to specific securities, dividend rate (for unlisted equities), yield (for debt obligations), quality, type of issue, coupon rate (for debt obligations), maturity (for debt obligations), individual trading characteristics and other market data. Debt obligations are subject to interest rate and credit risks. In addition, all debt obligations involve some risk of default with respect to interest and/or principal payments.

Securities for which market quotations either are not readily available or became unreliable are valued at fair value as determined in good faith by or under the supervision of the Trust’s officers following procedures approved by the Board of Trustees. Some of the factors which may be considered in determining fair value are fundamental analytical data relating to the investment; the nature and duration of any restrictions on transferability or disposition; trading in similar securities by the same issuer or comparable companies; relevant political, economic or issuer specific news; and other relevant factors under the circumstances.

The Trust may invest in securities that are subject to interest rate risk, meaning the risk that the prices will generally fall as interest rates rise and, conversely, the prices will generally rise as interest rates fall. Specific securities differ in their sensitivity to changes in interest rates depending on their individual characteristics. Changes in interest rates may result in increased market volatility, which may affect the value and/or liquidity of certain Trust investments.

 

26                         Invesco Quality Municipal Income Trust


Valuations change in response to many factors including the historical and prospective earnings of the issuer, the value of the issuer’s assets, general economic conditions, interest rates, investor perceptions and market liquidity. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

B. Securities Transactions and Investment Income — Securities transactions are accounted for on a trade date basis. Realized gains or losses on sales are computed on the basis of specific identification of the securities sold. Interest income (net of withholding tax, if any) is recorded on the accrual basis from settlement date. Dividend income (net of withholding tax, if any) is recorded on the ex-dividend date. Bond premiums and discounts are amortized and/or accreted for financial reporting purposes.

The Trust may periodically participate in litigation related to Trust investments. As such, the Trust may receive proceeds from litigation settlements. Any proceeds received are included in the Statement of Operations as realized gain (loss) for investments no longer held and as unrealized gain (loss) for investments still held.

Brokerage commissions and mark ups are considered transaction costs and are recorded as an increase to the cost basis of securities purchased and/or a reduction of proceeds on a sale of securities. Such transaction costs are included in the determination of net realized and unrealized gain (loss) from investment securities reported in the Statement of Operations and the Statement of Changes in Net Assets and the net realized and unrealized gains (losses) on securities per share in the Financial Highlights. Transaction costs are included in the calculation of the Trust’s net asset value and, accordingly, they reduce the Trust’s total returns. These transaction costs are not considered operating expenses and are not reflected in net investment income reported in the Statement of Operations and the Statement of Changes in Net Assets, or the net investment income per share and the ratios of expenses and net investment income reported in the Financial Highlights, nor are they limited by any expense limitation arrangements between the Trust and the investment adviser.

C. Country Determination — For the purposes of making investment selection decisions and presentation in the Schedule of Investments, the investment adviser may determine the country in which an issuer is located and/or credit risk exposure based on various factors. These factors include the laws of the country under which the issuer is organized, where the issuer maintains a principal office, the country in which the issuer derives 50% or more of its total revenues and the country that has the primary market for the issuer’s securities, as well as other criteria. Among the other criteria that may be evaluated for making this determination are the country in which the issuer maintains 50% or more of its assets, the type of security, financial guarantees and enhancements, the nature of the collateral and the sponsor organization. Country of issuer and/or credit risk exposure has been determined to be the United States of America, unless otherwise noted.
D. Distributions — The Trust declares and pays monthly dividends from net investment income to common shareholders. Distributions from net realized capital gain, if any, are generally declared and paid annually and are distributed on a pro rata basis to common and preferred shareholders.
E. Federal Income Taxes — The Trust intends to comply with the requirements of Subchapter M of the Internal Revenue Code of 1986, as amended (the “Internal Revenue Code”), necessary to qualify as a regulated investment company and to distribute substantially all of the Trust’s taxable earnings to shareholders. As such, the Trust will not be subject to federal income taxes on otherwise taxable income (including net realized capital gain) that is distributed to shareholders. Therefore, no provision for federal income taxes is recorded in the financial statements.

The Trust recognizes the tax benefits of uncertain tax positions only when the position is more likely than not to be sustained. Management has analyzed the Trust’s uncertain tax positions and concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions. Management is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next 12 months.

In addition, the Trust intends to invest in such municipal securities to allow it to qualify to pay shareholders “exempt dividends”, as defined in the Internal Revenue Code.

The Trust files tax returns in the U.S. Federal jurisdiction and certain other jurisdictions. Generally, the Trust is subject to examinations by such taxing authorities for up to three years after the filing of the return for the tax period.

F. Interest, Facilities and Maintenance Fees — Interest, Facilities and Maintenance Fees include interest and related borrowing costs such as commitment fees, rating and bank agent fees and other expenses associated with lines of credit and Variable Rate Muni Term Preferred Shares (“VMTP Shares”), and interest and administrative expenses related to establishing and maintaining floating rate note obligations, if any.
G. Accounting Estimates — The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period including estimates and assumptions related to taxation. Actual results could differ from those estimates by a significant amount. In addition, the Trust monitors for material events or transactions that may occur or become known after the period-end date and before the date the financial statements are released to print.
H. Indemnifications — Under the Trust’s organizational documents, each Trustee, officer, employee or other agent of the Trust is indemnified against certain liabilities that may arise out of the performance of their duties to the Trust. Additionally, in the normal course of business, the Trust enters into contracts, including the Trust’s servicing agreements, that contain a variety of indemnification clauses. The Trust’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Trust that have not yet occurred. The risk of material loss as a result of such indemnification claims is considered remote.
I. Cash and Cash Equivalents — For the purposes of the Statement of Cash Flows, the Trust defines Cash and Cash Equivalents as cash (including foreign currency), money market funds and other investments held in lieu of cash and excludes investments made with cash collateral received.
J.

Floating Rate Note Obligations — The Trust invests in inverse floating rate securities, such as Tender Option Bonds (“TOBs”), for investment purposes and to enhance the yield of the Trust. Such securities may be purchased in the secondary market without first owning an underlying bond but generally are created through the sale of fixed rate bonds by the Trust to special purpose trusts established by a broker dealer or by the Trust (“TOB Trusts”) in exchange for cash and residual interests in the TOB Trusts’ assets and cash flows, which are in the form of inverse floating rate securities. The TOB Trusts finance the purchases of the fixed rate bonds by issuing floating rate notes to third parties and allowing the Trust to retain residual interests in the bonds. The floating rate notes issued by the TOB Trusts have interest rates that reset weekly and the floating rate note holders have the option to tender their notes to the TOB Trusts for redemption at par at each reset date. The residual interests held by the Trust (inverse floating rate securities) include the right of the Trust (1) to cause the holders of the floating rate notes to

 

27                         Invesco Quality Municipal Income Trust


  tender their notes at par at the next interest rate reset date, and (2) to transfer the municipal bond from the TOB Trust to the Trust, thereby collapsing the TOB Trust. Inverse floating rate securities tend to underperform the market for fixed rate bonds in a rising interest rate environment, but tend to outperform the market for fixed rate bonds when interest rates decline or remain relatively stable.

The Trust generally invests in inverse floating rate securities that include embedded leverage, thus exposing the Trust to greater risks and increased costs. The primary risks associated with inverse floating rate securities are varying degrees of liquidity and decreases in the value of such securities in response to changes in interest rates to a greater extent than fixed rate securities having similar credit quality, redemption provisions and maturity, which may cause the Trust’s net asset value to be more volatile than if it had not invested in inverse floating rate securities. In certain instances, the short-term floating rate notes created by the TOB Trust may not be able to be sold to third parties or, in the case of holders tendering (or putting) such notes for repayment of principal, may not be able to be remarketed to third parties. In such cases, the TOB Trust holding the fixed rate bonds may be collapsed with the entity that contributed the fixed rate bonds to the TOB Trust. In the case where a TOB Trust is collapsed with the Trust, the Trust will be required to repay the principal amount of the tendered securities, which may require the Trust to sell other portfolio holdings to raise cash to meet that obligation. The Trust could therefore be required to sell other portfolio holdings at a disadvantageous time or price to raise cash to meet this obligation, which risk will be heightened during times of market volatility, illiquidity or uncertainty. The embedded leverage in the TOB Trust could cause the Trust to lose more money than the value of the asset it has contributed to the TOB Trust and greater levels of leverage create the potential for greater losses. In addition, a Trust may enter into reimbursement agreements with the liquidity provider of certain TOB transactions in connection with certain residuals held by the Trust. These agreements commit a Trust to reimburse the liquidity provider to the extent that the liquidity provider must provide cash to a TOB Trust, including following the termination of a TOB Trust resulting from a mandatory tender event (“liquidity shortfall”). The reimbursement agreement will effectively make the Trust liable for the amount of the negative difference, if any, between the liquidation value of the underlying security and the purchase price of the floating rate notes issued by the TOB Trust.

The Trust accounts for the transfer of fixed rate bonds to the TOB Trusts as secured borrowings, with the securities transferred remaining in the Trust’s investment assets, and the related floating rate notes reflected as Trust liabilities under the caption Floating rate note obligations on the Statement of Assets and Liabilities. The Trust records the interest income from the fixed rate bonds under the caption Interest and records the expenses related to floating rate obligations and any administrative expenses of the TOB Trusts as a component of Interest, facilities and maintenance fees on the Statement of Operations.

Final rules implementing section 619 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Volcker Rule”) prohibit banking entities from engaging in proprietary trading of certain instruments and limit such entities’ investments in, and relationships with, “covered funds”, as defined in the rules. These rules preclude banking entities and their affiliates from sponsoring and/or providing services for existing TOB Trusts. A new TOB structure is being utilized by the Trust wherein the Trust, as holder of the residuals, will perform certain duties previously performed by banking entities as “sponsors” of TOB Trusts. These duties may be performed by a third-party service provider. The Trust’s expanded role under the new TOB structure may increase its operational and regulatory risk. The new structure is substantially similar to the previous structure; however, pursuant to the Volcker Rule, the remarketing agent would not be able to repurchase tendered floaters for its own account upon a failed remarketing. In the event of a failed remarketing, a banking entity serving as liquidity provider may loan the necessary funds to the TOB Trust to purchase the tendered floaters. The TOB Trust, not the Trust, would be the borrower and the loan from the liquidity provider will be secured by the purchased floaters now held by the TOB Trust. However, as previously described, the Trust would bear the risk of loss with respect to any liquidity shortfall to the extent it entered into a reimbursement agreement with the liquidity provider.

Further, the SEC and various banking agencies recently adopted rules implementing credit risk retention requirements for asset-backed securities (the “Risk Retention Rules”). The Risk Retention Rules require the sponsor of a TOB Trust to retain at least 5% of the credit risk of the underlying assets supporting the TOB Trust’s municipal bonds. The Trust has adopted policies intended to comply with the Risk Retention Rules. The Risk Retention Rules may adversely affect the Trust’s ability to engage in TOB Trust transactions or increase the costs of such transactions in certain circumstances.

There can be no assurances that the new TOB structure will continue to be a viable form of leverage. Further, there can be no assurances that alternative forms of leverage will be available to the Trust in order to maintain current levels of leverage. Any alternative forms of leverage may be less advantageous to the Trust, and may adversely affect the Trust’s net asset value, distribution rate and ability to achieve its investment objective.

TOBs are presently classified as private placement securities. Private placement securities are subject to restrictions on resale because they have not been registered under the Securities Act of 1933, as amended (the “1933 Act”), or are otherwise not readily marketable. As a result of the absence of a public trading market for these securities, they may be less liquid than publicly traded securities. Although atypical, these securities may be resold in privately negotiated transactions, the prices realized from these sales could be less than those originally paid by the Trust or less than what may be considered the fair value of such securities.

K. Other Risks — The value of, payment of interest on, repayment of principal for and the ability to sell a municipal security may be affected by constitutional amendments, legislative enactments, executive orders, administrative regulations, voter initiatives and the economics of the regions in which the issuers are located.

Since many municipal securities are issued to finance similar projects, especially those relating to education, health care, transportation and utilities, conditions in those sectors can affect the overall municipal securities market and the Trust’s investments in municipal securities.

There is some risk that a portion or all of the interest received from certain tax-free municipal securities could become taxable as a result of determinations by the Internal Revenue Service.

NOTE 2—Advisory Fees and Other Fees Paid to Affiliates

The Trust has entered into a master investment advisory agreement with Invesco Advisers, Inc. (the “Adviser” or “Invesco”). Under the terms of the investment advisory agreement, the Trust pays an advisory fee to the Adviser based on the annual rate of 0.55% of the Trust’s average weekly managed assets. Managed assets for this purpose means the Trust’s net assets, plus assets attributable to outstanding preferred shares and the amount of any borrowings incurred for the purpose of leverage (whether or not such borrowed amounts are reflected in the Trust’s financial statements for purposes of GAAP).

 

28                         Invesco Quality Municipal Income Trust


Under the terms of a master sub-advisory agreement between the Adviser and each of Invesco Asset Management Deutschland GmbH, Invesco Asset Management Limited, Invesco Asset Management (Japan) Limited, Invesco Hong Kong Limited, Invesco Senior Secured Management, Inc. and Invesco Canada Ltd. (collectively, the “Affiliated Sub-Advisers”) the Adviser, not the Trust, will pay 40% of the fees paid to the Adviser to any such Affiliated Sub-Adviser(s) that provide(s) discretionary investment management services to the Trust based on the percentage of assets allocated to such Affiliated Sub-Adviser(s).

Prior to December 31, 2016, the adviser had voluntarily agreed to waive advisory fees and/or reimburse expenses to the extent necessary to limit the Trust’s expenses (excluding certain items discussed below) to 0.71%. In determining the Adviser’s obligation to waive advisory fees and/or reimburse expenses, the following expenses were not taken into account, and could have caused the Trust’s expenses to exceed the limit reflected above: (1) interest, facilities and maintenance fees; (2) taxes; (3) dividend expense on short sales; (4) extraordinary or non-routine items, including litigation expenses; and (5) expenses that the Trust incurred but did not actually pay because of an expense offset arrangement.

For the year ended February 28, 2017, the Adviser waived advisory fees of $1,825,095.

The Trust has entered into a master administrative services agreement with Invesco pursuant to which the Trust has agreed to pay Invesco for certain administrative costs incurred in providing accounting services to the Trust. For the year ended February 28, 2017, expenses incurred under this agreement are shown in the Statement of Operations as Administrative services fees.

Certain officers and trustees of the Trust are officers and directors of Invesco.

NOTE 3—Additional Valuation Information

GAAP defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, under current market conditions. GAAP establishes a hierarchy that prioritizes the inputs to valuation methods, giving the highest priority to readily available unadjusted quoted prices in an active market for identical assets (Level 1) and the lowest priority to significant unobservable inputs (Level 3), generally when market prices are not readily available or are unreliable. Based on the valuation inputs, the securities or other investments are tiered into one of three levels. Changes in valuation methods may result in transfers in or out of an investment’s assigned level:

  Level 1 — Prices are determined using quoted prices in an active market for identical assets.
  Level 2 — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk, yield curves, loss severities, default rates, discount rates, volatilities and others.
  Level 3 — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Trust’s own assumptions about the factors market participants would use in determining fair value of the securities or instruments and would be based on the best available information.

As of February 28, 2017, all of the securities in this Trust were valued based on Level 2 inputs (see the Schedule of Investments for security categories). The level assigned to the securities valuations may not be an indication of the risk or liquidity associated with investing in those securities. Because of the inherent uncertainties of valuation, the values reflected in the financial statements may materially differ from the value received upon actual sale of those investments.

NOTE 4—Security Transactions with Affiliated Funds

The Trust is permitted to purchase or sell securities from or to certain other Invesco Funds under specified conditions outlined in procedures adopted by the Board of Trustees of the Trust. The procedures have been designed to ensure that any purchase or sale of securities by the Trust from or to another fund or portfolio that is or could be considered an affiliate by virtue of having a common investment adviser (or affiliated investment advisers), common Trustees and/or common officers complies with Rule 17a-7 of the 1940 Act. Further, as defined under the procedures, each transaction is effected at the current market price. Pursuant to these procedures, for the year ended February 28, 2017, the Trust engaged in securities purchases of $56,506,724 and securities sales of $49,076,056, which did not result in any net realized gains or losses.

NOTE 5—Trustees’ and Officers’ Fees and Benefits

Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Trust to pay remuneration to certain Trustees and Officers of the Trust. Trustees have the option to defer compensation payable by the Trust, and Trustees’ and Officers’ Fees and Benefits also include amounts accrued by the Trust to fund such deferred compensation amounts. Those Trustees who defer compensation have the option to select various Invesco Trusts in which their deferral accounts shall be deemed to be invested. Finally, certain current Trustees were eligible to participate in a retirement plan that provided for benefits to be paid upon retirement to Trustees over a period of time based on the number of years of service. The Trust may have certain former Trustees who also participate in a retirement plan and receive benefits under such plan. Trustees’ and Officers’ Fees and Benefits include amounts accrued by the Trust to fund such retirement benefits. Obligations under the deferred compensation and retirement plans represent unsecured claims against the general assets of the Trust.

NOTE 6—Cash Balances and Borrowings

The Trust is permitted to temporarily carry a negative or overdrawn balance in its account with State Street Bank and Trust Company, the custodian bank. Such balances, if any at period-end, are shown in the Statement of Assets and Liabilities under the payable caption Amount due custodian. To compensate the custodian bank for such overdrafts, the overdrawn Trust may either (1) leave funds as a compensating balance in the account so the custodian bank can be compensated by earning the additional interest; or (2) compensate by paying the custodian bank at a rate agreed upon by the custodian bank and Invesco, not to exceed the contractually agreed upon rate.

 

29                         Invesco Quality Municipal Income Trust


Inverse floating rate obligations resulting from the transfer of bonds to TOB Trusts are accounted for as secured borrowings. The average floating rate notes outstanding and average annual interest and fee rate related to inverse floating rate note obligations during the year ended February 28, 2017 were $202,726,923 and 1.22%, respectively.

NOTE 7—Distributions to Shareholders and Tax Components of Net Assets

Tax Character of Distributions to Shareholders Paid During the Fiscal Years Ended February 28, 2017 and February 29, 2016:

 

     2017        2016  

Ordinary income — tax-exempt

  $ 39,768,616        $ 40,614,756  

Ordinary income — tax-exempt VMTP Shares

    3,239,350          2,301,180  

Total distributions

  $ 43,007,966        $ 42,915,936  

Tax Components of Net Assets at Period-End:

 

     2017  

Undistributed ordinary income

  $ 220,813  

Net unrealized appreciation — investments

    78,189,272  

Temporary book/tax differences

    (273,247

Capital loss carryforward

    (25,170,340

Shares of beneficial interest

    655,739,387  

Total net assets

  $ 708,705,885  

The difference between book-basis and tax-basis unrealized appreciation (depreciation) is due to differences in the timing of recognition of gains and losses on investments for tax and book purposes. The Trust’s net unrealized appreciation difference is attributable primarily to TOBs and book to tax accretion and amortization differences.

The temporary book/tax differences are a result of timing differences between book and tax recognition of income and/or expenses. The Trust’s temporary book/tax differences are the result of the trustee deferral of compensation and retirement plan benefits.

Capital loss carryforward is calculated and reported as of a specific date. Results of transactions and other activity after that date may affect the amount of capital loss carryforward actually available for the Trust to utilize. Capital losses generated in years beginning after December 22, 2010 can be carried forward for an unlimited period, whereas previous losses expire in eight tax years. Capital losses with an expiration period may not be used to offset capital gains until all net capital losses without an expiration date have been utilized. Capital loss carryforwards with no expiration date will retain their character as either short-term or long-term capital losses instead of as short-term capital losses as under prior law. The ability to utilize capital loss carryforward in the future may be limited under the Internal Revenue Code and related regulations based on the results of future transactions.

The Trust has a capital loss carryforward as of February 28, 2017, which expires as follows:

 

Capital Loss Carryforward*  
Expiration   Short-Term        Long-Term        Total  

February 28, 2018

  $ 4,534,854        $        $ 4,534,854  

February 28, 2019

    172,617                   172,617  

Not subject to expiration

    11,364,352          9,098,517          20,462,869  
    $ 16,071,823        $ 9,098,517        $ 25,170,340  

 

* Capital loss carryforward as of the date listed above is reduced for limitations, if any, to the extent required by the Internal Revenue Code and may be further limited depending upon a variety of factors, including the realization of net unrealized gains or losses as of the date of any reorganization.

NOTE 8—Investment Securities

The aggregate amount of investment securities (other than short-term securities, U.S. Treasury obligations and money market funds, if any) purchased and sold by the Trust during the year ended February 28, 2017 was $190,598,309 and $186,058,177, respectively. Cost of investments on a tax basis includes the adjustments for financial reporting purposes as of the most recently completed federal income tax reporting period-end.

 

Unrealized Appreciation (Depreciation) of Investment Securities on a Tax Basis  

Aggregate unrealized appreciation of investment securities

  $ 84,366,479  

Aggregate unrealized (depreciation) of investment securities

    (6,177,207

Net unrealized appreciation of investment securities

  $ 78,189,272  

Cost of investments for tax purposes is $1,043,747,301.

NOTE 9—Reclassification of Permanent Differences

Primarily as a result of differing book/tax treatment of expired capital loss carryforward, on February 28, 2017, undistributed net investment income was decreased by $2,013,705, undistributed net realized gain (loss) was increased by $31,510,627 and shares of beneficial interest was decreased by $29,496,922. This reclassification had no effect on the net assets of the Trust.

 

30                         Invesco Quality Municipal Income Trust


NOTE 10—Common Shares of Beneficial Interest

Transactions in common shares of beneficial interest were as follows:

 

        Year ended
February 28,
2017
       Year ended
February 29,
2016
 

Beginning shares

       52,883,797          52,883,797  

Shares issued through dividend reinvestment

                 

Ending shares

       52,883,797          52,883,797  

The Trust may, when appropriate, purchase shares in the open market or in privately negotiated transactions at a price not above market value or net asset value, whichever is lower at the time of purchase.

NOTE 11—Variable Rate Muni Term Preferred Shares

On May 17, 2012, the Trust issued 1,168 Series 2015/12-IQI VMTP Shares, with a liquidation preference of $100,000 per share, pursuant to an offering exempt from registration under the 1933 Act. Proceeds from the issuance of VMTP Shares on May 17, 2012 were used to redeem all of the Trust’s outstanding Auction Rate Preferred Shares (“ARPS”). In addition, the Trust issued 971, Series 2015/12-IQI VMTP Shares in connection with the reorganization of Invesco Quality Municipal Securities and Invesco Quality Municipal Investments Trust with a liquidation preference of $100,000 per share. VMTP Shares are a floating-rate form of preferred shares with a mandatory redemption date. On June 5, 2015, the Trust extended the term of the VMTP Shares and is required to redeem all outstanding VMTP Shares on December 1, 2018, unless earlier redeemed, repurchased or extended. VMTP Shares are subject to optional and mandatory redemption in certain circumstances. The redemption price per share is equal to the sum of the liquidation value per share plus any accumulated but unpaid dividends and a redemption premium, if any. On or prior to the redemption date, the Trust will be required to segregate assets having a value equal to 110% of the redemption amount.

The Trust incurred costs in connection with the issuance of the VMTP Shares. These costs were recorded as a deferred charge and were amortized over the original 3 year life of the VMTP Shares. In addition, the Trust incurred costs in connection with the extension of the VMTP Shares that are recorded as a deferred charge and are being amortized over the extended term. Amortization of these costs is included in Interest, facilities and maintenance fees on the Statement of Operations, and the unamortized balance is included in the value of Variable rate muni term preferred shares on the Statement of Assets and Liabilities.

Dividends paid on the VMTP Shares (which are treated as interest expense for financial reporting purposes) are declared daily and paid monthly. The initial rate for dividends was equal to the sum of 1.10% per annum plus the Securities Industry and Financial Markets Association Municipal Swap Index (the “SIFMA” Index). Subsequent rates are determined based upon changes in the SIFMA Index and take into account a ratings spread of 1.00% to 4.00% which is based on the long term preferred share ratings assigned to the VMTP Shares by a ratings agency. The average aggregate liquidation preference outstanding and the average annualized dividend rate of the VMTP Shares during the year ended February 28, 2017 were $213,900,000 and 1.52%, respectively.

The Trust utilizes the VMTP Shares as leverage in order to enhance the yield of its common shareholders. The primary risk associated with VMTP Shares is exposing the net asset value of the common shares and total return to increased volatility if the value of the Trust decreases while the value of the VMTP Shares remain unchanged. Fluctuations in the dividend rates on the VMTP Shares can also impact the Trust’s yield or its distributions to common shareholders. The Trust is subject to certain restrictions relating to the VMTP Shares, such as maintaining certain asset coverage and leverage ratio requirements. Failure to comply with these restrictions could preclude the Trust from declaring any distributions to common shareholders or purchasing common shares and/or could trigger the mandatory redemption of VMTP Shares at liquidation preference.

The liquidation preference of VMTP Shares, which are considered debt of the Trust for financial reporting purposes, is recorded as a liability under the caption Variable rate muni term preferred shares on the Statement of Assets and Liabilities. Unpaid dividends on VMTP Shares are recognized as Accrued interest expense on the Statement of Assets and Liabilities. Dividends paid on VMTP Shares are recognized as a component of Interest, facilities and maintenance fees on the Statement of Operations.

NOTE 12—Dividends

The Trust declared the following dividends to common shareholders from net investment income subsequent to February 28, 2017:

 

Declaration Date   Amount per Share        Record Date        Payable Date  

March 1, 2017

  $ 0.0585          March 15, 2017          March 31, 2017  

April 3, 2017

  $ 0.0546          April 13, 2017          April 28, 2017  

 

31                         Invesco Quality Municipal Income Trust


NOTE 13—Financial Highlights

The following schedule presents financial highlights for a share of the Trust outstanding throughout the periods indicated.

 

     Year ended
February 28,
    Year ended
February 29,
    Years ended February 28,  
  2017     2016     2015     2014     2013  

Net asset value per common share, beginning of period

  $ 14.05     $ 13.96     $ 12.98     $ 14.27     $ 13.88  

Net investment income(a)

    0.73       0.79       0.79       0.78       0.79  

Net gains (losses) on securities (both realized and unrealized)

    (0.63     0.07       0.97       (1.26     0.47  

Distributions paid to preferred shareholders from net investment income

    N/A       N/A       N/A       N/A       (0.00

Total from investment operations

    0.10       0.86       1.76       (0.48     1.26  

Less dividends paid to common shareholders from net investment income

    (0.75     (0.77     (0.78     (0.81     (0.87

Net asset value per common share, end of period

  $ 13.40     $ 14.05     $ 13.96     $ 12.98     $ 14.27  

Market value per common share, end of period

  $ 12.46     $ 12.98     $ 12.58     $ 11.86     $ 13.64  

Total return at net asset value(b)

    0.96     7.08     14.57     (2.59 )%      9.27

Total return at market value(c)

    1.62     9.78     12.99     (6.88 )%      2.38

Net assets applicable to common shares, end of period (000’s omitted)

  $ 708,706     $ 743,081     $ 738,290     $ 686,448     $ 754,483  

Portfolio turnover rate(d)

    17     6     10     23     20

Ratios/supplemental data based on average net assets applicable to common shares:

 

       

Ratio of expenses:

         

With fee waivers and/or expense reimbursements

    1.46 %(e)      1.01     1.07     1.11     1.15

With fee waivers and/or expense reimbursements excluding interest, facilities and maintenance fees

    0.67 %(e)      0.50     0.52     0.53     0.59

Without fee waivers and/or expense reimbursements

    1.71 %(e)      1.43     1.50     1.57     1.40

Ratio of net investment income before preferred share dividends

    5.23 %(e)(f)      5.74     5.82     6.04     5.60

Preferred share dividends

    N/A       N/A       N/A       N/A       0.02

Ratio of net investment income after preferred share dividends

    5.23 %(e)(f)      5.74     5.82     6.04     5.58

Senior securities:

         

Total amount of preferred shares outstanding (000’s omitted)

  $ 213,900     $ 213,900     $ 213,900     $ 213,900     $ 213,900  

Asset coverage per preferred share(g)

  $ 431,326     $ 447,396     $ 445,147     $ 420,852     $ 452,601  

Liquidating preference per preferred share

  $ 100,000     $ 100,000     $ 100,000     $ 100,000     $ 100,000  

 

(a)  Calculated using average shares outstanding.
(b)  Includes adjustments in accordance with accounting principles generally accepted in the United States of America and as such, the net asset value for financial reporting purposes and the returns based upon those net asset values may differ from the net asset value and returns for shareholder transactions. Not annualized for periods less than one year, if applicable.
(c)  Total return assumes an investment at the common share market price at the beginning of the period indicated, reinvestment of all distributions for the period in accordance with the Trust’s dividend reinvestment plan, and sale of all shares at the closing common share market price at the end of the period indicated. Not annualized for periods less than one year, if applicable.
(d)  Portfolio turnover is not annualized for periods less than one year, if applicable. For the year ended February 28, 2013, the portfolio turnover calculation excludes the value of securities purchased of $444,360,729 and sold of $20,353,926 in the effort to realign the Trust’s portfolio holdings after the reorganization of Invesco Quality Municipal Investment Trust and Invesco Quality Municipal Securities into the Trust.
(e)  Ratios are based on average daily net assets applicable to common shares (000’s omitted) of $742,375.
(f)  Amount includes the effect of insurance settlement proceeds received related to ARPS previously issued by the Trust. The ratio of net investment income excluding these payments would have been 5.03%.
(g)  Calculated by subtracting the Trust’s total liabilities (not including preferred shares at liquidation value) from the Trust’s total assets and dividing this by the number of preferred shares outstanding.

N/A = Not Applicable

 

32                         Invesco Quality Municipal Income Trust


Report of Independent Registered Public Accounting Firm

 

To the Board of Trustees and Shareholders of the Invesco Quality Municipal Income Trust:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations, of changes in net assets and of cash flows and the financial highlights present fairly, in all material respects, the financial position of the Invesco Quality Municipal Income Trust (the “Trust”) as of February 28, 2017, the results of its operations and its cash flows for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Trust’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities as of February 28, 2017 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

Houston, Texas

April 28, 2017

 

33                         Invesco Quality Municipal Income Trust


Tax Information

Form 1099-DIV, Form 1042-S and other year-end tax information provide shareholders with actual calendar year amounts that should be included in their tax returns. Shareholders should consult their tax advisors.

The following distribution information is being provided as required by the Internal Revenue Code or to meet a specific state’s requirement.

The Trust designates the following amounts or, if subsequently determined to be different, the maximum amount allowable for its fiscal year ended February 28, 2017:

 

Federal and State Income Tax

 

Qualified Dividend Income*

     0

Corporate Dividends Received Deduction*

     0

U.S. Treasury Obligations*

     0

Tax-Exempt Interest Dividends*

     100

 

  * The above percentages are based on ordinary income dividends paid to shareholders during the Trust’s fiscal year.

 

34                         Invesco Quality Municipal Income Trust


Trustees and Officers

 

The address of each trustee and officer is 1555 Peachtree Street, N.E., Atlanta, Georgia 30309. Generally, each trustee serves for a three year term or until his or her successor has been duly elected and qualified, and each officer serves for a one year term or until his or her successor has been duly elected and qualified. Column two below includes length of time served with predecessor entities, if any.

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
 

Principal Occupation(s)

During Past 5 Years

  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Interested Persons                
Martin L. Flanagan1 — 1960 Trustee   2010  

Executive Director, Chief Executive Officer and President, Invesco Ltd. (ultimate parent of Invesco and a global investment management firm); Advisor to the Board, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.); Trustee, The Invesco Funds; Vice Chair, Investment Company Institute; and Member of Executive Board, SMU Cox School of Business

 

Formerly: Chairman and Chief Executive Officer, Invesco Advisers, Inc. (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Holding Company (US), Inc. (formerly IVZ Inc.) (holding company), Invesco Group Services, Inc. (service provider) and Invesco North American Holdings, Inc. (holding company); Director, Chief Executive Officer and President, Invesco Holding Company Limited (parent of Invesco and a global investment management firm); Director, Invesco Ltd.; Chairman, Investment Company Institute and President, Co-Chief Executive Officer, Co-President, Chief Operating Officer and Chief Financial Officer, Franklin Resources, Inc. (global investment management organization)

  144   None
Philip A. Taylor2 — 1954 Trustee and Senior Vice President   2010  

Head of the Americas and Senior Managing Director, Invesco Ltd.; Director, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chairman, Chief Executive Officer and President, Invesco Management Group, Inc. (formerly known as Invesco Aim Management Group, Inc.) (financial services holding company); Director and Chairman, Invesco Investment Services, Inc. (formerly known as Invesco Aim Investment Services, Inc.) (registered transfer agent) Chief Executive Officer, Invesco Corporate Class Inc. (corporate mutual fund company) Director, Chairman and Chief Executive Officer, Invesco Canada Ltd. (formerly known as Invesco Trimark Ltd./Invesco Trimark Ltèe) (registered investment adviser and registered transfer agent); Trustee and Senior Vice President, The Invesco Funds; Director, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management).

 

Formerly: Co-Chairman, Co-President and Co-Chief Executive Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Director, Chief Executive Officer and President, Van Kampen Exchange Corp; President and Principal Executive Officer, The Invesco Funds (other than AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust); Executive Vice President, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), Short-Term Investments Trust and Invesco Management Trust only); Director and President, INVESCO Funds Group, Inc. (registered investment adviser and registered transfer agent); Director and Chairman, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.) (registered broker dealer); Director, President and Chairman, Invesco Inc. (holding company), Invesco Canada Holdings Inc. (holding company), Trimark Investments Ltd./Placements Trimark Ltèe and Invesco Financial Services Ltd/Services Financiers Invesco Ltèe; Chief Executive Officer, Invesco Canada Fund Inc. (corporate mutual fund company); Director and Chairman, Van Kampen Investor Services Inc.; Director, Chief Executive Officer and President, 1371 Preferred Inc. (holding company) and Van Kampen Investments Inc.; Director and President, AIM GP Canada Inc. (general partner for limited partnerships) and Van Kampen Advisors, Inc.; Director and Chief Executive Officer, Invesco Trimark Dealer Inc. (registered broker dealer); Director, Invesco Distributors, Inc. (formerly known as Invesco Aim Distributors, Inc.) (registered broker dealer); Manager, Invesco PowerShares Capital Management LLC; Director, Chief Executive Officer and President, Invesco Advisers, Inc.; Director, Chairman, Chief Executive Officer and President, Invesco Aim Capital Management, Inc.; President, Invesco Trimark Dealer Inc. and Invesco Trimark Ltd./Invesco Trimark Ltèe; Director and President, AIM Trimark Corporate Class Inc. and AIM Trimark Canada Fund Inc.; Senior Managing Director, Invesco Holding Company Limited; Director and Chairman, Fund Management Company (former registered broker dealer); President and Principal Executive Officer, The Invesco Funds (AIM Treasurer’s Series Trust (Invesco Treasurer’s Series Trust), and Short-Term Investments Trust only); President, AIM Trimark Global Fund Inc. and AIM Trimark Canada Fund Inc.

  144   None

 

1  Mr. Flanagan is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer of the Adviser to the Trust, and an officer and a director of Invesco Ltd., ultimate parent of the Adviser.

 

2  Mr. Taylor is considered an interested person (within the meaning of Section 2(a)(19) of the 1940 Act) of the Trust because he is an officer and a director of the Adviser.

 

T-1                         Invesco Quality Municipal Income Trust


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
 

Principal Occupation(s)

During Past 5 Years

  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees                

Bruce L. Crockett — 1944

Trustee and Chair

 

2010

 

Chairman, Crockett Technologies Associates (technology consulting company)

 

Formerly: Director, Captaris (unified messaging provider); Director, President and Chief Executive Officer, COMSAT Corporation; Chairman, Board of Governors of INTELSAT (international communications company); ACE Limited (insurance company); Independent Directors Council and Investment Company Institute: Member of the Audit Committee, Investment Company Institute; Member of the Executive Committee and Chair of the Governance Committee, Independent Directors Council

  144   Director and Chairman of the Audit Committee, ALPS (Attorneys Liability Protection Society) (insurance company); Director and Member of the Audit Committee, Ferroglobe PLC (metallurgical company)

David C. Arch — 1945

Trustee

  2010   Chairman of Blistex Inc. (consumer health care products manufacturer); Member, World Presidents’ Organization   144   Board member of the Illinois Manufacturers’ Association

James T. Bunch — 1942

Trustee

 

2010

 

Managing Member, Grumman Hill Group LLC (family office/private equity investments)

 

Formerly: Chairman of the Board, Denver Film Society; Chairman of the Board of Trustees, Evans Scholarship Foundation; Chairman, Board of Governors, Western Golf Association

  144   Trustee, Evans Scholarship Foundation

Jack M. Fields — 1952

Trustee

 

2010

 

Chief Executive Officer, Twenty First Century Group, Inc. (government affairs company); and Discovery Learning Alliance (non-profit)

 

Formerly: Owner and Chief Executive Officer, Dos Angeles Ranch L.P. (cattle, hunting, corporate entertainment); Director, Insperity, Inc. (formerly known as Administaff); Chief Executive Officer, Texana Timber LP (sustainable forestry company); Director of Cross Timbers Quail Research Ranch (non-profit); and member of the U.S. House of Representatives

  144   None

Cynthia Hostetler — 1962

Trustee

  2017  

Non-Executive Director and Trustee of a number of public and private business corporations

 

Formerly: Head of Investment Funds and Private Equity, Overseas Private Investment Corporation; President, First Manhattan Bancorporation, Inc.; Attorney, Simpson Thacher & Bartlett LLP

  144   Vulcan Materials Company (construction materials company); Trilinc Global Impact Fund; Aberdeen Investment Funds (4 portfolios); Artio Global Investment LLC (mutual fund complex); Edgen Group, Inc. (specialized energy and infrastructure products distributor)

Eli Jones — 1961

Trustee

  2016  

Professor and Dean, Mays Business School — Texas A&M University

 

Formerly: Professor and Dean, Walton College of Business, University of Arkansas and E.J. Ourso College of Business, Louisiana State University; Director, Arvest Bank

  144   Insperity, Inc. (formerly known as Administaff) (human resources provider)

Prema Mathai-Davis — 1950

Trustee

 

2010

 

Retired.

 

Formerly: Chief Executive Officer, YWCA of the U.S.A.

  144   None

Teresa M. Ressel — 1962

Trustee

  2017  

Non-executive director and trustee of a number of public and private business corporations

 

Formerly: Chief Financial Officer, Olayan America, The Olayan Group (international investor/commercial/industrial); Chief Executive Officer, UBS Securities LLC; Group Chief Operating Officer, Americas, UBS AG; Assistant Secretary for Management & Budget and CFO, US Department of the Treasury; Chief Compliance Officer, Kaiser Permanente; Program Manager, Hewlett-Packard; Nuclear Engineering, General Dynamics Corporation

  144   Atlantic Power Corporation (power generation company); ON Semiconductor Corp. (semiconductor supplier)

Larry Soll — 1942

Trustee

 

2010

 

Retired.

 

Formerly: Chairman, Chief Executive Officer and President, Synergen Corp. (a biotechnology company)

  144   None

Ann Barnett Stern — 1957

Trustee

  2017  

President and Chief Executive Officer, Houston Endowment Inc. (private philanthropic institution)

 

Formerly: Executive Vice President and General Counsel, Texas Children’s Hospital; Attorney, Beck, Redden and Secrest, LLP; Business Law Instructor, University of St. Thomas; Attorney, Andrews & Kurth LLP

  144   Federal Reserve Bank of Dallas

Raymond Stickel, Jr. — 1944

Trustee

 

2010

 

Retired.

 

Formerly: Director, Mainstay VP Series Funds, Inc. (25 portfolios); Partner, Deloitte & Touche

  144   None

Robert C. Troccoli — 1949

Trustee

  2016  

Adjunct Professor, University of Denver — Daniels College of Business

 

Formerly: Senior Partner, KPMG LLP

  144   None

 

T-2                         Invesco Quality Municipal Income Trust


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
 

Principal Occupation(s)

During Past 5 Years

  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Independent Trustees—(continued)

Christopher L. Wilson — 1957

Trustee

  2017  

Managing Partner, CT2, LLC (investing and consulting firm)

 

Formerly: President/Chief Executive Officer, Columbia Funds, Bank of America Corporation; President/Chief Executive Officer, CDC IXIS Asset Management Services, Inc.; Principal & Director of Operations, Scudder Funds, Scudder, Stevens & Clark, Inc.; Assistant Vice President, Fidelity Investments

  144   TD Asset Management USA Inc. (mutual fund complex) (22 Portfolios); ISO New England, Inc. (non-profit organization managing regional electricity market)
Other Officers                
Sheri Morris — 1964 President, Principal Executive Officer and Treasurer   2010  

President, Principal Executive Officer and Treasurer, The Invesco Funds; Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); and Vice President, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Commodity Fund Trust and PowerShares Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Vice President and Principal Financial Officer, The Invesco Funds; Vice President, Invesco Aim Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; Assistant Vice President and Assistant Treasurer, The Invesco Funds and Assistant Vice President, Invesco Advisers, Inc., Invesco Aim Capital Management, Inc. and Invesco Aim Private Asset Management, Inc.; and Treasurer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust and PowerShares Actively Managed Exchange-Traded Fund Trust

  N/A   N/A
Russell C. Burk — 1958 Senior Vice President and Senior Officer   2010   Senior Vice President and Senior Officer, The Invesco Funds   N/A   N/A
John M. Zerr — 1962 Senior Vice President, Chief Legal Officer and Secretary   2010  

Director, Senior Vice President, Secretary and General Counsel, Invesco Management Group, Inc. (formerly known as Invesco AIM Management Group, Inc.); Senior Vice President, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser); Senior Vice President and Secretary, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Vice President and Secretary, Invesco Investment Services, Inc. (formerly known as Invesco AIM Investment Services, Inc.) Senior Vice President, Chief Legal Officer and Secretary, The Invesco Funds; Managing Director, Invesco PowerShares Capital Management LLC; Director, Secretary and General Counsel, Invesco Investment Advisers LLC (formerly known as Van Kampen Asset Management); Secretary and General Counsel, Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.) and Chief Legal Officer, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Commodity Fund Trust and PowerShares Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Director, Secretary, General Counsel and Senior Vice President, Van Kampen Exchange Corp.; Director, Vice President and Secretary, IVZ Distributors, Inc. (formerly known as INVESCO Distributors, Inc.); Director and Vice President, INVESCO Funds Group, Inc.; Director and Vice President, Van Kampen Advisors Inc.; Director, Vice President, Secretary and General Counsel, Van Kampen Investor Services Inc.; Director, Invesco Distributors, Inc. (formerly known as Invesco AIM Distributors, Inc.); Director, Senior Vice President, General Counsel and Secretary, Invesco AIM Advisers, Inc. and Van Kampen Investments Inc.; Director, Vice President and Secretary, Fund Management Company; Director, Senior Vice President, Secretary, General Counsel and Vice President, Invesco AIM Capital Management, Inc.; Chief Operating Officer and General Counsel, Liberty Ridge Capital, Inc. (an investment adviser); Vice President and Secretary, PBHG Funds (an investment company) and PBHG Insurance Series Fund (an investment company); Chief Operating Officer, General Counsel and Secretary, Old Mutual Investment Partners (a broker-dealer); General Counsel and Secretary, Old Mutual Fund Services (an administrator) and Old Mutual Shareholder Services (a shareholder servicing center); Executive Vice President, General Counsel and Secretary, Old Mutual Capital, Inc. (an investment adviser); and Vice President and Secretary, Old Mutual Advisors Funds (an investment company)

  N/A   N/A

Kelli Gallegos — 1970

Vice President, Principal Financial Officer and Assistant Treasurer

  2010  

Vice President, Principal Financial Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Commodity Fund Trust and PowerShares Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

 

T-3                         Invesco Quality Municipal Income Trust


Trustees and Officers—(continued)

 

Name, Year of Birth and
Position(s) Held with the Trust
  Trustee and/
or Officer Since
 

Principal Occupation(s)

During Past 5 Years

  Number of
Funds in Fund
Complex
Overseen by
Trustee
  Other Directorship(s)
Held by Trustee During
Past 5 Years
Other Officers—(continued)                

Tracy Sullivan — 1962

Vice President, Chief Tax Officer and Assistant Treasurer

  2010  

Vice President, Chief Tax Officer and Assistant Treasurer, The Invesco Funds; Assistant Treasurer, Invesco PowerShares Capital Management LLC, PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Commodity Fund Trust and PowerShares Exchange-Traded Self-Indexed Fund Trust

 

Formerly: Assistant Vice President, The Invesco Funds

  N/A   N/A

Crissie M. Wisdom — 1969

Anti-Money Laundering Compliance Officer

  2013  

Anti-Money Laundering Compliance Officer, Invesco Advisers, Inc. (formerly known as Invesco Institutional (N.A.), Inc.) (registered investment adviser), Invesco Capital Markets, Inc. (formerly known as Van Kampen Funds Inc.), Invesco Distributors, Inc., Invesco Investment Services, Inc., Invesco Management Group, Inc., The Invesco Funds, and PowerShares Exchange-Traded Fund Trust, PowerShares Exchange-Traded Fund Trust II, PowerShares India Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Fund Trust, PowerShares Actively Managed Exchange-Traded Commodity Fund Trust; and PowerShares Exchange-Traded Self-Indexed Fund Trust Anti-Money Laundering Compliance Officer and Bank Secrecy Act Officer, INVESCO National Trust Company and Invesco Trust Company; and Fraud Prevention Manager and Controls and Risk Analysis Manager for Invesco Investment Services, Inc.

 

Formerly: Anti-Money Laundering Compliance Officer, Van Kampen Exchange Corp.

  N/A   N/A

Robert R. Leveille — 1969

Chief Compliance Officer

  2016  

Chief Compliance Officer, Invesco Advisers, Inc. (registered investment adviser); and Chief Compliance Officer, The Invesco Funds

 

Formerly: Chief Compliance Officer, Putnam Investments and the Putnam Funds

  N/A   N/A

 

Office of the Trust

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Investment Adviser

Invesco Advisers, Inc.

1555 Peachtree Street, N.E.

Atlanta, GA 30309

 

Auditors

PricewaterhouseCoopers LLP

1000 Louisiana Street, Suite 5800

Houston, TX 77002-5678

 

Custodian

State Street Bank and Trust Company

225 Franklin Street

Boston, MA 02110-2801

     

Counsel to the Fund

Stradley Ronon Stevens & Young, LLP

2005 Market Street, Suite 2600

Philadelphia, PA 19103-7018

 

Counsel to the Independent Trustees

Goodwin Procter LLP

901 New York Avenue, N.W.

Washington, D.C. 20001

 

Transfer Agent

Computershare Trust Company, N.A.

250 Royall Street

Canton, MA 02021

 

 

T-4                         Invesco Quality Municipal Income Trust


 

 

 

 

 

 

Correspondence information

Send general correspondence to Computershare Trust Company, N.A., P.O.Box 30170, College Station, TX 77842-3170.

 

 

Trust holdings and proxy voting information

The Trust provides a complete list of its holdings four times in each fiscal year, at the quarter ends. For the second and fourth quarters, the lists appear in the Trust’s semiannual and annual reports to shareholders. For the first and third quarters, the Trust files the lists with the Securities and Exchange Commission (SEC) on Form N-Q. The most recent list of portfolio holdings is available at invesco.com/us. Shareholders can also look up the Trust’s Forms N-Q on the SEC website at sec.gov. Copies of the Trust’s Forms N-Q may be reviewed and copied at the SEC Public Reference Room in Washington, D.C. You can obtain information on the operation of the Public Reference Room, including information about duplicating fee charges, by calling 202 551 8090 or 800 732 0330, or by electronic request at the following email address: publicinfo@sec.gov. The SEC file number for the Trust is shown below.

    A description of the policies and procedures that the Trust uses to determine how to vote proxies relating to portfolio securities is available without charge, upon request, from our Client Services department at 800 341 2929 or at invesco.com/proxyguidelines. The information is also available on the SEC website, sec.gov.

    Information regarding how the Trust voted proxies related to its portfolio securities during the most recent 12-month period ended June 30 is available at invesco.com/proxysearch. In addition, this information is available on the SEC website at sec.gov.

   LOGO

 

SEC file number: 811-06591      MS-CE-QMINC-AR-1        04252017    1509


ITEM 2.    CODE OF ETHICS.

There were no amendments to the Code of Ethics (the “Code”) that applies to the Registrant’s Principal Executive Officer (“PEO”) and Principal Financial Officer (“PFO”) during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code to the PEO or PFO during the period covered by this report.

 

ITEM 3.    AUDIT COMMITTEE FINANCIAL EXPERT.

The Board of Trustees has determined that the Registrant has at least one audit committee financial expert serving on its Audit Committee. The Audit Committee financial experts are David C. Arch, James T. Bunch, Bruce L. Crockett, Cynthia Hostetler, Teresa M. Ressel, Larry Soll, Raymond Stickel, Jr. and Robert C. Troccoli. David C. Arch, James T. Bunch, Bruce L. Crockett, Cynthia Hostetler, Teresa M. Ressel, Larry Soll, Raymond Stickel, Jr. and Robert Troccoli are “independent” within the meaning of that term as used in Form N-CSR.

 

ITEM 4.    PRINCIPAL ACCOUNTANT FEES AND SERVICES.

PricewaterhouseCoopers LLP informed the Trust that it has identified an issue related to its independence under Rule 2-01(c)(1)(ii)(A) of Regulation S-X (referred to as the Loan Rule). The Loan Rule prohibits accounting firms, such as PricewaterhouseCoopers LLP, from being deemed independent if they have certain financial relationships with their audit clients or certain affiliates of those clients. The Trust is required under various securities laws to have its financial statements audited by an independent accounting firm.

The Loan Rule specifically provides that an accounting firm would not be independent if it or certain affiliates and covered persons receives a loan from a lender that is a record or beneficial owner of more than ten percent of an audit client’s equity securities (referred to as a “more than ten percent owner”). For purposes of the Loan Rule, audit clients include the Funds as well as all registered investment companies advised by the Adviser and its affiliates, including other subsidiaries of the Adviser’s parent company, Invesco Ltd. (collectively, the Invesco Fund Complex). PricewaterhouseCoopers LLP informed the Trust it and certain affiliates and covered persons have relationships with lenders who hold, as record owner, more than ten percent of the shares of certain funds within the Invesco Fund Complex, which may implicate the Loan Rule.

On June 20, 2016, the SEC Staff issued a “no-action” letter to another mutual fund complex (see Fidelity Management & Research Company et al., No-Action Letter) related to the audit independence issue described above. In that letter, the SEC confirmed that it would not recommend enforcement action against a fund that relied on audit services performed by an audit firm that was not in compliance with the Loan Rule in certain specified circumstances. In connection with prior independence determinations, PricewaterhouseCoopers LLP communicated, as contemplated by the no-action letter, that it believes that it remains objective and impartial and that a reasonable investor possessing all the facts would conclude that PricewaterhouseCoopers LLP is able to exhibit the requisite objectivity and impartiality to report on the Funds’ financial statements as the independent registered public accounting firm. PricewaterhouseCoopers LLP also represented that it has complied with PCAOB Rule 3526(b)(1) and (2), which are conditions to the Funds relying on the no action letter, and affirmed that it is an independent accountant within the meaning of PCAOB Rule 3520. Therefore, the Adviser, the Funds and PricewaterhouseCoopers LLP concluded that PricewaterhouseCoopers LLP


could continue as the Funds’ independent registered public accounting firm. The Invesco Fund Complex relied upon the no-action letter in reaching this conclusion.

If in the future the independence of PricewaterhouseCoopers LLP is called into question under the Loan Rule by circumstances that are not addressed in the SEC’s no-action letter, the Funds will need to take other action in order for the Funds’ filings with the SEC containing financial statements to be deemed compliant with applicable securities laws. Such additional actions could result in additional costs, impair the ability of the Funds to issue new shares or have other material adverse effects on the Funds. In addition, the SEC has indicated that the no-action relief will expire 18 months from its issuance after which the Invesco Funds will no longer be able to rely on the letter unless its term is extended or made permanent by the SEC Staff.

(a) to (d)

Item 4. Principal Accountant Fees and Services

Fees Billed by PWC Related to the Registrant

PWC billed the Registrant aggregate fees for services rendered to the Registrant for the last two fiscal years as follows:

 

    

Fees Billed for

Services

Rendered to the

Registrant for

fiscal year end

2017

      

Fees Billed for

Services Rendered

to the Registrant

for fiscal year end

2016

 

Audit Fees

     $       43,100            $      43,100      

Audit-Related Fees

     $                0            $               0      

Tax Fees(1)

     $         3,500            $        6,500      

All Other Fees

     $                0            $               0      

Total Fees

     $       46,600            $      49,600      

(g) PWC billed the Registrant aggregate non-audit fees of $3,500 for the fiscal year ended 2017, and $6,500 for the fiscal year ended 2016, for non-audit services rendered to the Registrant.

 

 

 

  (1) Tax fees for the fiscal year end February 28, 2017 includes fees billed for reviewing tax returns and/or services related to tax compliance. Tax fees for fiscal year end February 29, 2016 includes fees billed for reviewing tax returns and/or services related to tax compliance.


Fees Billed by PWC Related to Invesco and Invesco Affiliates

PWC billed Invesco Advisers, Inc. (“Invesco”), the Registrant’s adviser, and any entity controlling, controlled by or under common control with Invesco that provides ongoing services to the Registrant (“Invesco Affiliates”) aggregate fees for pre-approved non-audit services rendered to Invesco and Invesco Affiliates for the last two fiscal years as follows:

 

   

Fees Billed for
Non-Audit
Services Rendered
to Invesco and
Invesco Affiliates
for fiscal year end
2017 That Were
Required

to be Pre-
Approved

by the Registrant’s

Audit Committee

      

Fees Billed for
Non-Audit
Services Rendered
to Invesco and
Invesco Affiliates
for fiscal year end
2016 That Were
Required

to be Pre-
Approved

by the Registrant’s

Audit Committee

 

Audit-Related Fees

    $     635,000              $     634,963      

Tax Fees

    $                0              $                0      

All Other Fees

    $  2,827,000              $  3,750,000      

Total Fees(1)

    $  3,462,000              $  4,384,963      

 

 

 

(1)

Audit-Related fees for the year end 2017 include fees billed related to reviewing controls at a service organization. Audit-Related fees for the year end 2016 include fees billed related to reviewing controls at a service organization.

All other fees for the year end 2017 include fees billed related to the identification of structural and organizational alternatives, informed by industry practices, for certain of the company’s administrative activities and functions. All other fees for the year end 2016 include fees billed related to reviewing the operating effectiveness of strategic projects.

(e)(2) There were no amounts that were pre-approved by the Audit Committee pursuant to the de minimus exception under Rule 2-01 of Regulation S-X.

(g) Including the fees for services not required to be pre-approved by the registrant’s audit committee, PWC billed Invesco and Invesco Affiliates aggregate non-audit fees of $6,075,000 for the fiscal year ended February 28, 2017, and $9,195,785 for the fiscal year ended February 29, 2016, for non-audit services rendered to Invesco and Invesco Affiliates.

PWC provided audit services to the Investment Company complex of approximately $22 million.

(h) The Audit Committee also has considered whether the provision of non-audit services that were rendered to Invesco and Invesco Affiliates that were not required to be pre-approved pursuant to SEC regulations, if any, is compatible with maintaining PWC’s independence.

(f) Not applicable.


(e)(1)

PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES

POLICIES AND PROCEDURES

As adopted by the Audit Committees

of the Invesco Funds (the “Funds”)

Last Amended May 4, 2016

 

  I. Statement of Principles

The Audit Committees (the “Audit Committee”) of the Boards of Trustees of the Funds (the “Board”) have adopted these policies and procedures (the “Procedures”) with respect to the pre-approval of audit and non-audit services to be provided by the Funds’ independent auditor (the “Auditor”) to the Funds, and to the Funds’ investment adviser(s) and any entity controlling, controlled by, or under common control with the investment adviser(s) that provides ongoing services to the Funds (collectively, “Service Affiliates”).

Under Section 202 of the Sarbanes-Oxley Act of 2002, all audit and non-audit services provided to the Funds by the Auditor must be preapproved by the Audit Committee. Rule 2-01 of Regulation S-X requires that the Audit Committee also pre-approve a Service Affiliate’s engagement of the Auditor for non-audit services if the engagement relates directly to the operations and financial reporting of the Funds (a “Service Affiliate’s Covered Engagement”).

These Procedures set forth the procedures and the conditions pursuant to which the Audit Committee may pre-approve audit and non-audit services for the Funds and a Service Affiliate’s Covered Engagement pursuant to rules and regulations of the Securities and Exchange Commission (“SEC”) and other organizations and regulatory bodies applicable to the Funds (“Applicable Rules”).1 They address both general pre-approvals without consideration of specific case-by-case services (“general pre-approvals”) and pre-approvals on a case-by-case basis (“specific pre-approvals”). Any services requiring pre-approval that are not within the scope of general pre-approvals hereunder are subject to specific pre-approval. These Procedures also address the delegation by the Audit Committee of pre-approval authority to the Audit Committee Chair or Vice Chair.

 

  II. Pre-Approval of Fund Audit Services

The annual Fund audit services engagement, including terms and fees, is subject to specific pre-approval by the Audit Committee. Audit services include the annual financial statement audit and other procedures required to be performed by an independent auditor to be able to form an opinion on the Funds’ financial statements. The Audit Committee will receive, review and consider sufficient information concerning a proposed Fund audit engagement to make a reasonable evaluation of the Auditor’s qualifications and independence. The Audit Committee will oversee the Fund audit services engagement as necessary, including approving any changes in terms, audit scope, conditions and fees.

In addition to approving the Fund audit services engagement at least annually and specifically approving any changes, the Audit Committee may generally or specifically pre-approve engagements for other audit services, which are those services that only an independent auditor reasonably can provide. Other audit services may include services associated with SEC registration statements, periodic reports and other documents filed with the SEC.

 

  III. General and Specific Pre-Approval of Non-Audit Fund Services

 

1   Applicable Rules include, for example, New York Stock Exchange (“NYSE”) rules applicable to closed-end funds managed by Invesco and listed on NYSE.


The Audit Committee will consider, at least annually, the list of General Pre-Approved Non-Audit Services which list may be terminated or modified at any time by the Audit Committee. To inform the Audit Committee’s review and approval of General Pre-Approved Non-Audit Services, the Funds’ Treasurer (or his or her designee) and Auditor shall provide such information regarding independence or other matters as the Audit Committee may request.

Any services or fee ranges that are not within the scope of General Pre-Approved Non-Audit Services have not received general pre-approval and require specific pre-approval. Each request for specific pre-approval by the Audit Committee for services to be provided by the Auditor to the Funds must be submitted to the Audit Committee by the Funds’ Treasurer (or his or her designee) and must include detailed information about the services to be provided, the fees or fee ranges to be charged, and other relevant information sufficient to allow the Audit Committee to consider whether to pre-approve such engagement, including evaluating whether the provision of such services will impair the independence of the Auditor and is otherwise consistent with Applicable Rules.

 

  IV.

Non-Audit Service Types

The Audit Committee may provide either general or specific pre-approval of audit-related, tax or other services, each as described in more detail below.

 

  a.

Audit-Related Services

“Audit-related services” are assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements or that are traditionally performed by an independent auditor. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure matters not classified as “Audit services”; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; services related to mergers, acquisitions or dispositions; compliance with ratings agency requirements and interfund lending activities; and assistance with internal control reporting requirements.

 

  b.

Tax Services

“Tax services” include, but are not limited to, the review and signing of the Funds’ federal tax returns, the review of required distributions by the Funds and consultations regarding tax matters such as the tax treatment of new investments or the impact of new regulations. The Audit Committee will not approve proposed services of the Auditor which the Audit Committee believes are to be provided in connection with a service or transaction initially recommended by the Auditor, the sole business purpose of which may be tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Audit Committee will consult with the Funds’ Treasurer (or his or her designee) and may consult with outside counsel or advisers as necessary to ensure the consistency of tax services rendered by the Auditor with the foregoing policy. The Auditor shall not represent any Fund or any Service Affiliate before a tax court, district court or federal court of claims.

Each request to provide tax services under either the general or specific pre-approval of the Audit Committee will include a description from the Auditor in writing of (i) the scope of the service, the fee structure for the engagement, and any side letter or other amendment to the engagement letter, or any other agreement (whether oral, written, or otherwise) between the Auditor and the Funds, relating to the service; and (ii) any compensation arrangement or other agreement, such as a referral agreement, a referral fee or fee-sharing arrangement, between the Auditor (or an affiliate of the Auditor) and any person (other than the Funds or Service Affiliates receiving the services) with respect to the


promoting, marketing, or recommending of a transaction covered by the service. The Auditor will also discuss with the Audit Committee the potential effects of the services on the independence of the Auditor, and document the substance of its discussion with the Audit Committee.

 

  c. Other Services

The Audit Committee may pre-approve other non-audit services so long as the Audit Committee believes that the service will not impair the independence of the Auditor. Appendix I includes a list of services that the Auditor is prohibited from performing by the SEC rules. Appendix I also includes a list of services that would impair the Auditor’s independence unless the Audit Committee reasonably concludes that the results of the services will not be subject to audit procedures during an audit of the Funds’ financial statements.

 

  V.

Pre-Approval of Service Affiliate’s Covered Engagements

Rule 2-01 of Regulation S-X requires that the Audit Committee pre-approve a Service Affiliate’s engagement of the Auditor for non-audit services if the engagement relates directly to the operations and financial reporting of the Funds, defined above as a “Service Affiliate’s Covered Engagement”.

The Audit Committee may provide either general or specific pre-approval of any Service Affiliate’s Covered Engagement, including for audit-related, tax or other services, as described above, if the Audit Committee believes that the provision of the services to a Service Affiliate will not impair the independence of the Auditor with respect to the Funds. Any Service Affiliate’s Covered Engagements that are not within the scope of General Pre-Approved Non-Audit Services have not received general pre-approval and require specific pre-approval.

Each request for specific pre-approval by the Audit Committee of a Service Affiliate’s Covered Engagement must be submitted to the Audit Committee by the Funds’ Treasurer (or his or her designee) and must include detailed information about the services to be provided, the fees or fee ranges to be charged, a description of the current status of the pre-approval process involving other audit committees in the Invesco investment company complex (as defined in Rule 2-201 of Regulation S-X) with respect to the proposed engagement, and other relevant information sufficient to allow the Audit Committee to consider whether the provision of such services will impair the independence of the Auditor from the Funds. Additionally, the Funds’ Treasurer (or his or her designee) and the Auditor will provide the Audit Committee with a statement that the proposed engagement requires pre-approval by the Audit Committee, the proposed engagement, in their view, will not impair the independence of the Auditor and is consistent with Applicable Rules, and the description of the proposed engagement provided to the Audit Committee is consistent with that presented to or approved by the Invesco audit committee.

Information about all Service Affiliate engagements of the Auditor for non-audit services, whether or not subject to pre-approval by the Audit Committee, shall be provided to the Audit Committee at least quarterly, to allow the Audit Committee to consider whether the provision of such services is compatible with maintaining the Auditor’s independence from the Funds. The Funds’ Treasurer and Auditor shall provide the Audit Committee with sufficiently detailed information about the scope of services provided and the fees for such services, to ensure that the Audit Committee can adequately consider whether the provision of such services is compatible with maintaining the Auditor’s independence from the Funds.

 

  VI. Pre-Approved Fee Levels or Established Amounts


Pre-approved fee levels or ranges for audit and non-audit services to be provided by the Auditor to the Funds, and for a Service Affiliate’s Covered Engagement, under general pre-approval or specific pre-approval will be set periodically by the Audit Committee. Any proposed fees exceeding 110% of the maximum pre-approved fee levels or ranges for such services or engagements will be promptly presented to the Audit Committee and will require specific pre-approval by the Audit Committee before payment of any additional fees is made.

 

  VII.

Delegation

The Audit Committee may from time to time delegate specific pre-approval authority to its Chair and/or Vice Chair, so that the Chair or, in his or her absence, Vice Chair may grant specific pre-approval for audit and non-audit services by the Auditor to the Funds and/or a Service Affiliate’s Covered Engagement between Audit Committee meetings. Any such delegation shall be reflected in resolutions adopted by the Audit Committee and may include such limitations as to dollar amount(s) and/or scope of service(s) as the Audit Committee may choose to impose. Any such delegation shall not preclude the Chair or Vice Chair from declining, on a case by case basis, to exercise his or her delegated authority and instead convening the Audit Committee to consider and pre-approve any proposed services or engagements.

Notwithstanding the foregoing, any non-audit services to be provided to the Funds for which the fees are estimated to exceed $500,000 and any Service Affiliate’s Covered Engagement for which the fees are estimated to exceed $500,000 must be pre-approved by the Audit Committee and may not be delegated to the Chair or Vice Chair.

 

  VIII.

Compliance with Procedures

Notwithstanding anything herein to the contrary, failure to pre-approve any services or engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X shall not constitute a violation of these Procedures. The Audit Committee has designated the Funds’ Treasurer to ensure services and engagements are pre-approved in compliance with these Procedures. The Funds’ Treasurer will immediately report to the Chair of the Audit Committee, or the Vice Chair in his or her absence, any breach of these Procedures that comes to the attention of the Funds’ Treasurer or any services or engagements that are not required to be pre-approved pursuant to the de minimis exception provided for in Rule 2-01(c)(7)(i)(C) of Regulation S-X.

On at least an annual basis, the Auditor will provide the Audit Committee with a summary of all non-audit services provided to any entity in the investment company complex (as defined in section 2-01(f)(14) of Regulation S-X, including the Funds and Service Affiliates) that were not pre-approved, including the nature of services provided and the associated fees.

 

  IX.

Amendments to Procedures

All material amendments to these Procedures must be approved in advance by the Audit Committee. Non-material amendments to these Procedures may be made by the Legal and Compliance Departments and will be reported to the Audit Committee at the next regularly scheduled meeting of the Audit Committee.


Appendix I

Non-Audit Services That May Impair the Auditor’s Independence

The Auditor is not independent if, at any point during the audit and professional engagement, the Auditor provides the following non-audit services:

 

    Management functions;
    Human resources;
    Broker-dealer, investment adviser, or investment banking services ;
    Legal services;
    Expert services unrelated to the audit;
    Any service or product provided for a contingent fee or a commission;
    Services related to marketing, planning, or opining in favor of the tax treatment of confidential transactions or aggressive tax position transactions, a significant purpose of which is tax avoidance;
    Tax services for persons in financial reporting oversight roles at the Fund; and
    Any other service that the Public Company Oversight Board determines by regulation is impermissible.

An Auditor is not independent if, at any point during the audit and professional engagement, the Auditor provides the following non-audit services unless it is reasonable to conclude that the results of the services will not be subject to audit procedures during an audit of the Funds’ financial statements:

 

    Bookkeeping or other services related to the accounting records or financial statements of the audit client;
    Financial information systems design and implementation;
    Appraisal or valuation services, fairness opinions, or contribution-in-kind reports;
    Actuarial services; and
    Internal audit outsourcing services.

 

ITEM 5.   AUDIT COMMITTEE OF LISTED REGISTRANTS.

 

  (a) The registrant has a separately-designed standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities Exchange Act of 1934, as amended. Members of the audit committee are: David C. Arch, James T. Bunch, Bruce L. Crockett, Cynthia Hostetler, Teresa M. Ressel, Larry Soll, Raymond Stickel, Jr. and Robert C. Troccoli.
  (b) Not applicable.

 

ITEM 6.   SCHEDULE OF INVESTMENTS.

Investments in securities of unaffiliated issuers is included as part of the reports to stockholders filed under Item 1 of this Form.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.


LOGO

 

   Invesco’s Policy Statement on Global Corporate Governance and Proxy Voting

 

I.

Guiding Principles and Philosophy

Public companies hold shareholder meetings, attended by the company’s executives, directors, and shareholders, during which important issues, such as appointments to the company’s board of directors, executive compensation, and auditors, are addressed and where applicable, voted on. Proxy voting gives shareholders the opportunity to vote on issues that impact the company’s operations and policies without being present at the meetings.

Invesco views proxy voting as an integral part of its investment management responsibilities and believes that the right to vote proxies should be managed with the same high standards of care and fiduciary duty to its clients as all other elements of the investment process. Invesco’s proxy voting philosophy, governance structure and process are designed to ensure that proxy voles are cast in accordance with clients’ best interests, which Invesco interprets to mean clients’ best economic interests, this Policy and the operating guidelines and procedures of Invesco’s regional investment centers.

Invesco investment teams vote proxies on behalf of Invesco-sponsored funds and non-fund advisory clients that have explicitly granted Invesco authority in writing to vote proxies on their behalf.

The proxy voting process at Invesco, which is driven by investment professionals, Focuses on maximizing long-term value for our clients, protecting clients’ rights and promoting governance structures and practices that reinforce the accountability of corporate management and boards of directors to shareholders. Invesco takes a nuanced approach to voting and, therefore, many matters to be voted upon are reviewed on a case by case basis.

Votes in favor of board or management proposals should not be interpreted as an indication of insufficient consideration by lnvesco fund managers. Such votes may reflect the outcome of past or ongoing engagement and active ownership by Invesco with representatives of the companies in which we invest.

 

II.

Applicability of this Policy

This Policy sets forth the framework of Invesco’s corporate governance approach, broad philosophy and guiding principles that inform the proxy voting practices of Invesco’s investment teams around the world. Given the different nature of these teams and their respective investment processes, as well as the significant differences in regulatory regimes and market practices across jurisdictions, not all aspects of this Policy may apply to all Invesco investment teams at all times. In the case of a conflict between this Policy and the operating guidelines and procedures of a regional investment center the latter will control.

 

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III.

Proxy Voting for Certain Fixed Income, Money Market Accounts and Index

For proxies held by certain client accounts managed in accordance with fixed income, money market and index strategies (including exchange traded funds), lnvesco will typically vote in line with the majority holder of the active-equity shares held by Invesco outside of those strategies (“Majority Voting”). In this manner Invesco seeks to leverage the active-equity expertise and comprehensive proxy voting reviews conducted by teams employing active-equity strategies, which typically incorporate analysis of proxy issues as a core component of the investment process. Portfolio managers for accounts employing Majority Voting still retain full discretion to override Majority Voting and to vote the shares as they determine to be in the best interest of those accounts, absent certain types of conflicts of interest, which are discussed elsewhere in this Policy.

 

IV.

Conflicts of Interest

There may be occasions where voting proxies may present a real or perceived conflict of interest between Invesco, as investment manager, and one or more of Invesco’s clients or vendors. Under Invesco’s Code of Conduct, Invesco entities and individuals are strictly prohibited from putting personal benefit, whether tangible or intangible, before the interests of clients. “Personal benefit” includes any intended benefit for Invesco, oneself or any other individual, company, group or organization of any kind whatsoever, except a benefit for the relevant lnvesco client.

Firm-level Conflicts of Interest

A conflict of interest may exist if Invesco has a material business relationship with, or is actively soliciting business from, either the company soliciting a proxy or a third party that has a material interest in the outcome of a proxy vote or that is actively lobbying for a particular outcome of a proxy vote (e.g., issuers that are distributors of Invesco’s products, or issuers that employ lnvesco to manage portions of their retirement plans or treasury accounts). Invesco’s proxy governance team maintains a list of all such issuers for which a conflict of interest exists.

If the proposal that gives rise to the potential conflict is specifically addressed by this Policy or the operating guidelines and procedures of the relevant regional investment center, Invesco generally will vote the proxy in accordance therewith. Otherwise, based on a majority vote of its members, the Global IPAC (as described below) will vote the proxy.

Because this Policy and the operating guidelines and procedures of each regional investment center are pre-determined and crafted to be in the best economic interest of clients, applying them to vote client proxies should, in most instances, adequately resolve any potential conflict of interest. As an additional safeguard, persons from Invesco’s marketing, distribution and other customer-facing functions may not serve on the Global IPAC. For the avoidance of doubt, Invesco may not consider Invesco Ltd.’s pecuniary interest when voting proxies on behalf of clients.

 

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Personal Conflicts of Interest

A conflict also may exist where an Invesco employee has a known personal relationship with other proponents of proxy proposals, participants in proxy contests, corporate directors, or candidates for directorships.

All Invesco personnel with proxy voting responsibilities are required to report any known personal conflicts of interest regarding proxy issues with which they are involved. In such instances, the individual(s) with the conflict will be excluded from the decision-making process relating to such issues.

Other Conflicts of Interest

In order to avoid any appearance of a conflict of interest, Invesco will not vote proxies issued by, or related to matters involving, Invesco Ltd. that may be held in client accounts from time to time.1 Shares of an Invesco-sponsored fund held by other lnvesco funds will be voted in the same proportion as the votes of external shareholders of the underlying fund.

 

V.

Use of Third-Party Proxy Advisory Services

Invesco may supplement its internal research with information from third-parties, such as proxy advisory firms. However, Invesco generally retains full and independent discretion with respect to proxy voting decisions.

As part of its fiduciary obligation to clients, Invesco performs extensive initial and ongoing due diligence on the proxy advisory firms it engages. This includes reviews of information regarding the capabilities of their research staffs and internal controls, policies and procedures, including those relating to possible conflicts of interest. In addition, lnvesco regularly monitors and communicates with these firms and monitors their compliance with Invesco’s performance and policy standards.

 

VI.

Global Proxy Voting Platform and Administration

Guided by its philosophy that investment teams should manage proxy voting, Invesco has created the Global lnvesco Proxy Advisory Committee (“Global IPAC”). The Global IPAC is a global investments-driven committee comprised of representatives from various investment management teams and Invesco’s Global Head of Proxy Governance and Responsible Investment (“Head of Proxy Governance”). The Global IPAC provides a forum for investment teams to monitor, understand and discuss key proxy issues and voting trends within the lnvesco complex. Absent a conflict of interest, the Global IPAC representatives, in consultation with the respective investment team, are responsible for voting proxies for the securities the team manages (unless such responsibility is explicitly delegated to the portfolio managers of the securities in question) In addition to the Global IPAC, for some clients, third parties (e.g., U.S. mutual fund boards) provide oversight of the proxy process. The Global IPAC and Invesco’s

 

1  Generally speaking, Invesco does not invest for its clients in the shares of Invesco Ltd., however, limited exceptions apply in the case of funds or accounts designed to track an index that includes Invesco Ltd. as a component.

 

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proxy administration and governance team, compliance and legal teams regularly communicate and review this Policy and the operating guidelines and procedures of each regional investment center to ensure that they remain consistent with clients’ best interests, regulatory requirements, governance trends and industry best practices.

Invesco maintains a proprietary global proxy administration platform, known as the “fund manager portal” and supported by the Head of Proxy Governance and a dedicated team of internal proxy specialists. The platform streamlines the proxy voting and ballot reconciliation processes, as well as related functions, such as share blocking and managing conflicts of interest issuers. Managing these processes internally, as opposed to relying on third parties, gives Invesco greater quality control, oversight and independence in the proxy administration process.

The platform also includes advanced global reporting and record-keeping capabilities regarding proxy matters that enable Invesco to satisfy client, regulatory and management requirements. Historical proxy voting information, including commentary by investment professionals regarding the votes they cast, where applicable, is stored to build institutional knowledge across the Invesco complex with respect to individual companies and proxy issues. Certain investment teams also use the platform to access third-party proxy research.

 

VII.

Non-Votes

In the great majority of instances, Invesco is able to vote proxies successfully. However, in certain circumstances Invesco may refrain from voting where the economic or other opportunity costs of voting exceeds any anticipated benefits of that proxy proposal. In addition, there may be instances in which Invesco is unable to vote all of its clients’ proxies despite using commercially reasonable efforts to do so. For example:

 

 

Invesco may not receive proxy materials from the relevant fund or client custodian with sufficient time and information to make an informed independent voting decision. In such cases, Invesco may choose not to vote, to abstain from voting, to vote in line with management or to vote in accordance with proxy advisor recommendations. These matters are left to the discretion of the fund manager.

 

 

If the security in question is on loan as part of a securities lending program, lnvesco may determine that the benefit to the client of voting a particular proxy is outweighed by the revenue that would be lost by terminating the loan and recalling the securities.

 

 

In some countries the exercise of voting rights imposes temporary transfer restrictions on the related securities (“share blocking”). Invesco generally refrains from voting proxies in share-blocking countries unless Invesco determines that the benefit to the client(s) of voting a specific proxy outweighs the client’s temporary inability to sell the security.

 

 

Some companies require a representative to attend meetings in person in order to vote a proxy. In such cases, Invesco may determine that the costs of sending a representative or signing a power-of-attorney outweigh the benefit of voting a particular proxy.

 

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VIII.

 Proxy Voting Guidelines

The following guidelines describe Invesco’s general positions on various common proxy voting issues. This list is not intended to be exhaustive or prescriptive. As noted above, Invesco’s proxy process is investor-driven, and each fund manager retains ultimate discretion to vote proxies in the manner they deem most appropriate, consistent with Invesco’s proxy voting principles and philosophy discussed in Sections I through IV. Individual proxy votes therefore will differ from these guidelines from time to time.

 

A.

Shareholder Access and Treatment of Shareholder Proposals

Invesco reviews on a case by case basis but generally votes in favor of proposals that would increase shareholders’ opportunities to express their views to boards of directors, proposals that would lower barriers to shareholder action, and proposals to promote the adoption of generally accepted best practices in corporate governance, provided that such proposals would not require a disproportionate amount of management attention or corporate resources or otherwise that may inappropriately disrupt the company’s business and main purpose. usually set out in their reporting disclosures and business model. Likewise, Invesco reviews on a case by case basis but generally votes for shareholder proposals that are designed to protect shareholder rights if a company’s corporate governance standards indicate that such additional protections are warranted (for example, where minority shareholders’ rights are not adequately protected).

 

B.

Environmental, Social and Corporate Responsibility Issues

Invesco believes that a company’s long-term response to environmental, social and corporate responsibility issues can significantly affect its long-term shareholder value. We recognize that to manage a corporation effectively, directors and management may consider not only the interests of shareholders, but also the interests of employees, customers, suppliers, creditors and the local community, among others. While Invesco generally affords management discretion with respect to the operation of a company’s business, Invesco will evaluate such proposals on a case by case basis and will vote proposals relating to these issues in a manner intended to maximize long-term shareholder value.

 

C. Capitalization Structure Issues

 

  i.

Stock Issuances

Invesco generally supports a board’s decisions about the need for additional capital stock to meet ongoing corporate needs, except where the request could adversely affect Invesco clients’ ownership stakes or voting rights. Some capitalization proposals, such as those to authorize common or preferred stock with special voting rights or to issue additional stock in connection with an acquisition, may require additional analysis. lnvesco generally opposes proposals to authorize classes of preferred stock with unspecified voting, conversion, dividend or other rights (“blank check” stock) when they appear to be intended as an anti-takeover mechanism; such issuances may be supported when used for general financing purposes.

 

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  ii.

Stock Splits

Invesco generally supports a board’s proposal to increase common share authorization for a stock split, provided that the increase in authorized shares would not result in excessive dilution given the company’s industry and performance in terms of shareholder returns.

 

  iii.

Share Repurchases

lnvesco generally supports a board’s proposal to institute open-market share repurchase plans only if all shareholders participate on an equal basis.

 

D. Corporate Governance Issues

i. Board of Directors

 

  1.

Director Nominees in Uncontested Elections

Subject to the other considerations described below, in an uncontested director election for a company without a controlling shareholder, lnvesco generally votes in favor of the director slate if it is comprised of at least a majority of independent directors and if the board’s key committees are fully independent, effective and balanced. Key committees include the audit, compensation/remuneration and governance/nominating committees. lnvesco’s standard of independence excludes directors who, in addition to the directorship, have any material business or family relationships with the companies they serve.

 

  2.

Director Nominees in Contested Elections

Invesco recognizes that short-term investment sentiments influence the corporate governance landscape and may influence companies in Invesco clients’ portfolios and more broadly across the market. Invesco recognizes that short-term investment sentiment may conflict with long-term value creation and as such looks at each proxy contest matter on a case by case basis, considering factors such as:

 

   

Long-term financial performance of the company relative to its industry,

 

   

Management’s track record,

 

   

Background to the proxy contest,

 

   

Qualifications of director nominees (both slates),

 

   

Evaluation of what each side is offering shareholders as well as the likelihood that the proposed objectives and goals can be met, and

 

   

Stock ownership positions in the company.

 

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  3.

Director Accountability

Invesco generally withholds votes from directors who exhibit a lack of accountability to shareholders. Examples include, without limitation, poor attendance (less than 75%, absent extenuating circumstances) at meetings, failing to implement shareholder proposals that have received a majority of votes and/or by adopting or approving egregious corporate-governance or other policies. In cases of material financial restatements, accounting fraud, habitually late filings, adopting shareholder rights plan (“poison pills”) without shareholder approval, or other areas of poor performance, Invesco may withhold votes from some or all of a company’s directors. In situations where directors’ performance is a concern, Invesco may also support shareholder proposals to take corrective actions such as so-called “clawback” provisions.

 

  4.

Director Independence

lnvesco generally supports proposals to require a majority of directors to be independent unless particular circumstances make this not Feasible or in the best interests of shareholders, We generally vote for proposals that would require the board’s audit, compensation/remuneration, and/or governance/nominating committees to be composed exclusively of independent directors since this minimizes the potential for conflicts of interest.

 

  5.

Director Indemnification

Invesco recognizes that individuals may be reluctant to serve as corporate directors if they are personally liable for all related lawsuits and legal costs. As a result, reasonable limitations on directors’ liability can benefit a company and its shareholders by helping to attract and retain qualified directors while preserving recourse for shareholders in the event of misconduct by directors, Invesco, therefore, generally supports proposals to limit directors’ liability and provide indemnification and/or exculpation, provided that the arrangements are limited to the director acting honestly and in good faith with a view to the best interests of the company and, in criminal matters, are limited to the director having reasonable grounds for believing the conduct was lawful.

 

  6.

Separate Chairperson and CEO

Invesco evaluates these proposals on a case by case basis, recognizing that good governance requires either an independent chair or a qualified, proactive, and lead independent director.

Voting decisions may take into account, among other factors, the presence or absence of:

 

   

a designated lead director, appointed from the ranks of the independent board members, with an established term of office and clearly delineated powers and duties;

 

   

a majority of independent directors;

 

   

completely independent key committees;

 

   

committee chairpersons nominated by the independent directors;

 

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CEO performance reviewed annually by a committee of independent directors; and

 

   

established governance guidelines.

 

  7.

Majority/Supermajority/Cumulative Voting for Directors

The right to elect directors is the single most important mechanism shareholders have to promote accountability. Invesco generally votes in favor of proposals to elect directors by a majority vote. Except in cases where required by law in the jurisdiction of incorporation or when a company has adopted formal governance principles that present a meaningful alternative to the majority voting standard, Invesco generally votes against actions that would impose any supermajority voting requirement. and generally supports actions to dismantle existing supermajority requirements.

The practice of cumulative voting can enable minority shareholders to have representation on a company’s board. Invesco generally opposes such proposals as unnecessary where the company has adopted a majority voting standard. However, Invesco generally supports proposals to institute the practice of cumulative voting at companies whose overall corporate-governance standards indicate a particular need to protect the interests of minority shareholders.

 

  8.

Staggered Boards/Annual Election of Directors

Invesco generally supports proposals to elect each director annually rather than electing directors to staggered multi-year terms because annual elections increase a board’s level of accountability to its shareholders.

 

  9.

Board Size

lnvesco believes that the number of directors is an important factor to consider when evaluating the board’s ability to maximize long-term shareholder value. Invesco approaches proxies relating to board size on a case by case basis but generally will defer to the board with respect to determining the optimal number of board members, provided that the proposed board size is sufficiently large to represent shareholder interests and sufficiently limited to remain effective.

 

  10.

Term Limits for Directors

lnvesco believes it is important for a board of directors to examine its membership regularly with a view to ensuring that the company continues to benefit from a diversity of director viewpoints and experience. We generally believe that an individual board’s nominating committee is best positioned to determine whether director term limits would be an appropriate measure to help achieve these goals and, if so, the nature of such limits.

 

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ii. Audit Committees and Auditors

 

  1.

Qualifications of Audit Committee and Auditors

Invesco believes a company’s Audit Committee has a high degree of responsibility to shareholders in matters of financial disclosure, integrity of the financial statements and effectiveness of a company’s internal controls. Independence. experience and financial expertise are critical elements of a well-functioning Audit Committee. When electing directors who are members of a company’s Audit Committee, or when ratifying a company’s auditors, Invesco considers the past performance of the Audit Committee and holds its members accountable for the quality of the company’s financial statements and reports.

 

  2.

Auditor Indemnifications

A company’s independent auditors play a critical role in ensuring and attesting to the integrity of the company’s financial statements. It is therefore essential that they perform their work in accordance with the highest standards. Invesco generally opposes proposals that would limit the liability of or indemnify auditors because doing so could serve to undermine this obligation.

 

  3.

Adequate Disclosure of Auditor Fees

Understanding the fees earned by the auditors is important for assessing auditor independence. Invesco’s support for the re-appointment of the auditors will take into consideration the availability of adequate disclosure concerning the amount and nature of audit versus non-audit fees. Invesco generally will support proposals that call for this disclosure if it is not already being made.

 

E.

Remuneration and Incentives

Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce management and employees of portfolio companies to create greater shareholder wealth. Invesco generally supports equity compensation plans that promote the proper alignment of incentives with shareholders’ long-term interests! and generally votes against plans that are overly dilutive to existing shareholders, plans that contain objectionable structural features. and plans that appear likely to reduce the value of the client’s investment.

i. Independent Compensation/Remuneration Committee

Invesco believes that an independent, experienced and well-informed compensation/remuneration committee is critical to ensuring that a company’s remuneration practices align with shareholders’ interests and, therefore, generally supports proposals calling for a compensation/remuneration committee to be comprised solely of independent directors.

 

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ii. Advisory Votes on Executive Compensation

Invesco believes that an independent compensation/remuneration committee of the board, with input from management, is generally best positioned to determine the appropriate components and levels of executive compensation, as well as the appropriate frequency of related shareholder advisory votes. This is particularly the case where shareholders have the ability to express their views on remuneration matters through annual votes for or against the election of the individual directors who comprise the compensation/remuneration committee. Invesco, therefore, generally will support management’s recommendations with regard to the components and levels of executive compensation and the frequency of shareholder advisory votes on executive compensation. However, Invesco will vote against such recommendations where Invesco determines that a company’s executive remuneration policies are not properly aligned with shareholder interests or may create inappropriate incentives for management.

iii. Equity Based Compensation Plans

Invesco generally votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include, without limitation, the ability to reprice or reload options without shareholder approval, the ability to issue options below the stock’s current market price, or the ability to replenish shares automatically without shareholder approval.

iv. Severance Arrangements

lnvesco considers proposed severance arrangements (sometimes known as “golden parachute” arrangements) on a case-by-case basis due to the wide variety among their terms. Invesco acknowledges that in some cases such arrangements, if reasonable, may be in shareholders’ best interests as a method of attracting and retaining high quality executive talent. lnvesco generally votes in favor of proposals requiring advisory shareholder ratification of senior executives’ severance agreements while generally opposing proposals that require such agreements to be ratified by shareholders in advance of their adoption.

 

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v. “Claw Back” Provisions

lnvesco generally supports so called “claw back” policies intended to recoup remuneration paid to senior executives based upon materially inaccurate financial reporting (as evidenced by later restatements) or fraudulent accounting or business practices.

vi. Employee Stock Purchase Plans

Invesco generally supports employee stock purchase plans that are reasonably designed to provide proper incentives to a broad base of employees, provided that the price at which employees may acquire stock represents a reasonable discount from the market price.

 

F.

Anti-Takeover Defenses; Reincorporation

Measures designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they have the potential to create conflicts of interests among directors, management and shareholders. Such measures include adopting or renewing shareholder rights plans (“poison pills”), requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. In determining whether to support a proposal to add, eliminate or restrict anti-takeover measures, Invesco will examine the particular elements of the proposal to assess the degree to which it would adversely affect shareholder rights of adopted. Invesco generally supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote. Invesco generally opposes payments by companies to minority shareholders intended to dissuade such shareholders from pursuing a takeover or other changes (sometimes known as “greenmail”) because these payments result in preferential treatment of some shareholders over others.

Reincorporation involves re-establishing the company in a different legal jurisdiction. Invesco generally will vote for proposals to reincorporate a company provided that the board and management have demonstrated sound financial or business reasons for the move. Invesco generally will oppose proposals to reincorporate if they are solely part of an anti-takeover defense or intended to limit directors’ liability.

 

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LOGO

PROXY VOTING GUIDELINES

 

Applicable to    All Advisory Clients, including the Invesco Funds
Risk Addressed by the Guidelines    Breach of fiduciary duty to client under Investment Advisers Act of 1940 by placing Invesco’s interests ahead of client’s best interests in voting proxies
Relevant Law and Other Sources    U.S. Investment Advisers Act of 1940, as amended

Last

    Reviewed     Revised

    by Compliance for Accuracy

   April 19, 2016
Guideline Owner    U.S. Compliance and Legal
Policy Approver    Invesco Advisers, Inc., Invesco Funds Board
Approved/Adopted Date    May 3-4, 2016

The following guidelines apply to all institutional and retail funds and accounts that have explicitly authorized Invesco Advisers, Inc. (“Invesco”) to vote proxies associated with securities held on their behalf (collectively, “Clients”).

A. INTRODUCTION

 

 

Invesco Ltd. (“IVZ”), the ultimate parent company of Invesco, has adopted a global policy statement on corporate governance and proxy voting (the “Invesco Global Proxy Policy”). The policy describes IVZ’s views on governance matters and the proxy administration and governance approach. Invesco votes proxies by using the framework and procedures set forth in the Invesco Global Proxy Policy, while maintaining the Invesco-specific guidelines described below.

B. PROXY VOTING OVERSIGHT: THE MUTUAL FUNDS’ BOARD OF TRUSTEES

 

 

In addition to the Global Invesco Proxy Advisory Committee, the Invesco mutual funds’ board of trustees provides oversight of the proxy process through quarterly reporting and an annual in-person presentation by Invesco’s Global Head of Proxy Governance and Responsible Investment.


C. USE OF THIRD PARTY PROXY ADVISORY SERVICES

 

 

Invesco has direct access to third-party proxy advisory analyses and recommendations (currently provided by Glass Lewis (“GL”) and Institutional Shareholder Services, Inc. (“ISS”)), among other research tools, and uses the information gleaned from those sources to make independent voting decisions.

Invesco’s proxy administration team performs extensive initial and ongoing due diligence on the proxy advisory firms that it engages. When deemed appropriate, representatives from the proxy advisory firms are asked to deliver updates directly to the mutual funds’ board of trustees. Invesco conducts semi-annual, in-person policy roundtables with key heads of research from ISS and GL to ensure transparency, dialogue and engagement with the firms. These meetings provide Invesco with an opportunity to assess the firms’ capabilities, conflicts of interest and service levels, as well as provide investment professionals with direct insight into the advisory firms’ stances on key governance and proxy topics and their policy framework/methodologies. Invesco’s proxy administration team also reviews the annual SSAE 16 reports for, and the periodic proxy guideline updates published by, each proxy advisory firm to ensure that their guidelines remain consistent with Invesco’s policies and procedures. Furthermore, each proxy advisory firm completes an annual due diligence questionnaire submitted by Invesco, and Invesco conducts on-site due diligence at each firm, in part to discuss their responses to the questionnaire.

If Invesco becomes aware of any material inaccuracies in the information provided by ISS or GL, Invesco’s proxy administration team will investigate the matter to determine the cause, evaluate the adequacy of the proxy advisory firm’s control structure and assess the efficacy of the measures instituted to prevent further errors.

ISS and GL provide updates to previously issued proxy reports when necessary to incorporate newly available information or to correct factual errors. ISS also has a Feedback Review Board, which provides a mechanism for stakeholders to communicate with ISS about issues related to proxy voting and policy formulation, research, and the accuracy of data contained in ISS reports.

D. PROXY VOTING GUIDELINES

 

 

The following guidelines describe Invesco’s general positions on various common proxy issues. The guidelines are not intended to be exhaustive or prescriptive. Invesco’s proxy process is investor-driven, and each portfolio manager retains ultimate discretion to vote proxies in the manner that he or she deems to be the most appropriate, consistent with the proxy voting principles and philosophy discussed in the Invesco Global Proxy Policy. Individual proxy votes therefore will differ from these guidelines from time to time.

 

  I.

Corporate Governance

Management teams of companies are accountable to the boards of directors and directors of publicly held companies are accountable to shareholders. Invesco endeavors to vote the proxies of companies in a manner that will reinforce the notion of a board’s accountability. Consequently, Invesco generally votes against any actions that would impair the rights of shareholders or would reduce shareholders’ influence over the board.

 

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The following are specific voting issues that illustrate how Invesco applies this principle of accountability.

Elections of directors

In uncontested director elections for companies that do not have a controlling shareholder, Invesco generally votes in favor of slates if they are comprised of at least a majority of independent directors and if the boards’ key committees are fully independent. Key committees include the audit, compensation and governance or nominating Committees. Invesco’s standard of independence excludes directors who, in addition to the directorship, have any material business or family relationships with the companies they serve. Contested director elections are evaluated on a case-by-case basis.

Director performance

Invesco generally withholds votes from directors who exhibit a lack of accountability to shareholders, either through their Level of attendance at meetings or by adopting or approving egregious corporate-governance or other policies. In cases of material financial restatements, accounting fraud, habitually late filings, adopting shareholder rights plan (“poison pills”) without shareholder approval, or other areas of poor performance, Invesco may withhold votes from some or all of a company’s directors. In situations where directors’ performance is a concern, Invesco may also support shareholder proposals to take corrective actions, such as so-called “clawback” provisions.

Auditors and Audit Committee members

Invesco believes a company’s audit committee has a high degree of responsibility to shareholders in matters of financial disclosure, integrity of the financial statements and effectiveness of a company’s internal controls. Independence, experience and financial expertise are critical elements of a well-functioning audit committee. When electing directors who are members of a company’s audit committee, or when ratifying a company’s auditors, Invesco considers the past performance of the committee and holds its members accountable for the quality of the company’s financial statements and reports.

Majority standard in director elections

The right to elect directors is the single most important mechanism shareholders have to promote accountability. Invesco supports the nascent effort to reform the U.S. convention of electing directors, and generally votes in favor of proposals to elect directors by a majority vote.

Staggered Boards/Annual Election of Directors

Invesco generally supports proposals to elect each director annually rather than electing directors to staggered multi-year terms because annual elections increase a board’s level of accountability to its shareholders.

Supermajority voting requirements

Unless required by law in the state of incorporation, Invesco generally votes against actions that would impose any supermajority voting requirement, and generally supports actions to dismantle existing supermajority requirements.

Responsiveness of Directors

Invesco generally withholds votes for directors who do not adequately respond to shareholder proposals that were approved by a majority of votes cast the prior year.

 

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Cumulative voting

The practice of cumulative voting can enable minority shareholders to have representation on a company’s board, Invesco generally supports proposals to institute the practice of cumulative voting at companies whose overall corporate-governance standards indicate a particular need to protect the interests of minority shareholders.

Proxy access

Invesco generally supports shareholders’ nominations of directors in the proxy statement and ballot because it increases the accountability of the board to shareholders. Invesco will generally consider the proposed minimum period of ownership (e.g., three years), minimum ownership percentage (e.g., three percent), limitations on a proponent’s ability to aggregate holdings with other shareholders and the maximum percentage of directors who can be nominated when determining how to vote on proxy access proposals.

Shareholder access

On business matters with potential financial consequences, Invesco generally votes in favor of proposals that would increase shareholders’ opportunities to express their views to boards of directors, proposals that would lower barriers to shareholder action and proposals to promote the adoption of generally accepted best practices in corporate governance. Furthermore, Invesco generally votes for shareholder proposals that are designed to protect shareholder rights if a company’s corporate governance standards indicate that such additional protections are warranted.

Exclusive Forum

Invesco generally supports proposals that would designate a specific jurisdiction in company bylaws as the exclusive venue for certain types of shareholder lawsuits in order to reduce costs arising out of multijurisdidional litigation.

 

  II. Compensation and Incentives

Invesco believes properly constructed compensation plans that include equity ownership are effective in creating incentives that induce management and employees of companies to create greater shareholder wealth. Invesco generally supports equity compensation plans that promote the proper alignment of incentives with shareholders’ long-term interests, and generally votes against plans that are overly dilutive to existing shareholders, plans that contain objectionable structural features, and plans that appear likely to reduce the value of the Client’s investment.

Following are specific voting issues that illustrate how Invesco evaluates incentive plans.

Executive compensation

Invesco evaluates executive compensation plans within the context of the company’s performance under the executives’ tenure. Invesco believes independent compensation committees are best positioned to craft executive-compensation plans that are suitable for their company-specific circumstances. Invesco views the election of independent compensation committee members as the appropriate mechanism for shareholders to express their approval or disapproval of a company’s compensation practices. Therefore, Invesco generally does not support shareholder proposals to limit or eliminate certain forms of executive compensation. In the interest of reinforcing the notion of a compensation committee’s accountability to shareholders, Invesco generally supports proposals requesting that companies subject each year’s compensation record to an advisory shareholder vote, or so-called “say on pay” proposals.

 

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Equity-based compensation plans

Invesco generally votes against plans that contain structural features that would impair the alignment of incentives between shareholders and management. Such features include the ability to reprice or reload options without shareholder approval, the ability to issue options below the stock’s current market price, or the ability automatically to replenish shares without shareholder approval.

Employee stock-purchase plans

Invesco generally supports employee stock-purchase plans that are reasonably designed to provide proper incentives to a broad base of employees, provided that the price at which employees may acquire stock is at most a 15 percent discount from the market price.

Severance agreements

Invesco generally votes in favor of proposals requiring advisory shareholder ratification of executives’ severance agreements. However, Invesco generally opposes proposals requiring such agreements to be ratified by shareholders in advance of their adoption. Given the vast differences that may occur in these agreements, some severance agreements are evaluated on an individual basis.

 

III. Capitalization

Examples of management proposals related to a company’s capital structure include authorizing or issuing additional equity capital, repurchasing outstanding stock, or enacting a stock split or reverse stock split. On requests for additional capital stock, Invesco analyzes the company’s stated reasons for the request. Except where the request could adversely affect the Client’s ownership stake or voting rights, Invesco generally supports a board’s decisions on its needs for additional capital stock. Some capitalization proposals require a case-by-case analysis. Examples of such proposals include authorizing common or preferred stock with special voting rights, or issuing additional stock in connection with an acquisition.

 

IV. Mergers, Acquisitions and Other Corporate Actions

Issuers occasionally require shareholder approval to engage in certain corporate actions such as mergers, acquisitions, name changes, dissolutions, reorganizations, divestitures and reincorporations and the votes for these types of corporate actions are generally determined on a case-by-case basis.

 

V. Anti-Takeover Measures

Practices designed to protect a company from unsolicited bids can adversely affect shareholder value and voting rights, and they potentially create conflicts of interests among directors, management and shareholders. Except under special issuer-specific circumstances, Invesco generally votes to reduce or eliminate such measures. These measures include adopting or renewing “poison pills”, requiring supermajority voting on certain corporate actions, classifying the election of directors instead of electing each director to an annual term, or creating separate classes of common or preferred stock with special voting rights. Invesco generally votes against management proposals to impose these types of measures, and generally votes for shareholder proposals designed to reduce such measures. Invesco generally supports shareholder proposals directing companies to subject their anti-takeover provisions to a shareholder vote.

 

5


VI. Environmental, Social and Corporate Responsibility Issues

Invesco believes that a company’s response to environmental, social and corporate responsibility issues and the risks attendant to them can have a significant effect on its long-term shareholder value. Invesco recognizes that to manage a corporation effectively, directors and management must consider not only the interest of shareholders, but also the interests of employees, customers, suppliers and creditors, among others. While Invesco generally affords management discretion with respect to the operation of a company’s business, Invesco will evaluate such proposals on a case-by-case basis and will vote proposals relating to these issues in a manner intended to maximize long-term shareholder value.

 

VII. Routine Business Matters

Routine business matters rarely have the potential to have a material effect on the economic prospects of Clients’ holdings, so Invesco generally supports a board’s discretion on these items. However, Invesco generally votes against proposals where there is insufficient information to make a decision about the nature of the proposal. Similarly, Invesco generally votes against proposals to conduct other unidentified business at shareholder meetings.

 

D. EXCEPTIONS

 

 

Client Maintains Right to Vote Proxies

In the case of institutional or sub-advised Clients, Invesco will vote the proxies in accordance with these guidelines and the Invesco Global Proxy Policy, unless the Client retains in writing the right to vote or the named fiduciary of a Client (e.g., the plan sponsor of an ERISA Client) retains in writing the right to direct the plan trustee or a third party to vote proxies.

Voting for Certain Investment Strategies

For cash sweep investment vehicles selected by a Client but for which Invesco has proxy voting authority over the account and where no other Client holds the same securities, Invesco will vote proxies based on ISS recommendations.

Funds of Funds

Some Invesco Funds offering diversified asset allocation within one investment vehicle own shares in other Invesco Funds. A potential conflict of interest could arise if an underlying Invesco Fund has a shareholder meeting with any proxy issues to be voted on, because Invesco’s asset-allocation funds or target-maturity funds may be large shareholders of the underlying fund. In order to avoid any potential for a conflict, the asset-allocation funds and target maturity funds vote their shares in the same proportion as the votes of the external shareholders of the underlying fund.

 

6


F. POLICIES AND VOTE DISCLOSURE

 

 

A copy of these guidelines, the Invesco Global Proxy Policy and the voting record of each Invesco Retail Fund are available on Invesco’s web site, www.invesco.com. In accordance with Securities and Exchange Commission regulations, all Invesco Funds file a record of all proxy-voting activity for the prior 12 months ending June 30th. That filing is made on or before August 31st of each year. In the case of institutional and sub-advised Clients, Clients may contact their client service representative to request information about how Invesco voted proxies on their behalf. Absent specific contractual guidelines, such requests may be made on a semi-annual basis.

 

7


ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

The following individuals are jointly and primarily responsible for the day-to-day management of the Trust:

 

   

Mark Paris, Portfolio Manager, who has been responsible for the Trust since 2015 and has been associated with Invesco and/or its affiliates since 2010.

 

   

John Connelly, Portfolio Manager, who has been responsible for the Trust since 2016 and has been associated with Invesco and/or its affiliates since 2016. From 1994 to 2015, he was employed by Raymond James & Associates, where he served as Senior Vice President of Municipal High Yield Trading from 2012 to 2015.

 

   

Tim O’Reilly, Portfolio Manager, who has been responsible for the Trust since 2016 and has been associated with Invesco and/or its affiliates since 2010.

 

   

James Phillips, Portfolio Manager, who has been responsible for the Trust since 2015 and has been associated with Invesco and/or its affiliates since 2010.

 

   

Robert Stryker, Portfolio Manager, who has been responsible for the Trust (or the predecessor Trust) since 2009 and has been associated with Invesco and/or its affiliates since 2010.

 

   

Julius Williams, Portfolio Manager, who has been responsible for the Trust since 2015 and has been associated with Invesco and/or its affiliates since 2010.

Portfolio Manager Fund Holdings and Information on Other Managed Accounts

Invesco’s portfolio managers develop investment models which are used in connection with the management of certain Invesco Funds as well as other mutual funds for which Invesco or an affiliate acts as sub-adviser, other pooled investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals. The ‘Investments’ chart reflects the portfolio managers’ investments in the Funds that they manage. Accounts are grouped into three categories: (i) investments in the Fund’s shares beneficially owned by a portfolio manager, as determined in accordance with Rule 16a-1(a) (2) under the Securities Exchange Act of 1934, as amended (beneficial ownership includes ownership by a portfolio manager’s immediate family members sharing the same household); (ii) investments made either directly or through a deferred compensation or similar plan in Invesco pooled investment vehicles with the same or similar objectives and strategies as the Fund; and (iii) total investments made in any Invesco Fund or Invesco pooled investment vehicle. The ‘Assets Managed’ chart reflects information regarding accounts other than the Funds for which each portfolio manager has day-to-day management responsibilities. Accounts are grouped into three categories: (i) other registered investment companies; (ii) other pooled investment vehicles; and (iii) other accounts. To the extent that any of these accounts pay advisory fees that are based on account performance (performance-based fees), information on those accounts is specifically noted. In addition, any assets denominated in foreign currencies have been converted into U.S. dollars using the exchange rates as of the applicable date.


Investments

The following information is as of February 28, 2017 (unless otherwise noted):

 

Portfolio

Manager

  

Dollar Range

of Investments

in the Fund

  

Dollar Range of

Investments in Invesco

Pooled Investment

Vehicles with the Same or

Similar Objectives and

Strategies as the Fund

  

Dollar Range of Investments in

All Invesco Funds and Invesco
Pooled Investment Vehicles

Invesco Quality Municipal Income Trust
Mark Paris    None    N/A    $500,001 - $1,000,000
John Connelly    None    N/A    $100,001 - $500,000
Tim O’Reilly    None    N/A    $100,001 - $500,000
James Phillips    None    N/A    $500,001 - $1,000,000
Robert Stryker    None    N/A    $100,001 - $500,000
Julius Williams    None    N/A    $100,001 - $500,000

Assets Managed

The following information is as of February 28, 2017 (unless otherwise noted):

 

Portfolio

Manager

  

Other Registered

Investment Companies

Managed

  

Other Pooled

Investment Vehicles

Managed

  

Other Accounts

Managed

      Number of
Accounts
  

Assets (in

millions)

   Number of
Accounts
  

Assets (in

millions)

   Number of
Accounts
  

Assets (in

millions)

Invesco Quality Municipal Income Trust
Mark Paris    17    $23,768.3    None    None    31    $0.61
John Connelly    17    $23,768.3    None    None    31    $0.61
Tim O’Reilly    17    $23,768.3    None    None    31    $0.61
James Phillips    17    $23,768.3    None    None    31    $0.61
Robert Stryker    17    $23,768.3    None    None    31    $0.61
Julius Williams    17    $23,768.3    None    None    31    $0.61

Potential Conflicts of Interest

Actual or apparent conflicts of interest may arise when a portfolio manager has day-to-day management responsibilities with respect to more than one Fund or other account. More specifically, portfolio managers who manage multiple Funds and/or other accounts may be presented with one or more of the following potential conflicts:

 

The management of multiple Funds and/or other accounts may result in a portfolio manager devoting unequal time and attention to the management of each Fund and/or other account. The

 

1 These are accounts of individual investors for which Invesco provides investment advice. Invesco offers separately managed accounts that are managed according to the investment models developed by its portfolio managers and used in connection with the management of certain Invesco Funds. These accounts may be invested in accordance with one or more of those investment models and investments held in those accounts are traded in accordance with the applicable models.


 

Adviser and each Sub-Adviser seek to manage such competing interests for the time and attention of portfolio managers by having portfolio managers focus on a particular investment discipline. Most other accounts managed by a portfolio manager are managed using the same investment models that are used in connection with the management of the Funds.

 

If a portfolio manager identifies a limited investment opportunity which may be suitable for more than one Fund or other account, a Fund may not be able to take full advantage of that opportunity due to an allocation of filled purchase or sale orders across all eligible Funds and other accounts. To deal with these situations, the Adviser, each Sub-Adviser and the Funds have adopted procedures for allocating portfolio transactions across multiple accounts.

 

The Adviser and each Sub-Adviser determine which broker to use to execute each order for securities transactions for the Funds, consistent with its duty to seek best execution of the transaction. However, for certain other accounts (such as mutual funds for which Invesco or an affiliate acts as sub-adviser, other pooled investment vehicles that are not registered mutual funds, and other accounts managed for organizations and individuals), the Adviser and each Sub-Adviser may be limited by the client with respect to the selection of brokers or may be instructed to direct trades through a particular broker. In these cases, trades for a Fund in a particular security may be placed separately from, rather than aggregated with, such other accounts. Having separate transactions with respect to a security may temporarily affect the market price of the security or the execution of the transaction, or both, to the possible detriment of the Fund or other account(s) involved.

 

Finally, the appearance of a conflict of interest may arise where the Adviser or Sub-Adviser has an incentive, such as a performance-based management fee, which relates to the management of one Fund or account but not all Funds and accounts for which a portfolio manager has day-to-day management responsibilities.

The Adviser, each Sub-Adviser, and the Funds have adopted certain compliance procedures which are designed to address these types of conflicts. However, there is no guarantee that such procedures will detect each and every situation in which a conflict arises.

Description of Compensation Structure

For the Adviser and each affiliated Sub-Adviser

The Adviser and each Sub-Adviser seek to maintain a compensation program that is competitively positioned to attract and retain high-caliber investment professionals. Portfolio managers receive a base salary, an incentive bonus opportunity and an equity compensation opportunity. Portfolio manager compensation is reviewed and may be modified each year as appropriate to reflect changes in the market, as well as to adjust the factors used to determine bonuses to promote competitive Fund performance. The Adviser and each Sub-Adviser evaluate competitive market compensation by reviewing compensation survey results conducted by an independent third party of investment industry compensation. Each portfolio manager’s compensation consists of the following three elements:

Base Salary. Each portfolio manager is paid a base salary. In setting the base salary, the Adviser and each Sub-Adviser’s intention is to be competitive in light of the particular portfolio manager’s experience and responsibilities.

Annual Bonus. The portfolio managers are eligible, along with other employees of the Adviser and each Sub-Adviser, to participate in a discretionary year-end bonus pool. The Compensation Committee of Invesco Ltd. reviews and approves the amount of the bonus pool available considering


investment performance and financial results in its review. In addition, while having no direct impact on individual bonuses, assets under management are considered when determining the starting bonus funding levels. Each portfolio manager is eligible to receive an annual cash bonus which is based on quantitative (i.e. investment performance) and non-quantitative factors (which may include, but are not limited to, individual performance, risk management and teamwork).

Each portfolio manager’s compensation is linked to the pre-tax investment performance of the Funds/accounts managed by the portfolio manager as described in Table 1 below.

Table 1

 

Sub-Adviser    Performance time period2

Invesco3

Invesco Deutschland

Invesco Hong Kong3

Invesco Asset Management

  

One-, Three- and Five-year performance

against Fund peer group

Invesco- U.S. Real Estate Division3,4

 

Invesco Senior Secured3,5

 

Invesco PowerShares3,6

   Not applicable
Invesco Canada3   

One-year performance against Fund peer group

 

Three- and Five-year performance against entire universe of Canadian funds

Invesco Japan7    One-, Three- and Five-year performance

High investment performance (against applicable peer group and/or benchmarks) would deliver compensation generally associated with top pay in the industry (determined by reference to the third-party provided compensation survey information) and poor investment performance (versus applicable peer group) would result in low bonus compared to the applicable peer group or no bonus at all. These decisions are reviewed and approved collectively by senior leadership which has responsibility for executing the compensation approach across the organization.

With respect to Invesco PowerShares, there is no policy regarding, or agreement with, the Portfolio Managers or any other senior executive of the Adviser to receive bonuses or any other compensation in connection with the performance of any of the accounts managed by the Portfolio Managers.

 

2 Rolling time periods based on calendar year-end.
3 Portfolio Managers may be granted an annual deferral award that vests on a pro-rata basis over a four year period and final payments are based on the performance of eligible Funds selected by the portfolio manager at the time the award is granted.
4 Portfolio Managers for Invesco Global Infrastructure Fund, Invesco Global Real Estate Fund, Invesco MLP Fund, Invesco Real Estate Fund, Invesco Global Real Estate Income Fund and Invesco V.I. Global Real Estate Fund base their bonus on net operating profits of the U.S. Real Estate Division of Invesco.
5 Invesco Senior Secured’s bonus is based on annual measures of equity return and standard tests of collateralization performance.
6 Portfolio Managers for Invesco PowerShares base their bonus on Invesco results as well as overall performance of Invesco PowerShares.
7 Portfolio Managers for Invesco Pacific Growth Fund’s compensation is based on the one-, three- and five-year performance against the appropriate Micropol benchmark.


Deferred / Long Term Compensation. Portfolio managers may be granted an annual deferral award that allows them to select receipt of shares of certain Invesco Funds with a four year pro-rata vesting period as well as common shares and/or restricted shares of Invesco Ltd. stock from pools determined from time to time by the Compensation Committee of Invesco Ltd.’s Board of Directors. The vesting period aligns the interests of the Portfolio Managers with the long-term interests of clients and shareholders, and creates an incentive to retain key talent.

Portfolio managers also participate in benefit plans and programs available generally to all employees.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS.

 

  Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

 

  None.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

(a) As of February 13, 2017, an evaluation was performed under the supervision and with the participation of the officers of the Registrant, including the PEO and PFO, to assess the effectiveness of the Registrant’s disclosure controls and procedures, as that term is defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”), as amended. Based on that evaluation, the Registrant’s officers, including the PEO and PFO, concluded that, as of February 13, 2017, the Registrant’s disclosure controls and procedures were reasonably designed to ensure: (1) that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the time periods specified by the rules and forms of the Securities and Exchange Commission; and (2) that material information relating to the Registrant is made known to the PEO and PFO as appropriate to allow timely decisions regarding required disclosure.

 

(b) There have been no changes in the Registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by the report that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control over financial reporting.

 

ITEM 12. EXHIBITS.

 

12(a) (1)    Code of Ethics.
12(a) (2)   

Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.

12(a) (3)   

Not applicable.

12(b)   

Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Registrant:     Invesco Quality Municipal Income Trust

 

By:        /s/ Sheri Morris
   Sheri Morris
   Principal Executive Officer
Date:    May 8, 2017

Pursuant to the requirements of the Securities and Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

 

By:        /s/ Sheri Morris
   Sheri Morris
   Principal Executive Officer
Date:    May 8, 2017

 

By:        /s/ Kelli Gallegos
   Kelli Gallegos
   Principal Financial Officer
Date:    May 8, 2017


EXHIBIT INDEX

 

12(a) (1)    Code of Ethics.
12(a) (2)    Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(a) under the Investment Company Act of 1940.
12(a) (3)    Not applicable.
12(b)    Certifications of principal executive officer and principal financial officer as required by Rule 30a-2(b) under the Investment Company Act of 1940.