SCHEDULE
14A INFORMATION
PROXY
STATEMENT PURSUANT TO SECTION 14(A)
OF
THE SECURITIES EXCHANGE ACT OF 1934
Filed
by the Registrant [X]
Filed
by a Party other than the Registrant [ ]
Check
the Appropriate Box:
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[
]
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Preliminary
Proxy Statement
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[
]
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Confidential,
for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
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[X]
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Definitive
Proxy Statement
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[
]
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Definitive
Additional Materials
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[
]
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Soliciting
Material Pursuant to Rule 14a-11(c) or Rule 14a-12
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Allspring Global Dividend Opportunity Fund
(Name
of Registrant as Specified in Its Charter)
Payment
of filing fee (check the appropriate box):
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[X]
[ ]
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No
fee required.
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and
0-11.
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(a)
Title of each class of securities to which transaction
applies:
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(b)
Aggregate number of securities to which transaction
applies:
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(c)
Per unit price or other underlying value of transaction computed
pursuant to Exchange
Act Rule 0-11 (set forth the amount on which the filing fee is
calculated and
state how it was determined):
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(d)
Proposed maximum aggregate value of transaction:
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(e)
Total fee paid:
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[
]
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Fee
paid previously with preliminary material
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[
]
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Check
box if any part of the fee is offset as provided by Exchange Act
Rule 0-11(a)(2)
and identify the filing for which the offsetting fee was paid
previously. Identify
the previous filing by registration statement number, or the Form
or Schedule
and the date of its filing.
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(a)
Amount Previously Paid: ______________
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(b)
Form, Schedule or Registration Statement No.: ____
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(c)
Filing Party: ______________________
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(d)
Date Filed: _______________________
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ALLSPRING GLOBAL DIVIDEND OPPORTUNITY
FUND
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON
FEBRUARY 7, 2022
525
Market Street, 12th Floor, San Francisco, California
94105
TO THE
SHAREHOLDERS OF
ALLSPRING
GLOBAL DIVIDEND OPPORTUNITY FUND
Notice
is hereby given that the Annual Meeting of Shareholders (the
“Meeting”) of the
Allspring
Global Dividend Opportunity Fund (the “Fund”) will be held
on February
7,
2022 at 10:00
a.m. Pacific time, at the principal office of the Fund, 525 Market
Street, 12th
Floor, San Francisco, California 94105, for the following
purposes:
1. |
To
elect three
Trustees to the Board of Trustees of the Fund to serve for the
term indicated
herein and until their successors shall have been duly elected
and qualified;
and |
2. |
To
transact such other business as may properly come before the
Meeting or any adjournments
thereof. |
Shareholders
of record at the close of business on December
3, 2021 will be entitled to
vote at the Meeting to the extent described in the accompanying
proxy statement.
It is
hoped that you will attend the Meeting, but if you cannot do so,
please complete and
sign the enclosed proxy card and return it in the accompanying
envelope as promptly
as possible or vote by telephone or Internet. Any shareholder
attending the Meeting
can vote in person even though a proxy may have already been
designated by the
shareholder.
Instructions for the proper execution of the proxy card,
as well
as instructions on how to vote by telephone and Internet, are set
forth at
the end of the proxy statement.
THE
BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY RECOMMENDS THAT
YOU VOTE
FOR THE ELECTION OF EACH NOMINEE AS A TRUSTEE.
By
Order of the Board of Trustees,
R.
Matthew Prasse
Secretary
December
31, 2021
ALLSPRING
GLOBAL DIVIDEND OPPORTUNITY FUND
PROXY STATEMENT
This
proxy statement is furnished in connection with the solicitation of
proxies by and on
behalf of the Board of Trustees (the “Board”) of the
Allspring
Global Dividend Opportunity
Fund (the “Fund”) for the Annual Meeting of Shareholders
(the “Meeting”)
to be held at 525 Market Street, 12th Floor, San Francisco,
California 94105, on
February
7, 2022 at 10:00
a.m. Pacific time. If you wish to participate in the
Meeting,
you may submit the proxy card included with this proxy statement by
mail, vote
by telephone or Internet, or attend the Meeting in person. (See
“Instructions for Executing
Proxy Card” at the end of this proxy statement for voting
instructions.) If you
wish to attend the Meeting in person, please call the Fund’s proxy
solicitor, Computershare
Fund Services, at 866-209-5784
for instructions.
Special
Note Regarding the Meeting
We
intend to hold the Meeting in person. However, we are sensitive to
the public health
and travel concerns our shareholders may have and recommendations
that public
health officials may issue in light of the evolving coronavirus
(COVID-19) situation.
As a result, we may impose additional procedures or limitations on
Meeting attendees
or may decide to hold the Meeting in a different location or solely
by means
of remote communication. We plan to announce any such updates on
our website
(allspringglobal.com), and we encourage you to check this website
prior to the
Meeting if you plan to attend.
This
proxy statement, the accompanying Notice of Annual Meeting of
Shareholders, the
proxy card and the Annual Report for the Fund for the fiscal year
ended October
31,
2021 will be first sent to shareholders on or about
December
31, 2021.
IMPORTANT
NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR
THE
ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY
7, 2022.
You
may obtain a copy of this proxy statement, the accompanying Notice
of Annual
Meeting of Shareholders, the proxy card and the Annual Report for
the Fund
for the period ended October
31, 2021 without charge by visiting the website
indicated on your proxy card.
PROXY
SOLICITATION
The
Board intends to bring before the Meeting the matter set forth in
the accompanying
notice. Holders of common shares (“Shares”) of the
Fund
(“Shareholders”) are being asked to vote for the re-election of
Messrs. Timothy Penny
and James Polisson and Ms. Pamela Wheelock as Trustees. You can
vote by returning
your properly executed proxy card in the envelope provided or you
may vote
by telephone or Internet by following the instructions at the end
of this proxy statement.
When you complete and sign your proxy card, the proxies named will
vote on
your behalf at the Meeting (or any adjournments thereof) exactly as
you have indicated.
If you return a signed proxy card but no choice is specified, your
Shares will be
voted FOR the election of each of the nominees named in the
enclosed proxy card.
1 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
If any
other matters are properly presented at the Meeting for action, the
persons named
as proxies will vote in accordance with the views of management of
the Fund. Shareholders,
including a broker who may hold Shares on your behalf, may revoke
a proxy
prior to the Meeting by giving timely written notice of such
revocation to the Fund
at the address above, by submitting a subsequent proxy timely and
in accordance
with the methods prescribed by this proxy statement, or by
attending the Meeting
and voting in person.
The
Fund’s Second Amended and Restated Agreement and Declaration of
Trust (the “Declaration”)
provides that the holders of thirty-three and a third percent (33
1/3%) of the
Shares issued and outstanding, present in person or by proxy, shall
constitute a quorum
for the transaction of business at the Meeting. With regard to the
election of Trustees,
votes may be cast FOR all nominees or votes may be WITHHELD either
with respect
to all of the nominees or any individual nominee. Abstentions,
broker non-votes
(i.e., Shares held by brokers or nominee entities as to which (i)
instructions have
not been received from the beneficial owners or other persons
entitled to vote and
(ii) the broker or nominee entity does not have discretionary
voting power on a particular
matter), and votes that are withheld will count for purposes of
determining whether
a quorum is present but will have no effect with respect to the
election of Trustees.
A
plurality vote of the shares represented in person or by proxy at
the Meeting and entitled
to vote is required for the election of Trustees.
In the
event a quorum is not present at the Meeting or a quorum is present
but sufficient
votes to approve a proposal are not received, the persons named as
proxies may
propose one or more adjournments of the Meeting to permit further
solicitation of
proxies as to a proposal. The persons named as proxies will vote in
favor of an adjournment
those votes that may be voted in favor of the proposal. The
persons named
as proxies will vote against any such adjournment those votes
marked as withheld.
The Meeting, whether or not a quorum is present, may be adjourned
from time
to time by the vote of a majority of the Shares represented at the
Meeting, either in
person or by proxy; or by the chair of the Meeting, in his or her
discretion. Abstentions
and broker non-votes will not be voted on a motion to
adjourn.
Any
proposal for which sufficient favorable votes have been received by
the time of the
Meeting may be acted upon and considered final regardless of
whether the Meeting
is adjourned to permit additional solicitation with respect to any
other proposal.
In certain circumstances in which the Fund has received sufficient
votes to approve
a matter being recommended for approval by the Board, the Fund
may request
that brokers and nominee entities, in their discretion, withhold
or withdraw
submission of broker non-votes in order to avoid the need for
solicitation of additional
votes in favor of the proposal.
The
Fund will bear the costs typically associated with the election of
Trustees. Solicitation
may be undertaken by mail, telephone, facsimile and personal
contact. The
Fund has engaged Computershare Fund Services to solicit proxies
from brokers,
Allspring Global Dividend Opportunity Fund Proxy
Statement | 2
banks,
other institutional holders and individual Shareholders for a fee
of approximately
$3,427.
This fee will be borne by the Fund.
Voting
Securities and Principal Holders Thereof
Shareholders
of record at the close of business on December
3, 2021 are entitled to vote
at the Meeting or any adjournment thereof to the extent set forth
in this proxy statement.
As of December
3, 2021 the Fund had outstanding 43,243,489
Shares. Each Share
is entitled to one vote for each dollar, and a fractional vote for
each fraction of a dollar
as to any matter on which the Share is entitled to
vote.
Listed
below are entities that have made filings with the Securities and
Exchange Commission
(“SEC”) disclosing beneficial ownership of 5% or more of the
outstanding Shares
of the Fund as of December
3, 2021. The filings are available at the SEC’s website
(www.sec.gov).
|
|
|
|
Class
|
Shareholder
Name and Address
|
Number
of Shares Owned
|
Percentage
Owned1
|
Common
(94987C103)
|
First
Trust Portfolios L.P.
First Trust Advisors L.P.
The Charger Corporation
120 East Liberty Drive, Suite 400
Wheaton, Illinois 60187
|
3,332,414
|
7.68%
|
Common
(94987C103)
|
Morgan
Stanley
Morgan Stanley Smith Barney LLC
1585 Broadway
New York, NY 10036
|
2,703,015
|
6.20%
|
1. |
The
filing by the listed entities indicates that the entities share
dispositive power over the securities. |
As
of December
3, 2021, the officers and Trustees of the Fund as a group
beneficially owned
in the aggregate less than 1% of the Shares of the Fund and,
together with their
immediate family members, less than 1% of the outstanding
securities of Allspring
Global Investments Holdings, LLC, the parent company of Allspring
Funds Management,
LLC (“Allspring Funds Management”), the Fund’s investment
adviser, and
Allspring Global Investments, LLC (“Allspring Investments”), the
Fund’s sub-adviser.
I.
ELECTION OF TRUSTEES (PROPOSAL 1)
The
Board has nominated three
persons for election to the Fund’s Board. Each of these
nominees
currently serves on the Fund’s Board and is thus sometimes referred
to as a “nominee
Trustee”. In accordance with the Declaration, the Trustees have
been divided into
three classes (each a “Class”): Class I, Class II and Class III.
The Trustees in each Class
serve until the annual meeting for the year indicated: Class I,
2023; Class II, 2024; and
Class III, 2025; or, if later, until their respective successors
are elected and qualified.
At each subsequent annual meeting, the persons elected to the Class
of Trustees
whose terms are expiring will generally be nominated for a
three-year term.
3 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
Staggered
terms are adopted by many closed-end fund boards and can have
the effect
of promoting greater stability and long-term perspective. Staggered
terms also have
the effect of limiting the ability of other entities or persons to
acquire control of a
board by delaying replacement of a majority of the board. If any
nominee Trustee for any
reason becomes unable to serve or is unwilling to serve, the
persons named as proxies
in the enclosed proxy card, in consultation with the Board, will
vote for the election
of such other person or persons as they may consider qualified.
Each of the three
nominee Trustees has agreed to continue to serve as a Trustee on
the Board if elected
by Shareholders. The nominee Trustees for Class III are expected to
serve the full
term until the 2025 annual meeting.
The
Board of the Fund proposes the following nominee Trustees for
election at the Meeting:
|
|
|
Nominee
Trustee
|
Class
|
Expiration
of Term if Elected
|
Timothy
J. Penny
|
Class
III
|
20251
|
James
G. Polisson
|
Class
III
|
20251
|
Pamela
Wheelock
|
Class
III
|
20251
|
1. |
Or, if
later, until their respective successors are elected and
qualified. |
You
cannot vote by proxy for anyone other than the three
nominee Trustees currently proposed
to serve on the Board.
Trustee
and Nominee Trustee Information
The
following table contains specific information about each Trustee
and nominee Trustee,
as of October
31, 2021, including: name and year of birth, principal
occupation(s)
during the past five years or longer, position held with the Fund,
length of
time served, any other directorships held outside the Allspring
Funds family of funds
(the “Fund Complex”) and number of portfolios in the Fund Complex
overseen by
such Trustee and nominee Trustee. The address for each Trustee and
nominee Trustee
is c/o Allspring
Global Dividend Opportunity Fund, 525 Market Street, 12th
Floor,
San Francisco, California 94105. The Board has established a
standing Nominating
and Governance Committee, a standing Audit Committee and a
standing Valuation
Committee, each of which is made up of the Trustees listed in the
table below.
Allspring Global Dividend Opportunity Fund Proxy
Statement | 4
|
|
|
|
|
Name
and Year
of Birth
|
Position
Held
with
Fund/Length
of
Time Served
|
Principal
Occupation(s) During Past 5 Years
|
Number
of
Portfolios
in
Fund Complex
Overseen
by
Trustee1
|
Other
Directorships
Held
by Trustee
During
Past 5
Years
|
Class
I - Non-Interested Trustees to serve until 2023 Annual Meeting of
Shareholders
|
Isaiah
Harris,
Jr., 1952
|
Trustee,
since
2010;
Audit
Committee
Chair,
since
2019
|
Retired.
Chairman of the Board of CIGNA
Corporation since 2009, and Director
since 2005. From 2003 to 2011,
Director of Deluxe Corporation. Prior
thereto, President and CEO of BellSouth
Advertising and Publishing Corp.
from 2005 to 2007, President and
CEO of BellSouth Enterprises from 2004
to 2005 and President of BellSouth
Consumer Services from 2000
to 2003. Emeritus member of the Iowa
State University Foundation Board
of Governors. Emeritus Member of the
Advisory Board of Iowa State University
School of Business. Advisory
Board Member, Palm Harbor Academy
(private school). Mr. Harris is a
certified public accountant (inactive status).
|
139
|
CIGNA
Corporation
|
David
F. Larcker,
1950
|
Trustee,
since
2010
|
James
Irvin Miller Professor of Accounting
at the Graduate School of Business
(Emeritus), Stanford University,
Director of the Corporate Governance
Research Initiative and Senior
Faculty of The Rock Center for Corporate
Governance since 2006. From
2005 to 2008, Professor of Accounting
at the Graduate School of Business,
Stanford University. Prior thereto,
Ernst & Young Professor of Accounting
at The Wharton School, University
of Pennsylvania from 1985 to
2005.
|
139
|
None
|
5 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
|
|
|
|
|
Name
and Year
of Birth
|
Position
Held
with
Fund/Length
of
Time Served
|
Principal
Occupation(s) During Past 5 Years
|
Number
of
Portfolios
in
Fund Complex
Overseen
by
Trustee1
|
Other
Directorships
Held
by Trustee
During
Past 5
Years
|
Olivia
S. Mitchell,
1953
|
Trustee,
since
2010;
Nominating
and
Governance
Committee
Chair,
since
2018
|
International
Foundation of Employee Benefit
Plans Professor, Wharton School
of the University of Pennsylvania
since 1993. Director of Wharton’s
Pension Research Council and
Boettner Center on Pensions & Retirement
Research, and Research Associate
at the National Bureau of Economic
Research. Previously, Cornell
University Professor from 1978 to
1993.
|
139
|
None
|
Class
II - Non-Interested Trustees to serve until 2024 Annual Meeting of
Shareholders
|
William
R. Ebsworth,
1957
|
Trustee,
since
2015
|
Retired.
From 1984 to 2013, equities analyst,
portfolio manager, research director
and chief investment officer at
Fidelity Management and Research Company
in Boston, Tokyo, and Hong Kong,
and retired in 2013 as Chief Investment
Officer of Fidelity Strategic Advisers,
Inc. where he led a team of investment
professionals managing client
assets. Prior thereto, Board member
of Hong Kong Securities Clearing
Co., Hong Kong Options Clearing
Corp., the Thailand International
Fund, Ltd., Fidelity Investments
Life Insurance Company, and
Empire Fidelity Investments Life Insurance
Company. Audit Committee Chair
and Investment Committee Chair
of the Vincent Memorial Hospital Endowment
(non-profit organization). Mr.
Ebsworth is a CFA® charterholder.
|
139
|
None
|
Allspring Global Dividend Opportunity Fund Proxy
Statement | 6
|
|
|
|
|
Name
and Year
of Birth
|
Position
Held
with
Fund/Length
of
Time Served
|
Principal
Occupation(s) During Past 5 Years
|
Number
of
Portfolios
in
Fund Complex
Overseen
by
Trustee1
|
Other
Directorships
Held
by Trustee
During
Past 5
Years
|
Jane
A. Freeman,
1953
|
Trustee,
since
2015;
Chair
Liaison,
since
2018
|
Retired.
From 2012 to 2014 and 1999 to
2008, Chief Financial Officer of Scientific
Learning Corporation. From 2008
to 2012, Ms. Freeman provided consulting
services related to strategic business
projects. Prior to 1999, Portfolio
Manager at Rockefeller & Co. and
Scudder, Stevens & Clark. Board member
of the Harding Loevner Funds
from 1996 to 2014, serving as both
Lead Independent Director and chair
of the Audit Committee. Board member
of the Russell Exchange Traded
Funds Trust from 2011 to 2012 and
the chair of the Audit Committee. Ms.
Freeman is also an inactive Chartered
Financial Analyst.
|
139
|
None
|
Judith
M. Johnson,
19492
|
Trustee,
since
2010
|
Retired.
Prior thereto, Chief Executive Officer
and Chief Investment Officer of Minneapolis
Employees Retirement Fund
from 1996 to 2008. Ms. Johnson is an
attorney, certified public accountant
and a certified managerial accountant.
|
139
|
None
|
Class
III - Non-Interested Nominee Trustees to serve until 2025 Annual
Meeting of Shareholders
|
Timothy
J.
Penny, 1951
|
Trustee,
since
2010;
Chair,
since
2018
|
President
and Chief Executive Officer of
Southern Minnesota Initiative Foundation,
a non-profit organization, since
2007. Member of the Board of Trustees
of NorthStar Education Finance,
Inc., a non-profit organization,
since 2007.
|
139
|
None
|
7 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
|
|
|
|
|
Name
and Year
of Birth
|
Position
Held
with
Fund/Length
of
Time Served
|
Principal
Occupation(s) During Past 5 Years
|
Number
of
Portfolios
in
Fund Complex
Overseen
by
Trustee1
|
Other
Directorships
Held
by Trustee
During
Past 5
Years
|
James
G. Polisson,
1959
|
Trustee,
since
2018
|
Retired.
Chief Marketing Officer, Source
(ETF) UK Services, Ltd, from 2015
to 2017. From 2012 to 2015, Principal
of The Polisson Group, LLC, a management
consulting, corporate advisory
and principal investing company.
Chief Executive Officer and Managing
Director at Russell Investments,
Global Exchange Traded Funds
from 2010 to 2012. Managing Director
of Barclays Global Investors from
1998 to 2010 and Global Chief Marketing
Officer for iShares and Barclays
Global Investors from 2000 to 2010.
Trustee of the San Francisco Mechanics’
Institute, a non-profit organization,
from 2013 to 2015. Board
member of the Russell Exchange
Traded Fund Trust from 2011
to 2012. Director of Barclays Global
Investors Holdings Deutschland
GmbH from 2006 to 2009.
Mr. Polisson is an attorney and has a
retired status with the Massachusetts
and District of Columbia
Bar Associations.
|
139
|
None
|
Allspring Global Dividend Opportunity Fund Proxy
Statement | 8
|
|
|
|
|
Name
and Year
of Birth
|
Position
Held
with
Fund/Length
of
Time Served
|
Principal
Occupation(s) During Past 5 Years
|
Number
of
Portfolios
in
Fund Complex
Overseen
by
Trustee1
|
Other
Directorships
Held
by Trustee
During
Past 5
Years
|
Pamela
Wheelock,
1959
|
Trustee,
since
January
2020;
previously
Trustee
from
January
2018
to July
2019
|
Board
member of the Destination Medical
Center Economic Development
Agency, Rochester, Minnesota
since 2019. Interim President
of the McKnight Foundation from
January to September 2020. Acting
Commissioner, Minnesota Department
of Human Services, July 2019
through September 2019. Human
Services Manager (part-time), Minnesota
Department of Human Services,
October 2019 through December
2019. Chief Operating Officer,
Twin Cities Habitat for Humanity
from 2017 to 2019. Vice President
of University Services, University
of Minnesota from 2012 to 2016.
Prior thereto, on the Board of Directors,
Governance Committee and Finance
Committee for the Minnesota Philanthropy
Partners (Saint Paul Foundation)
from 2012 to 2018, Interim
Chief Executive Officer of Blue Cross
Blue Shield of Minnesota from 2011
to 2012, Chairman of the Board from
2009 to 2012 and Board Director from
2003 to 2015. Vice President, Leadership
and Community Engagement,
Bush Foundation, Saint Paul,
Minnesota (a private foundation) from
2009 to 2011. Executive Vice President
and Chief Financial Officer, Minnesota
Sports and Entertainment from
2004 to 2009 and Senior Vice President
from 2002 to 2004. Executive
Vice President of the Minnesota
Wild Foundation from 2004 to
2008. Commissioner of Finance, State
of Minnesota, from 1999 to 2002.
Currently Board Chair of the Minnesota
Wild Foundation since 2010.
|
139
|
None
|
1. |
As of
October 31, 2021, the Fund Complex consisted of 139
funds. |
2. |
Ms.
Johnson has resigned from the Board effective December 31,
2021. |
9 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
The
following table contains specific information about the dollar
range of equity securities
beneficially owned by each Trustee and nominee Trustee in the Fund
and the
aggregate dollar range of equity securities in other funds in the
Fund Complex overseen
by the Trustees.
|
|
|
Name
of Trustee
|
Dollar
Range of Equity Securities in the Fund
as of October 31, 2021
|
Aggregate
Dollar Range
of Equity Securities
in the Fund Complex
as of October
31, 2021
|
Non-Interested
Nominee Trustees
|
Timothy
J. Penny
|
$1-$10,000
|
Over
$100,000
|
James
G. Polisson
|
$1-$10,000
|
Over
$100,000
|
Pamela
Wheelock
|
$1-$10,000
|
Over
$100,000
|
Non-Interested
Trustees
|
William
R. Ebsworth
|
$10,001-$50,000
|
Over
$100,000
|
Jane
A. Freeman
|
$1-$10,000
|
Over
$100,000
|
Isaiah
Harris, Jr.
|
$1-$10,000
|
Over
$100,000
|
Judith
M. Johnson
|
$1-$10,000
|
Over
$100,000
|
David
F. Larcker
|
$1-$10,000
|
Over
$100,000
|
Olivia
S. Mitchell
|
$1-$10,000
|
Over
$100,000
|
The
Board of Trustees and Its Leadership
Structure
Overall
responsibility for oversight of the Fund rests with the Board. The
Board has engaged
Allspring Funds Management to manage the Fund on a day-to-day
basis. The
Board is responsible for overseeing Allspring Funds Management and
other service
providers in the operation of the Fund in accordance with the
provisions of the
Investment Company Act of 1940 (the “1940 Act”), applicable
provisions of Delaware
law, other applicable laws and the Declaration.
The
Board is currently composed of nine members, each of whom is not an
“interested person”
of the Fund, as defined in the 1940 Act (an “Independent Trustee”).
The Board currently
conducts regular in-person meetings five times a year. In addition,
the Board may
hold special in-person or telephonic meetings or informal
conference calls to discuss
specific matters that may arise or require action between regular
meetings.
The
Independent Trustees have engaged independent legal counsel to
assist them in performing
their oversight responsibilities. The Board has appointed an
Independent Trustee
to serve in the role of Chairman. The Chairman’s role is to preside
at all meetings
of the Board and to act as a liaison with respect to
governance-related matters
with service providers, officers, attorneys, and other Trustees
generally between
meetings. The Chairman may also perform such other functions as may
be delegated
by the Board from time to time. Timothy Penny serves as Chairman of
the Board.
In order to assist the Chairman in maintaining effective
communications with
Allspring Global Dividend Opportunity Fund Proxy
Statement | 10
the
other Trustees and Allspring Funds Management, the Board has
appointed a Chair Liaison
to work with the Chairman to coordinate Trustee communications and
to help coordinate
timely responses to Trustee inquiries relating to board governance
and fiduciary
matters. The Chair Liaison serves for a one-year term, which may
be extended
with the approval of the Board. Ms. Freeman serves as Chair
Liaison. Except for
any duties specified herein or pursuant to the Declaration, the
designation of Chairman
or Chair Liaison does not impose on such Independent Trustee any
duties, obligations
or liability that are greater than the duties, obligations or
liability imposed on
such person as a member of the Board generally.
The
Board also has established a Nominating and Governance Committee,
an Audit Committee
and a Valuation Committee to assist the Board in the oversight
and direction
of the business and affairs of the Fund and from time to time may
establish informal
working groups to review and address the policies and practices of
the Fund with
respect to certain specified matters. Additionally, the Board has
established an investment
team to review in detail the performance of the Fund, to meet
with portfolio
managers, and to report back to the full Board. The Board
occasionally engages
independent consultants to assist it in evaluating initiatives or
proposals. The Board
believes that the Board’s current leadership structure is
appropriate because it allows
the Board to exercise informed and independent judgment over
matters under its
purview, and it allocates areas of responsibility among committees
of Trustees and the
full Board in a manner that enhances effective oversight. The
leadership structure of the
Board may be changed, at any time and in the discretion of the
Board, including
in response to changes in circumstances or the characteristics of
the Fund.
As
noted above, the Board has established a standing Nominating and
Governance Committee,
a standing Audit Committee and a standing Valuation Committee
to assist
the Board in the oversight and direction of the business and
affairs of the Fund. The
Nominating and Governance Committee and Audit Committee operate
pursuant to
charters approved by the Board. The Valuation Committee’s
responsibilities are set forth
in Valuation Procedures approved by the Board. Each Independent
Trustee is a member
of the Fund’s Nominating and Governance Committee, Audit Committee
and Valuation
Committee.
Nominating and Governance Committee.
Except with respect to any trustee nomination
made by an eligible Shareholder or Shareholder group as permitted
by applicable
law and applicable provisions of the Declaration and By-Laws of the
Fund, the
Nominating and Governance Committee shall make all nominations
for membership
on the Board. The Nominating and Governance Committee shall
evaluate
each candidate’s qualifications for Board membership and his or
her independence
from the Fund’s investment adviser and sub-adviser and, as it
deems appropriate,
other principal service providers. Olivia Mitchell serves as the
Chair of the Nominating
and Governance Committee.
The
Nominating and Governance Committee has adopted procedures by which
a Shareholder
may properly submit a nominee recommendation for the
Nominating and
Governance Committee’s consideration, which are set forth in
Appendix A to the
11 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
Fund’s
Nominating and Governance Committee Charter. The Shareholder
must submit
any such recommendation (a “Shareholder Recommendation”) in writing
to the
Fund, to the attention of the Fund’s Secretary, at the address of
the principal executive
office of the Fund. The Nominating and Governance Committee has
full discretion
to reject candidates recommended by Shareholders, and there is
no assurance
that any such person properly recommended and considered by
the Nominating
and Governance Committee will be nominated for election to the
Board. For
more information relating to Shareholder recommendations, please
see the Fund’s
Nominating and Governance Committee Charter attached as Exhibit
A.
The
Nominating and Governance Committee may from time-to-time
propose nominations
of one or more individuals to serve as members of an “advisory
board,” as such
term is defined in Section 2(a)(1) of the 1940
Act.
Valuation Committee. The
Board has delegated to the Valuation Committee the
authority
to take any action regarding the valuation of portfolio securities
that the Valuation
Committee deems necessary or appropriate, including determining the
fair value
of securities between regularly scheduled Board meetings in
instances where that
determination has not otherwise been delegated to the valuation
team of Allspring
Funds Management (“Management Valuation Team”). The Board
considers for
ratification at each quarterly meeting any valuation actions taken
during the previous
quarter by the Valuation Committee or by the Management Valuation
Team other
than pursuant to Board-approved methodologies. Any one member of
the Valuation
Committee may constitute a quorum for a meeting of the
committee.
Audit Committee. The
Audit Committee oversees the Fund’s accounting and financial
reporting
policies, including their internal controls over financial
reporting; oversees the
quality and objectivity of the Fund’s financial statements and the
independent audit
thereof; and interacts with the Fund’s independent registered
public accounting firm
on behalf of the full Board and with appropriate officers of the
Fund. Isaiah Harris, Jr.
serves as the Chairman of the Audit Committee.
The
Board and individual committees met the following number of times
during the most
recently completed fiscal year:
|
|
|
Number
of Meetings During Last Fiscal Year
|
Regular
Meetings
|
6
|
Special
Meetings
|
4
|
Nominating
and Governance Committee
Meetings
|
3
|
Valuation
Committee Meetings
|
0
|
Audit
Committee Meetings
|
5
|
Each
Trustee attended at least 75% of the aggregate of the total number
of meetings of the
Board and committees on which he or she served.
Allspring Global Dividend Opportunity Fund Proxy
Statement | 12
The
Board of Trustees and Risk Oversight
The
Fund is subject to a number of risks, including investment,
compliance, operational,
and valuation risks, among others. Day-to-day risk
management functions
are subsumed within the responsibilities of Allspring Funds
Management, Allspring
Investments and other service providers (depending on the nature of
the risk),
who carry out the Fund’s investment management and business
affairs. Each of Allspring
Funds Management, Allspring Investments and other service providers
have their
own, independent approach to risk management, and their policies
and methods
of carrying out risk management functions will depend, in part, on
their individual
priorities, resources and controls.
Risk
oversight forms part of the Board’s general oversight of the Fund
and is addressed
as part of various Board and Committee activities. The Board
recognizes that
it is not possible to identify all of the risks that may affect the
Fund or to develop processes
and controls to eliminate or mitigate their occurrence or effects
and that it is
necessary for the Fund to bear certain risks (such as
investment-related risks) to pursue
its goals. As part of its regular oversight of the Fund, the Board,
directly or through
a Committee, interacts with and reviews reports from, among
others, Allspring
Funds Management, Allspring Investments, the Chief Compliance
Officer of the
Fund, the Chief Risk Officer of Allspring Funds Management, the
independent registered
public accounting firm for the Fund, and internal compliance
auditors for Allspring
Funds Management or its affiliates, as appropriate, regarding risks
faced by the
Fund and relevant risk functions. The Board, with the assistance of
its investment teams,
also reviews investment policies and risks in connection with its
review of the Fund’s
performance. The Board has appointed a Chief Compliance Officer
who oversees
the implementation and testing of the Fund’s compliance program
and regularly
reports to the Board regarding compliance matters for the Fund and
its principal
service providers. Allspring Funds Management has appointed a Chief
Risk Officer
to enhance the framework around the assessment, management,
measurement
and monitoring of risk indicators and other risk matters concerning
the Fund
and develop periodic reporting of risk management matters to the
Board. In addition,
as part of the Board’s periodic review of the Fund’s advisory,
sub-advisory and
other service provider agreements, the Board may consider risk
management aspects
of their operations and the functions for which they are
responsible. With respect
to valuation, the Board oversees a management valuation team
comprised of officers
and employees of Allspring Funds Management, has approved
and periodically
reviews written valuation policies and procedures applicable to
valuing the
Fund portfolio investments, and has established a valuation
committee of Trustees.
The Board may, at any time and in its discretion, change the manner
in which it
conducts its risk oversight role.
Qualifications
of Trustees and Nominee Trustees
The
Declaration does not set forth any specific qualifications to serve
as a Trustee. The Charter
and the Statement of Governance Principles of the Nominating
and Governance
Committee also do not set forth any specific qualifications, but do
set
13 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
forth
certain factors that the Nominating and Governance Committee may
take into account
in considering Trustee candidates and a process for evaluating
potential conflicts
of interest, which identifies certain disqualifying
conflicts.
Among
the attributes or skills common to all Trustees are their ability
to review critically,
evaluate, question and discuss information provided to them, to
interact effectively
with the other Trustees, Allspring Funds Management, the
Fund’s sub-adviser(s),
other service providers, counsel and the independent registered
public accounting
firm, and to exercise effective and independent business judgment
in the performance
of their duties as Trustees. Each Trustee’s ability to perform his
or her duties
effectively has been attained through the Trustee’s business,
consulting, public service,
professional and/or academic positions and through experience from
service as a
board member of the Fund and the other funds in the Fund Complex
(and/or in other
capacities, including for any predecessor funds), other registered
investment companies,
public companies, and/or non-profit entities or other
organizations. Each Trustee’s
ability to perform his or her duties effectively also has been
enhanced by his or her
educational background, professional training, and/or other life
experiences. The
specific experience, qualifications, attributes and/or skills that
led to the conclusion
that a Trustee should serve as a Trustee of the Fund are as set
forth below.
William
R. Ebsworth. Mr.
Ebsworth has served as a Trustee of the Trusts in the Fund
Complex
since January 1, 2015. He also served as a trustee of Asset
Allocation Trust from
2015 to 2018. From 1984 to 2013, he held positions as an equities
analyst, portfolio
manager, and research director at Fidelity Management and
Research Company
in Boston, Tokyo, and Hong Kong, and retired in 2013 as Chief
Investment Officer
of Fidelity Strategic Advisers, Inc., where he led a team of
investment professionals
managing client assets. Prior thereto, he served as a Board member
of Hong
Kong Securities Clearing Co., Hong Kong Options Clearing Corp., the
Thailand International
Fund, Ltd., Fidelity Investments Life Insurance Company, and
Empire Fidelity
Investments Life Insurance Company. Mr. Ebsworth is a CFA®
charterholder.
Jane
A. Freeman. Ms.
Freeman has served as a Trustee of the Trusts in the Fund
Complex
since January 1, 2015, and as Chair Liaison since 2018. She also
served as a trustee
of Asset Allocation Trust from 2015 to 2018. From 2012 to 2014 and
1999 to 2008,
Ms. Freeman served as the Chief Financial Officer of Scientific
Learning Corporation.
From 2008 to 2012, Ms. Freeman provided consulting services related
to strategic
business projects. Prior to joining Scientific Learning, Ms.
Freeman was employed
as a portfolio manager at Rockefeller & Co. and Scudder,
Stevens & Clark. She
served as a board member of the Harding Loevner Funds from 1996 to
2014, serving
as both Lead Independent Director and chair of the Audit Committee.
She also
served as a board member of the Russell Exchange Traded Funds Trust
from 2011 to
2012 and as chair of the Audit Committee. Ms. Freeman is also
an inactive
Chartered Financial Analyst.
Isaiah
Harris, Jr. Mr.
Harris has served as a Trustee of the Trusts in the Fund
Complex since
2009 and as Chair of the Audit Committee since 2019 and was an
Advisory Board
Member from 2008 to 2009. He also served as a trustee of Asset
Allocation Trust
Allspring Global Dividend Opportunity Fund Proxy
Statement | 14
from
2010 to 2018. He has been the Chairman of the Board of CIGNA
Corporation since
2009, and has been a director of CIGNA Corporation since 2005. He
served as a director
of Deluxe Corporation from 2003 to 2011. As a director of these and
other public
companies, he has served on board committees, including governance,
audit and
compensation committees. Mr. Harris served in senior executive
positions, including
as president, chief executive officer, vice president of finance
and/or chief financial
officer, of operating companies for approximately 20 years. Mr.
Harris has been
determined by the Board to be an audit committee financial expert
as such term is
defined in the applicable rules of the SEC.
Judith
M. Johnson. Ms.
Johnson has served as a Trustee of the Trusts in the Fund
Complex
since 2008 and as Chair of the Audit Committee from 2009 to 2019.
She also served
as a trustee and chair of the audit committee of Asset Allocation
Trust from 2010
to 2018. She served as the Chief Executive Officer and Chief
Investment Officer of the
Minneapolis Employees Retirement Fund for twelve years until her
retirement in
2008. Ms. Johnson is a licensed attorney, as well as a certified
public accountant and a
certified managerial accountant. Ms. Johnson has been determined by
the Board to be
an audit committee financial expert as such term is defined in the
applicable rules of the
SEC.
David
F. Larcker. Mr.
Larcker has served as a Trustee of the Trusts in the Fund
Complex since
2009 and was an Advisory Board member from 2008 to 2009. He also
served as a trustee
of Asset Allocation Trust from 2010 to 2018. Mr. Larcker is the
James Irvin Miller
Professor of Accounting at the Graduate School of Business
(Emeritus) of Stanford
University. He is also the Morgan Stanley Director of the Center
for Leadership
Development and Research and Co-director of The Rock Center
for Corporate
Governance at Stanford University. He has been a professor of
accounting for
over 30 years. He has written numerous articles on a range of
topics, including managerial
accounting, financial statement analysis and corporate
governance.
Olivia
S. Mitchell. Ms.
Mitchell has served as a Trustee of the Trusts in the Fund
Complex
since 2006 and as Chair of the Nominating and Governance
Committee since
2018. She also served as a trustee of Asset Allocation Trust from
2010 to 2018. Ms.
Mitchell is the International Foundation of Employee Benefit Plans
Professor at the Wharton
School of the University of Pennsylvania, where she is also
Professor of Insurance/Risk
Management and Business Economics/Policy. She also serves in
senior positions
with academic and policy organizations that conduct research on
pensions, retirement,
insurance, risk management, and related topics, including as
Executive Director
of the Pension Research Council and Director of the Boettner Center
on Pensions
and Retirement Research, both at the University of Pennsylvania.
She has taught
on and served as a consultant on economics, insurance, and risk
management, served
as Department Chair, advised numerous governmental entities, and
written numerous
articles and books on topics including retirement systems, private
and social
insurance, and health and retirement policy.
Timothy
J. Penny. Mr.
Penny has served as a Trustee of the Trusts in the Fund
Complex and
their predecessor funds since 1996, and Chair of the Board of
Trustees since 2018.
15 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
He
also served as a trustee of Asset Allocation Trust from 2010 to
2018. He has been President
and Chief Executive Officer of Southern Minnesota Initiative
Foundation since
2007. He also serves as a member of the board of another
non-profit organization.
Mr. Penny was a member of the U.S. House of Representatives for
12 years
representing Southeastern Minnesota’s First Congressional
District.
James
G. Polisson. Mr.
Polisson has served as a Trustee of the Trusts in the Fund
Complex
since 2018 and was an Advisory Board member in 2017. Mr. Polisson
has extensive
experience in the financial services industry, including over 15
years in the ETF
industry. From 2015 to July 31, 2017, Mr. Polisson was the Chief
Marketing Officer of
Source (ETF) UK Services, Ltd., one of the largest providers of
exchange-traded products
in Europe. From 2012 to 2015, Mr. Polisson was Principal of The
Polisson Group,
LLC, a management consulting, corporate advisory and principal
investing firm.
Prior to 2012, Mr. Polisson was Chief Executive Officer and
Managing Director of Russell
Investments’ global ETF business from 2010 to 2012. He was also a
member of the
Board of Trustees of Russell Exchange Traded Funds Trust, where he
served as Chairman,
President and Chief Executive Officer from 2011 to 2012. Mr.
Polisson also served
as Chief Marketing Officer for Barclays Global Investors from 2000
to 2010, where
he led global marketing for the iShares ETF
business.
Pamela
Wheelock. Ms.
Wheelock has served as a Trustee of the Trusts in the Fund
Complex
since January 2020. She previously served as a Trustee of the
Trusts in the Fund
Complex from January 2018 until July 2019 and was an Advisory Board
member in
2017. Ms. Wheelock has been a Board member of the Destination
Medical Center Economic
Development Agency in Rochester, Minnesota since 2019. She was
Interim President
of the McKnight Foundation from January to September 2020. She
served as the
acting Commissioner of the Minnesota Department of Human Services
from July
2019 through September 2019 and as the Human Services Manager
(part-time) of the
Minnesota Department of Human Services from October 2019
through December
2019. Ms. Wheelock has more than 25 years of leadership experience
in the private,
public and nonprofit sectors. Ms. Wheelock was the Chief Operating
Officer of Twin
Cities Habitat for Humanity from 2017 through 2019. Prior to
joining Habitat for Humanity
in 2017, Ms. Wheelock was on the Board of Directors,
Governance Committee
and Finance Committee for the Minnesota Philanthropy Partners
(Saint Paul
Foundation) and the Vice President of University Services at the
University of Minnesota
from 2012 through 2016, where she served as chief operations
officer of the
University. She also served as Interim President and Chief
Executive Officer of Blue Cross
Blue Shield of Minnesota from 2011 to 2012, Vice President of the
Bush Foundation
from 2009 to 2011, and Executive Vice President and Chief
Financial Officer
of Minnesota Sports and Entertainment from 2004 to 2009. Ms.
Wheelock served
as the Executive Budget Officer and Finance Commissioner for the
State of Minnesota
from 1999 to 2002.
Consideration
of Diversity by the Nominating and Governance
Committee
The
Nominating and Governance Committee takes the overall diversity of
the Board into
account when considering and evaluating nominees for Trustee. While
the
Allspring Global Dividend Opportunity Fund Proxy
Statement | 16
Nominating
and Governance Committee has not adopted a specific policy
on diversity
or a particular definition of diversity, when considering nominees,
the Nominating
and Governance Committee generally considers the manner in
which each
nominee’s professional experience, background, skills in matters
that are relevant
to the oversight of the funds (e.g., investment management,
distribution, accounting,
trading, compliance and legal), and general leadership experience
are complementary
to the existing Trustees’ attributes.
Nominating
and Governance Committee
The
members of the Nominating and Governance Committee are
“independent” as defined
in the New
York Stock Exchange’s listing standards. The Board has adopted
a written
Nominating and Governance Committee Charter which is attached to
this proxy
statement as Exhibit A. The Nominating and Governance Committee
Charter describes
the Nominating and Governance Committee functions. The
Nominating and
Governance Committee reviews the Nominating and Governance
Committee Charter
at least annually and may recommend changes to the
Board.
The
Board has approved a policy pursuant to which the Board may
consider nominees for
election as Trustees, which is described further in the Nominating
and Governance Committee
Charter. The policy states the minimum nominee qualifications,
the process
for identifying and evaluating trustee nominees and the process
for considering
nominees recommended by Shareholders.
Communications
with Board Members
The
Board has approved a policy for communications with Board members.
Any Shareholder
who wishes to send a communication to the Board should send
the communication
to the Allspring
Global Dividend Opportunity Fund Board of Trustees,
525
Market Street, 12th Floor, San Francisco, California 94105. If a
Shareholder wishes to
send a communication directly to an individual Trustee or to a
committee of the Fund’s
Board, the communication should be specifically addressed to such
individual Trustee
or committee and sent to the above address.
Trustee
Attendance Policy at Annual Shareholder
Meetings
Funds
that are listed on the New
York Stock Exchange are required each year to hold
an
Annual Meeting of Shareholders. It is the policy of the Fund to
encourage at least one
Trustee to attend each such Annual Meeting of Shareholders either
in person, by video
conference, or by teleconference. Ms.
Olivia Mitchell attended the previous year’s
Annual Meeting of Shareholders telephonically.
Current
Officers
The
following table contains specific information about each executive
officer of the Fund
as of October
31, 2021, including: name, address and year of birth, position
held with
the Fund, length of time served and principal occupation(s) during
the past five
17 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
years
or longer, including offices held with Allspring Funds Management,
Allspring Global
Investments Holdings, LLC and their affiliated
companies.
|
|
|
Name,
Address and Year of
Birth
|
Position
with Fund
|
Principal
Occupation(s) During Past 5 Years or Longer
|
Andrew
Owen
525 Market Street
San Francisco, CA 94105
Year of Birth: 1960
|
President,
since 2017
|
President,
Chief Executive Officer and Director
of Allspring Funds Management, LLC
since 2017 and co-president of Galliard
Capital Management, LLC, an affiliate
of Allspring Funds Management, LLC,
since 2019. Prior thereto, Head of Affiliated
Managers, Allspring Global Investments,
from 2014 to 2019 and Executive
Vice President responsible for marketing,
investments and product development
for Allspring Funds Management,
LLC, from 2009 to 2014. In addition,
Mr. Owen was an Executive Vice President
of Wells Fargo & Company from 2014
to 2021.
|
Jeremy
M. DePalma
101 Seaport Blvd
Boston, MA 02210
Year of Birth: 1974
|
Treasurer
since, 2012
(for certain funds
in the Fund Complex);
since 2021
(for the remaining
funds in the
Fund Complex)
|
Senior
Vice President of Allspring Funds Management,
LLC since 2009. Senior Vice President
of Evergreen Investment Management
Company, LLC from 2008 to 2010
and head of the Fund Reporting and Control
Team within Fund Administration from
2005 to 2010.
|
Kate
McKinley
101 Seaport Blvd
Boston, MA 02210
Year of Birth: 1977
|
Chief
Legal Officer and
Chief Compliance
Officer, since
2021
|
Chief
Legal Officer of Allspring Global Investments
since 2021. Prior thereto, held
various roles at State Street Global Advisors,
Inc. beginning in 2010, including
serving as Senior Vice President and
General Counsel from 2019 to 2021. Previously
served as Assistant General Counsel
for Bank of America Corporation from
2005 to 2010 and as an Associate at WilmerHale
from 2002 to 2005.
|
Matthew
Prasse
101 Seaport Blvd
Boston, MA 02210
Year of Birth: 1983
|
Secretary,
since 2021
|
Senior
Counsel of the Allspring Legal Department
since 2021. Senior Counsel of the
Wells Fargo Legal Department from 2018
to 2021. Previously, Counsel for Barings
LLC from 2015 to 2018. Prior to joining
Barings, Associate at Morgan, Lewis
& Bockius LLP from 2008 to 2015.
|
Remuneration
of Officers and Trustees
Fees,
salaries or other remuneration of officers of the Fund who also
serve as officers or
employees of Allspring Funds Management or any of its affiliated
companies are borne
by Allspring Funds Management or the Allspring Global Investments
Holdings,
Allspring Global Dividend Opportunity Fund Proxy
Statement | 18
LLC
affiliate for whom the individual serves. The Fund’s principal
executive officers did not
receive any compensation or expense reimbursement from the Fund for
the fiscal year
ended October
31, 2021. The Fund reimburses all Trustees for expenses
incurred in
connection with attending meetings of the Board. The Trustees do
not receive any pension
or retirement benefits from the Fund. For the fiscal year
ended October
31, 2021,
the Trustees earned the following compensation from the Fund and
the Fund Complex:
|
|
|
Name
of Person and
Position with the Fund
|
Compensation
From the Fund
|
Total
Compensation From the Fund
and Fund Complex Paid to Trustees1
|
Non-Interested
Nominee Trustees
|
Timothy
J. Penny
|
$2,892
|
$402,000
|
James
G. Polisson
|
$2,352
|
$327,000
|
Pamela
Wheelock
|
$2,352
|
$327,000
|
Non-Interested
Trustees
|
William
R. Ebsworth
|
$2,352
|
$327,000
|
Jane
A. Freeman
|
$2,496
|
$347,000
|
Isaiah
Harris, Jr.
|
$2,568
|
$357,000
|
Judith
M. Johnson
|
$2,341
|
$325,500
|
David
F. Larcker
|
$2,352
|
$327,000
|
Olivia
S. Mitchell
|
$2,496
|
$347,000
|
1. |
As of
October 31, 2021, the Fund Complex consisted of 139
funds. |
Section
16(a) Beneficial Ownership Reporting
Compliance
Section
16(a) of the Exchange Act requires the Fund’s Trustees, principal
executive officers
and certain other persons (“Reporting Entities”) to file reports
regarding ownership
of, and transactions in, the Fund’s securities with the SEC. Copies
of the required
filings must also be furnished to the Fund. During the most recent
fiscal year, the
Fund believes that all reports required to be filed by the
Reporting Entities were filed
on a timely basis.
Forms
3, 4, and 5 for the officers and Trustees of the Fund may be
accessed through the
Allspring Funds website at
www.allspringglobal.com.
SERVICE
PROVIDERS
Allspring
Funds Management, a wholly owned subsidiary of Allspring
Global Investments
Holdings, LLC, a holding company indirectly owned by certain
private funds
of GTCR LLC and Reverence Capital Partners, L.P. currently serves
as both the Fund’s
adviser and administrator. The principal business address of
Allspring Funds Management
is 525 Market Street, San Francisco, California
94105.
19 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
Allspring
Investments, a wholly owned subsidiary of Allspring Global
Investments Holdings,
LLC and an affiliate of Allspring Funds Management, currently
serves as the sub-adviser
to the Fund. The principal business address of Allspring
Investments is 525
Market Street, San Francisco, California 94105.
Computershare
Fund Services is the Fund’s transfer agent and is located at P.O.
Box 43010,
Providence, Rhode Island 02940-3010.
KPMG
LLP (“KPMG”), Two Financial Center, 60 South Street, Boston,
Massachusetts 02111,
has been approved by the Trustees of the Fund as the independent
registered public
accounting firm of the Fund for the current fiscal year
ending October
31, 2021.
The
Audit Committee of the Board unanimously recommended the selection
of KPMG,
and the Board unanimously approved such selection, at meetings held
on November
11, 2021.
The
Fund’s Audit Committee has established and adopted policies and
procedures whereby
the Audit Committee Chairman is authorized to pre-approve: (1)
audit services
to the Fund; (2) non-audit tax or compliance consulting or training
services provided
to the Fund by its independent registered accounting firm if the
fees for any particular
engagement are not anticipated to exceed a specified dollar amount;
and (3)
non-audit tax or compliance consulting or training services
provided by the independent
registered public accounting firm to the Fund’s investment adviser
and its
adviser affiliates (where pre-approval is required because the
engagement relates directly
to the operations and financial reporting of the Fund) if the fee
for any particular
engagement is not anticipated to exceed a specified dollar amount.
For any pre-approval
sought from the Chairman, the adviser shall prepare a brief
description of the
proposed services. If the Chairman approves such service, he or she
shall sign the
statement prepared by the adviser, and such written statement shall
be presented to
the full Audit Committee at its next regularly scheduled
meeting.
A
representative of KPMG, if requested in advance by any Shareholder,
will be present via
telephone at the Meeting to respond to appropriate questions from
Shareholders and
will have an opportunity to make a statement if he or she chooses
to do so. Absent
such a Shareholder request, it is not expected that such
representative will be present
at the Meeting.
In
approving the selection of KPMG for the Fund, the Audit Committee
considered, in addition
to other practices and requirements relating to the selection of
the Fund’s independent
registered public accounting firm, whether any services performed
by KPMG
for the Fund and the investment adviser and for certain related
parties for which
KPMG received non-audit fees are compatible with maintaining
the independence
of KPMG as the Fund’s independent registered public accounting
firm.
On
December
16, 2021, the Audit Committee reviewed and discussed with
management
the Fund’s audited financial statements for the fiscal year
ended October
31, 2021. The Audit Committee has reviewed and discussed with KPMG
the matters
required to be discussed by Statements on Auditing Standards, No.
114, Communication
with Audit Committees. The Audit Committee has received
the
Allspring Global Dividend Opportunity Fund Proxy
Statement | 20
written
disclosures and the letter from KPMG required by the Public
Company Accounting
Oversight Board regarding certain communications, and has
discussed with
KPMG its independence. Based on these reviews and discussions, the
Audit Committee
recommended to the Board that the audited financial statements
be included
in the annual report to Shareholders for the previous fiscal year
for filing with
the SEC.
The
following table presents fees billed for professional audit
services rendered by KPMG
for the audit of the Fund’s annual financial statements for the
past two fiscal years
and for fees billed for other services rendered by KPMG to the
Fund. There were no
fees paid to KPMG during the fiscal years where the de minimis
exception was used.
|
|
|
|
2021
|
2020
|
Audit
fees
|
$48,970
|
$56,650
|
Audit-related
fees
|
$0
|
$0
|
Tax
fees1
|
$5,850
|
$5,800
|
Non-audit
fees
|
$0
|
$0
|
All
other fees
|
$0
|
$0
|
1. |
Tax
fees consist of fees for tax compliance, tax advice, tax planning
and excise tax. |
The
Board has adopted a written charter for the Audit Committee which
is attached to this
proxy statement as Exhibit B. The Audit Committee reviews the
charter at least annually
and may recommend changes to the Board.
SIMULTANEOUS
MEETINGS
As of
the date of this proxy statement, neither the Fund’s
officers nor Allspring Funds Management
are aware of any other business to come before the Meeting other
than as set
forth in the Notice of Annual Meeting of Shareholders. If any other
business is properly
brought before the Meeting or any adjournment thereof, the persons
named as
proxies in the enclosed proxy card will vote in accordance with the
views of management
of the Fund.
REQUIRED
VOTE FOR EACH PROPOSAL
The
vote of a plurality of the votes cast by Shareholders present in
person or represented
by proxy at the Meeting is required for the election of
trustees.
Notice
A
Certificate of Trust in respect of the Fund is on file with the
Secretary of the State of Delaware.
As provided in the Declaration, the obligations of any instrument
made or issued
by any Trustee or Trustees or by any officer or officers of the
Fund are not binding
upon any of them or the Shareholders individually, but are binding
only upon the
assets and property of the Fund.
21 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
Shareholder
Proposals
Proposals
intended to be presented by a Shareholder at the annual meeting
of Shareholders
to be held in 2023 must be received by the Fund’s Secretary at
the Fund’s
principal executive office by September 1, 2022 in order to be
considered for inclusion
in the Fund’s proxy statement and proxy card relating to that
meeting pursuant
to Rule 14a-8 under the Exchange Act. If a Shareholder wishes to
present a proposal
at the annual meeting of Shareholders to be held in 2023 without
having the proposal
included in the Fund’s proxy statement, including a proposal to
nominate any
persons for election to the Board, such proposal must be delivered
to the Fund’s Secretary
at the Fund’s principal executive office not earlier than the close
of business on
September 1, 2022 and not later than the close of business on
October 3, 2022. Timely
receipt or delivery of a proposal does not necessarily mean that
such proposal will
be included in the Fund’s proxy statement or presented at the
meeting, given that such
inclusion and presentation are subject to various conditions and
requirements, including
those specified by applicable law and by the Fund’s governing
documents. The
Chair of the meeting may refuse to acknowledge a nomination or
other proposal by a
Shareholder that is not made in the manner described
above.
THE
BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY RECOMMENDS THAT
YOU VOTE
FOR THE ELECTION OF EACH NOMINEE AS A TRUSTEE.
R.
Matthew Prasse
Secretary
December
31, 2021
Allspring Global Dividend Opportunity Fund Proxy
Statement | 22
INSTRUCTIONS
FOR EXECUTING PROXY CARD
The
following general rules for signing proxy cards may be of
assistance to you and may
help to avoid the time and expense involved in validating your vote
if you fail to sign
your proxy card properly.
1.
INDIVIDUAL ACCOUNTS: Sign your name exactly as it appears in the
Registration on the
proxy card.
2.
JOINT ACCOUNTS: Either party may sign, but the name of the party
signing should conform
exactly to a name shown in the Registration on the proxy
card.
3. ALL
OTHER ACCOUNTS: The capacity of the individual signing the proxy
card should be
indicated unless it is reflected in the form of Registration. For
example:
|
|
CORPORATE
ACCOUNTS REGISTRATION
|
VALID
SIGNATURE
|
(1)
ABC Corp.
|
ABC
Corp.
|
(2)
ABC Corp.
|
John
Doe, Treasurer
|
(3)
ABC Corp. c/o John Doe, Treasurer
|
John
Doe
|
(4)
ABC Corp. Profit Sharing Plan
|
John
Doe, Trustee
|
TRUST
ACCOUNTS REGISTRATION
|
|
(1)
ABC Trust
|
Jane
B. Doe, Trustee
|
(2)
Jane B. Doe, Trustee u/t/d 12/28/78
|
Jane
B. Doe, Trustee
|
CUSTODIAL
OR ESTATE ACCOUNTS REGISTRATION
|
|
(1)
John B. Smith, Cust. f/b/o John B. Smith, Jr.
UGMA
|
John
B. Smith
|
(2)
John B. Smith
|
John
B. Smith, Jr., Executor
|
After
completing your proxy card, return it in the enclosed postage-paid
envelope.
OTHER
WAYS TO VOTE YOUR PROXY
VOTE
BY TELEPHONE:
1.
Read the proxy statement and have your proxy card at
hand.
2.
Call the toll-free number on your proxy card.
VOTE
BY INTERNET:
1.
Read the proxy statement and have your proxy card at
hand.
2. Go
to the website indicated on your proxy card and follow the voting
instructions.
The
telephone and Internet voting procedures are designed to
authenticate Shareholder
identities, to allow Shareholders to give their voting
instructions, and to confirm
that Shareholders’ instructions have been recorded properly. Please
note that, although
there is no charge to you for voting by telephone or Internet,
there may be costs
associated with electronic access, such as usage charges from
telephone companies
and Internet service providers, that must be borne by the
Shareholders.
23 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
Voting
by telephone or Internet is generally available 24 hours a day. Do
not mail the proxy
card if you are voting by telephone or Internet. If you have any
questions about voting,
please call Computershare Fund Services, our proxy solicitor,
at 866-209-5784
(toll
free).
Allspring Global Dividend Opportunity Fund Proxy
Statement | 24
EXHIBIT
A
ALLSPRING FUNDS TRUST
ALLSPRING MASTER TRUST
ALLSPRING VARIABLE TRUST
ALLSPRING GLOBAL DIVIDEND OPPORTUNITY FUND
ALLSPRING INCOME OPPORTUNITIES FUND
ALLSPRING MULTI-SECTOR INCOME FUND
ALLSPRING UTILITIES AND HIGH INCOME FUND
(collectively, the “Trusts”)
CHARTER OF THE NOMINATING AND GOVERNANCE
COMMITTEES
Nominating and Governance Committee Membership and
Chair
The
Nominating and Governance Committee of each Trust (the “Committee”)
shall be composed
only of Trustees who are not “interested persons” of the Trusts, or
of any investment
adviser or principal underwriter of the Trusts or any series
thereof (a “Fund”),
as defined in the Investment Company Act of 1940 (“Independent
Trustees”). The
full Boards shall designate the members of the Committee, after
due consideration
of nominations, if any, from the Committee, and shall designate
the Chair.
Board Nominations
1.
Except with respect to any trustee nomination made by an eligible
shareholder or shareholder
group as permitted by applicable law (and, with respect to each
Trust that
is a registered closed-end management investment company
(“Closed-End Fund”),
in accordance with the By-Laws of such Closed-End Fund), the
Committee shall
make all nominations for membership on the Board of Trustees of
each Trust. The Committee
shall evaluate each candidate’s qualifications for Board membership
and his or
her independence from the Funds’ investment adviser(s) and
principal underwriter(s)
and, as it deems appropriate, other principal service providers.
Any person
nominated to serve as an Independent Trustee must not be, on the
effective date
of his or her appointment or election, an “interested person” of
the Trusts, or of any
investment adviser or principal underwriter of the Funds, as
defined in the Investment
Company Act of 1940 (the “1940 Act”), and, with respect to
each Closed-End
Fund, such person must also satisfy, on such date,
applicable independence
requirements of the listing standards of securities exchanges on
which shares
of such Closed-End Fund are traded.
a. The
Committee may take into account a wide variety of factors in
considering Trustee
candidates, including (but not limited to): (i) availability and
commitment of a candidate
to attend meetings and perform his or her responsibilities on the
Board, (ii) relevant
industry, business, professional and related experience and
accomplishments,
(iii) educational background, (iv) financial expertise, (v)
an assessment
of the candidate’s ability, judgment and expertise and the
candidate’s ability
to work effectively and collaboratively with other members of the
Board, and
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(vi)
overall diversity of the Board’s composition and how the
candidate’s skills, experiences
and attributes would contribute to the mix of relevant skills
and experience
on the Board.
b. The
Committee will consider and evaluate nominee candidates properly
submitted by
shareholders on the same basis as it considers and evaluates
candidates recommended
by other sources. Appendix A to this Charter, as it may be
amended from
time to time by the Committee, sets forth procedures that must be
followed by shareholders
to submit properly a candidate for nomination by the
Committee. Shareholder
recommendations not properly submitted in accordance with
the requirements
of Appendix A will not be considered for nomination by the
Committee.
2.
Process for evaluating independence and potential conflicts of
interest of Independent
Trustee candidates.
a. As
a threshold matter, the background of a candidate to serve as an
Independent Trustee
must be reviewed to confirm that the person meets or, on the
effective date of his or
her appointment or election will meet, the technical requirements
under the 1940
Act for being an Independent Trustee, and, with respect to
Independent Trustee candidates
for the Board of each Closed-End Fund, that such person satisfies
or, on the
effective date of his or her appointment or election will satisfy,
applicable independence
requirements of the listing standards of securities exchanges on
which shares
of such Closed-End Fund are traded.
b. In
addition to satisfying the applicable technical requirements set
forth in 2.a., above,
the candidate’s business and personal connections (as reflected in
the responses
to questions in the Trustees’ and Officers’ Questionnaire completed
by each current
and prospective Trustee) must be reviewed to confirm that they do
not create any
actual or potential impairment to the person’s independence with
respect to the Funds.
c.
With respect to any candidate, the Committee shall elicit such
information from senior
management that the Committee deems appropriate, if any, to
evaluating the merits
of the candidate.
d.
Disqualifying factors:
i. No
candidate shall be nominated for membership on the Board if,
upon appointment
or election to the Board, that candidate serves or has agreed to
serve on the
board of any registered investment company outside of the Allspring
Funds family,
unless otherwise approved by the Committee. No candidate shall
be nominated
for membership on the Board if that candidate serves or has agreed
to serve
as an officer, partner, employee, or in any similar capacity with a
firm that serves as an
investment adviser, sub-adviser, or principal underwriter of any
registered investment
company outside of the Allspring Funds family. Similarly, if a
candidate serves
in such capacity for a registered investment adviser or registered
broker-dealer, but
that firm currently does not serve as an investment adviser,
sub-adviser, or principal
underwriter for any such registered investment company, such
candidate shall
be nominated only upon the express agreement that he or she would
resign
Allspring Global Dividend Opportunity Fund Proxy
Statement | A-2
from
the Board in the event that his or her firm subsequently undertakes
such a role for
any registered investment company outside of the Allspring Funds
family; provided,
that if a candidate is an officer, partner, or employee of, or
serves in a similar capacity
for, a broker-dealer, nothing herein is intended to confer on such
candidate eligibility
for nomination as an Independent Trustee if he or she would be
an “interested
person” of the Funds pursuant to the 1940 Act by virtue of the
activities of such
broker-dealer.
ii. No
candidate shall be nominated for membership on the Board if that
candidate serves
on the board of a firm that serves as an investment adviser,
sub-adviser or principal
underwriter of any registered investment company outside of the
Allspring Funds
family, unless an exception from this policy is expressly approved
by the Committee.
Similarly, if a candidate serves on the board of a registered
investment adviser
or registered broker-dealer, but that firm currently does not serve
as an investment
adviser, sub-adviser, or principal underwriter of any such
registered investment
company, such candidate shall be nominated only upon the
express agreement
that he or she would, unless an exception from this policy is
expressly approved
by the Committee, resign from the Board in the event that his or
her firm subsequently
undertakes such a role for any registered investment company
outside of the
Allspring Funds family. Notwithstanding the foregoing, if a
candidate is a director
of a broker-dealer, nothing herein is intended to confer on such
candidate eligibility
for nomination as an Independent Trustee if he or she would be
an “interested
person” of the Funds pursuant to the 1940 Act by virtue of the
activities of such
broker-dealer.
3. The
Committee shall review the composition of the Board when it deems
it appropriate
to do so to determine whether it may be appropriate to
recommend adding
individuals with backgrounds or skill sets that differ from those
of the individuals
already on the Board and/or recommend expanding or contracting
the size
of the Board.
Committee Nominations and Functions
1. The
Committee shall propose nominations for membership on all
committees and shall
review committee assignments when it deems it appropriate to do
so.
2. The
Committee shall review as necessary the responsibilities of any
committees of the
Board, whether there is a continuing need for each committee,
whether there is a need
for additional committees of the Board, and whether committees
should be combined
or reorganized. The Committee shall make recommendations for any
such action
to the Board. With respect to any committee of the Board of a
Closed-End Fund, the
powers, functions, size, membership and other aspects of the
committee shall conform
with any applicable requirements of the By-Laws of such Closed-end
Fund.
Nominating and Governance Committee Chair
1.
Chair of the Nominating and Governance Committee.
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Global Dividend Opportunity Fund Proxy
Statement
a. In
addition to any powers and duties specified in this Charter, the
Chair of the Committee’s
role is to preside at all meetings of the Committee and to act as a
liaison with
respect to governance-related matters with service providers,
officers, attorneys, and
other Committee members generally between
meetings.
b. The
Chair of the Committee shall be entitled to receive an additional
annual fee in such
amount, and payable in such frequency and manner, determined from
time to time
by the Board, for the additional work and time devoted by the Chair
of the Committee.
2.
Except for any duties specified herein or pursuant to a Trust’s
charter document, the designation
of Chair of the Committee does not impose on such Trustee any
duties, obligations
or liability that are greater than the duties, obligations or
liability imposed on
such person as a member of the Board generally.
Compensation
1. The
Committee shall periodically review and recommend any appropriate
changes to
trustee compensation to the Board.
Fund Share Ownership
1. The
Committee shall periodically review and recommend any appropriate
changes in
respect of policies regarding share ownership in Allspring Funds by
Trustees.
Board Leadership Structure
1. The
Committee shall periodically review the Board leadership structure
and shall recommend
any appropriate leadership structure changes to the
Board.
Advisory Trustee Nominations
1. The
Committee may from time-to-time propose nominations of one or
more individuals
to serve as members of an “advisory board,” as such term is defined
in Section
2(a)(1) of the 1940 Act (“Advisory Trustees”). An individual shall
be eligible to serve
as an Advisory Trustee only if that individual meets the
requirements to be an Independent
Trustee and does not otherwise serve the Trusts in any other
capacity. Any
Advisory Trustee shall serve at the pleasure of the Board and may
be removed, at any
time, with or without cause, by the Board. An Advisory Trustee may
be nominated and
appointed or elected as a Trustee, at which time he or she shall
cease to be Advisory
Trustee. Any Advisory Trustee may resign at any
time.
Other Powers and Responsibilities
1. The
Committee shall review this Charter at least annually and recommend
changes, if
any, to the Board.
2. The
Committee shall periodically review and address matters relating to
the engagement
and independence of legal counsel employed by the
Independent Trustees
and shall recommend any appropriate actions to the
Board.
Allspring Global Dividend Opportunity Fund Proxy
Statement | A-4
3. The
Committee shall have the resources and authority to discharge
its responsibilities,
including authority to retain special counsel and other experts
or consultants,
advisers or employees at the expense of the appropriate
Fund(s).
4. In
consultation with independent legal counsel to the Independent
Trustees, the Committee
shall consider the processes to be undertaken by the Board in
connection with
the annual assessment of the performance of the Board and the
committees of the
Board pursuant to rule 0-1(a)(7)(v) under the 1940 Act and under
any applicable listing
requirements.
5. The
Committee shall set forth and periodically review governance
principles for the Board
and its committees and shall recommend changes, if any, to the
Board. Those principles
have been outlined in a separate document (Statement of
Governance Principles).
6. The
actions taken at meetings of the Committee shall be recorded in the
minutes of such
meetings. Meetings of the Committees may be conducted in
person, telephonically,
or via video-conference.
7. If
the Committee’s membership does not include all of the Trustees,
the Committee will
report on actions taken at its meetings to the
Board.
8. The
Committee shall have such further responsibilities as are given to
it from time to
time by the Board.
Date
of most recent Charter amendment: December 16,
2021
Appendix
A
Procedures
for Shareholders to Submit Nominee Candidates
A
shareholder of any series of the Trust must follow the following
procedures in order to
submit properly a nominee candidate recommendation for the
Committee’s consideration.
The
shareholder must submit any nominee candidate recommendation
(a “Shareholder
Recommendation”) in writing to the Trust, to the attention of the
Trust’s Secretary,
at the address of the principal executive offices of the
Trust.
The
Shareholder Recommendation must include: (i) a statement in writing
setting forth
(A) the name, age, date of birth, business address, residence
address and nationality
of the person recommended by the shareholder (the “candidate”); (B)
the series
(and, if applicable, class) and number of all shares of the Trust
owned of record or
beneficially by the candidate, as reported to such shareholder by
the candidate; (C) any
other information regarding the candidate called for with respect
to director nominees
by paragraphs (a), (d), (e) and (f) of Item 401 of Regulation S-K
or paragraph (b)
of Item 22 of Rule 14a-101 (Schedule 14A) under the Securities
Exchange Act of 1934,
as amended (the “Exchange Act”), adopted by the Securities and
Exchange Commission
(or the corresponding provisions of any regulation or rule
subsequently adopted
by the Securities and Exchange Commission or any successor
agency
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applicable
to the Trust); (D) any other information regarding the candidate
that would be
required to be disclosed if the candidate were a nominee in a proxy
statement or other
filing required to be made in connection with solicitation of
proxies for election of
directors pursuant to Section 14 of the Exchange Act and the rules
and regulations promulgated
thereunder; and (E) whether the recommending shareholder
believes that
the candidate is or will be an “interested person” of the Trust (as
defined in the 1940
Act) and information regarding the candidate that will be
sufficient for the Trust to
make such determination; (ii) the written and signed consent of the
candidate to be
named as a nominee and to serve as a Trustee if elected; (iii) the
recommending shareholder’s
name as it appears on the Trust’s books; (iv) the series (and, if
applicable, class)
and number of all shares of the Trust owned beneficially and of
record by the recommending
shareholder; and (v) a description of all arrangements or
understandings
between the recommending shareholder and the candidate and
any other
person or persons (including their names) pursuant to which
the recommendation
is being made by the recommending shareholder. In addition,
the Committee
may require the candidate to interview in person and furnish such
other information
as it may reasonably require or deem necessary to determine
the eligibility
of such candidate to serve as a Trustee of the Trust. With respect
to each Closed-End
Fund, the Shareholder Recommendation also must comply with
any timing
or additional requirements applicable to shareholder nominations,
as set forth in
the By-Laws of such Closed-end Fund. In the event of any conflict
or inconsistency with
respect to the requirements applicable to a Shareholder
Recommendation as between
those established in these procedures and those in the By-Laws of
a Closed-End
Fund, the requirements of the By-Laws of such Closed-End Fund
shall control.
Allspring Global Dividend Opportunity Fund Proxy
Statement | A-6
EXHIBIT
B
ALLSPRING FUNDS TRUST
ALLSPRING VARIABLE TRUST
ALLSPRING MASTER TRUST
ALLSPRING GLOBAL DIVIDEND OPPORTUNITY FUND
ALLSPRING INCOME OPPORTUNITIES FUND
ALLSPRING MULTI-SECTOR INCOME FUND
ALLSPRING UTILITIES AND HIGH INCOME FUND
AUDIT COMMITTEES CHARTER
1.
Composition, Chair and Audit Committee Financial
Expert. The
Audit Committees (“Committees”)
of the Boards of Trustees (the “Boards”) of Allspring Funds
Trust, Allspring
Variable Trust, and Allspring Master Trust (collectively, the
“Open-End Trusts”),
Allspring Global Dividend Opportunity Fund (“EOD”), Allspring
Income Opportunities
Fund (“EAD”), Allspring Multi-Sector Income Fund (“ERC”), and
Allspring Utilities
and High Income Fund (“ERH”) (collectively, the “Closed-End Funds”
and together,
with the Open-End Trusts, the “Trusts”) shall be composed entirely
of Trustees
who are not “interested persons” of the Trusts or of any series
thereof, or of any
investment adviser or principal underwriter, as defined in the
Investment Company
Act of 1940 (“Independent Trustees”). The Committees of the
Closed-End Funds
(the “Closed-End Fund Committees”) shall have at least three
members who are “independent”
as that term is interpreted under Rule 10A-3 under the
Securities Exchange
Act of 1934 and under the listing standards of each exchange on
which shares
of the Closed-End Funds are traded, except as otherwise set forth
by statute, rule,
or listing standard. The full Boards shall designate the members of
the Committees,
after due consideration of nominations, if any, from the
Governance Committee,
and shall designate the Chair. Except for any duties specified
herein or pursuant
to a Trust’s charter document, the designation of Chair of the
Audit Committee
does not impose on such Trustee any duties, obligations or
liability that are
greater than the duties, obligations or liability imposed on such
person as a member
of the Committees and the Boards in the absence of such
designation.
The
Boards shall determine as often as they deem appropriate whether
any member of the
Committees is an “audit committee financial expert” as defined in
Item 3 of Form
N-CSR. Any member of the Committees who is determined to be such an
expert shall
not bear any duties, obligations or liabilities that are greater
than the duties, obligations
and liabilities imposed on such member as a member of the
Committees and
the Boards in the absence of such determination.
2.
Primary Responsibilities. The
primary responsibilities of the Committees are:
■ |
to
oversee the accounting and financial reporting policies of the
Trusts or their series,
as applicable (a Trust or any such series being referred to as a
“Fund”, and collectively
as the “Funds”), including their internal controls over financial
reporting and,
as a Committee deems appropriate, the internal controls over
financial reporting
of key service providers; |
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■ |
to
oversee the quality and objectivity of the Funds’ financial
statements and the independent
audit thereof; |
■ |
to
interact with the Funds’ registered public accounting firm (the
“Auditors”) on behalf
of the Boards, and to interact with the appropriate officers of the
Trusts, and the
investment managers, advisers, sub-advisers, administrators
(collectively, “Management”)
and other key service providers other than the Auditors
regarding accounting
and financial reporting matters; |
■ |
to
oversee or, as appropriate, assist with the Board’s oversight of,
the Funds’ compliance
with legal and regulatory requirements that relate to the
Funds’ accounting
and financial reporting, internal controls and independent audits;
and |
■ |
to
approve the engagement of the Auditors and their fees annually and,
in connection
therewith, to review and evaluate the qualifications, independence
and performance
of the Auditors. |
The
function of the Committees is oversight. Management is responsible
for: (1) the preparation,
quality and objectivity of the Funds’ financial statements; (2)
the implementation
of appropriate accounting and financial reporting principles
and policies;
and (3) the design and maintenance of internal controls and
procedures designed
to assure compliance with all applicable accounting standards, laws
and regulations.
The Auditors are responsible for planning and carrying out proper
audits of the
Funds’ financial statements and for performing other procedures as
deemed necessary
under applicable professional standards. Nothing in this Charter
shall be construed
to reduce the responsibilities or liabilities of Management or the
Auditors.
Although
the Committees are expected to take a detached and questioning
approach to the
matters that come before them, any review of the Funds’ financial
statements by the
Committees is not an audit, nor does any review by the Committees
substitute for
the responsibilities of Management for preparing, or the Auditors
for auditing, the Funds’
financial statements. Members of the Committees are not employees
of the Funds
and, in serving on these Committees, are not, and do not hold
themselves out to be,
acting as accountants or auditors. As such, it is not the duty or
responsibility of the
Committees or their members to conduct “field work” or other types
of auditing or accounting
reviews or procedures. In addition, the authority and
responsibilities set forth
in this Charter do not reflect or create any duty or obligation of
the Committees to
plan or conduct any audit, to determine or certify that any Fund’s
financial statements
are complete, accurate, fairly presented, or in accordance with
generally accepted
accounting principles or applicable laws, or to guarantee any
report of the Auditors.
In
discharging their duties, the members of the Committees are
entitled to rely on information,
opinions, reports, or statements, including financial statements
and other
financial data prepared or presented by: (1) one or more officers
of the Trusts whom
the member reasonably believes to be reliable and competent in the
matters presented;
(2) legal counsel, the Auditors or other public accountants, or
other persons
as to matters the member reasonably believes are within the
person’s professional
or expert competence; or (3) another Board committee on which
the member
does not sit.
Allspring Global Dividend Opportunity Fund Proxy
Statement | B-2
3.
Duties and Powers. To
carry out their responsibilities, the Committees shall have
the following
duties and powers, to be discharged in such a manner as the
Committees deem
appropriate, in their sole discretion:
• |
to
approve the engagement of the Auditors to annually audit and
provide audit and
tax services necessary to support their audit opinion on a Fund’s
financial statements,
to recommend to the Independent Trustees the selection,
retention or
termination of the Auditors and, in connection therewith, to review
and evaluate
matters brought to their attention potentially affecting the
independence
and capabilities of the Auditors; |
• |
to
approve the engagement of the Auditors to provide non-audit
services to a Fund,
or to an investment adviser (not including a sub-adviser whose role
is primarily
investment management and is sub-contracted or overseen by
another investment
adviser) (“covered adviser”) or any entity controlling, controlled
by, or under
common control with a covered adviser (“control affiliate”) that
provides ongoing
services to a Fund, if the engagement relates directly to the
operations and
financial reporting of the Fund; |
• |
to
implement any policies and procedures for pre-approval of the
engagement of the
Auditors as are set forth in this Charter to provide audit or
non-audit services to a
Fund and/or to provide non-audit services to a covered adviser or a
control affiliate
that provides ongoing services to the Fund, which services relate
directly to the
operations and financial reporting of the Fund, provided in either
case that the
policies and procedures are detailed as to the particular services
covered; |
• |
to
consider whether the provision by the Auditors of non-audit
services to a covered
adviser or a control affiliate that provides ongoing services to
the Fund, which
services were not required to be pre-approved by the Committees,
is compatible
with maintaining the Auditors’ independence; |
• |
to
assess the Auditors’ independence at least annually, in connection
with which the
Committees shall receive and review a report by the Auditors
disclosing all relationships
that may affect the Auditors’ independence, including the
disclosures
required by Public Company Accounting Oversight Board
(“PCAOB”) Rule
3526 or any other applicable auditing standard and any
relationships of the Auditors’
affiliates that could reasonably be thought to bear on the
independence
of the Auditors; |
• |
to
receive from, to review and to discuss with the Auditors, and
with Management
and other key service providers to the extent the Committees
deem appropriate,
the matters about which PCAOB Auditing Standard No. 1301
(Codification
of PCAOB Statements on Auditing Standards) (“AS 1301”)
requires communication,
including those specifically mentioned in this Charter;
provided that,
pursuant to Section 12 of this Charter, the Audit Committee Chair
shall communicate
with the Auditors on behalf of the Committees with respect
to matters
about which AS 1301 requires communication, and it is the duty of
each member
of the Committees to communicate promptly with the Audit
Committee Chair
if such member becomes aware of any matters relevant to an audit of
a Fund
that is required to be communicated to the Auditors pursuant to AS
1301, |
B-3 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
|
including,
but not limited to, violations or possible violations of laws
or regulations; |
• |
to
review the arrangements for and scope of the Funds’ annual audits
and any special
audits; |
• |
to
review and approve the fees proposed to be charged to the Funds by
the Auditors
for all audit and non-audit services; |
• |
to
meet with, and consider information and comments from, the Auditors
with respect
to the Funds’ financial statements and the Funds’ accounting
and financial
reporting policies, procedures and internal controls (including
the Funds’
critical accounting policies and practices and any adjustments to a
Fund’s financial
statements recommended by the Auditors), and to consider
Management’s
responses to any such comments and, to the extent the
Committees
deem necessary or appropriate, to promote improvements in
the quality
of the Funds’ accounting and financial
reporting; |
• |
to
review the form of engagement letter used by the Funds to engage
the Auditors
for all audit and non-audit services; |
• |
to
oversee the resolution of any material disagreements between
Management and
the Auditors regarding financial reporting that are brought to
the Committees’
attention; |
• |
to
review with the Funds’ principal executive officer and/or principal
financial officer,
in connection with their certifications of any filings by the Funds
on Form N-CSR
any successor form, any significant deficiencies in the design or
operation of
disclosure controls and procedures or material weaknesses therein
or in internal
controls over financial reporting and any reported evidence of
fraud involving
Management or any other key service providers or any of
their employees
who have a significant role in the Funds’ disclosure controls
and procedures; |
• |
to
investigate or initiate investigation of reports of improprieties
or suspected improprieties
in connection with the Funds’ accounting or financial
reporting; |
• |
to
report their activities to the respective Boards on a regular basis
and to make such
recommendations with respect to the matters described above and
other matters
as the Committees may deem necessary or
appropriate; |
• |
to
inquire of the Auditors and Management as to whether appropriate
staffing levels
are being maintained within the audit engagement team,
internal accounting
and administration staff; and |
• |
to
perform such other functions and to have such powers as may be
necessary or appropriate
in the efficient and lawful discharge of the
foregoing. |
4.
All Closed-End Fund Committees. The
Closed-End Fund Committees shall be directly
responsible for the appointment, compensation, retention and
oversight of the
work of any Auditor engaged (including resolution of disagreements
between Management
and the Auditor regarding financial reporting) for the purpose
of preparing
or issuing an audit report or performing other audit, review or
attest services
for the Closed-End Funds, and each such Auditor must report
directly to its respective
Closed-End Fund Committee.
Allspring Global Dividend Opportunity Fund Proxy
Statement | B-4
The
Closed-End Fund Committees shall also establish procedures for (1)
the receipt, retention,
and treatment of complaints received by the Closed-End Funds
regarding accounting,
internal accounting controls, or auditing matters; and (2) the
confidential, anonymous
submission by employees of the Closed-End Funds, the
Closed-End Funds’
investment adviser, administrator, principal underwriter (if any)
or any other provider
of accounting-related services for the Closed-End Funds, of
concerns regarding
questionable accounting or auditing matters.
Each
of the Closed-End Fund Committees shall have the power, in addition
to the responsibilities,
duties and powers included elsewhere in this Charter, to be
discharged
in such a manner as the Committee deems appropriate in its
sole discretion,
to review such disclosures or statements made by the
respective Closed-End
Fund Committee in the Closed-End Funds’ annual or semi-annual
report or
proxy statement.
5.
NYSE American Closed-End Fund Committees. Any
Closed-End Fund with shares listed
on the NYSE American exchange (the “NYSE American”) must comply
with applicable
listing standard requirements.1
Accordingly,
each member of an audit committee
of a fund listed on the NYSE American (“NYSE American Closed-End
Fund Committee”)
must be able to read and understand fundamental financial
statements, including
a company’s balance sheet, income statement, and cash flow
statement. Further,
at least one member of a NYSE American Closed-End Fund Committee
must be
“financially sophisticated,” as such term is defined in the listing
standards of the NYSE
American2.
The
purpose of a NYSE American Closed-End Fund Committee includes, in
addition to the
responsibilities, duties and powers included elsewhere in this
Charter, overseeing the
accounting and financial reporting processes and audits of the
Closed-End Fund. NYSE
American Closed-End Fund Committees must actively engage in a
dialogue with the
Auditors with respect to any disclosed relationships or services
that may impact the
objectivity and independence of the Auditors and are responsible
for taking, or recommending
that the Boards take, appropriate action to oversee the
independence of
the Auditors. Committee members must not have participated in the
preparation of the
financial statements of the Closed-End Fund at any time during the
three years prior
to appointment to the NYSE American Closed-End Fund Committee. The
NYSE American
Closed-End Fund Committees shall meet on a regular basis, as often
as necessary
to fulfill their responsibilities, including at least annually in
connection with the
issuance of audited financial statements.
6.
New York Stock Exchange Closed-End Fund Committees.
Any
Closed-End Fund with shares
listed on the New York Stock Exchange (the “NYSE”) must comply
with applicable
listing standard requirements.3
Accordingly,
each member of an audit committee
of a fund listed on the NYSE (“NYSE Closed-End Fund Committee”)
must be “financially
literate” (or become so within a reasonable time after his or
her appointment
to the committee).4
Further,
at least one member of an NYSE Closed-End Fund
Committee must have “accounting or related financial
expertise”.5
B-5 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
The
purpose of a NYSE Closed-End Fund Committee includes, in addition
to the responsibilities,
duties and powers included elsewhere in this Charter, assisting
with the
Board’s oversight of the integrity of the Closed-End Fund’s
financial statements, the
Closed-End Fund’s compliance with legal and regulatory
requirements, the qualifications
and independence of the Closed-End Fund’s Auditors, and the
performance
of the Closed-End Fund’s internal audit functions (if any) and
Auditors.
The
NYSE Closed-End Fund Committee shall have the following duties and
powers, in addition
to the responsibilities, duties and powers included elsewhere in
this Charter, to be
discharged in such a manner as the Committee deems appropriate, in
its sole discretion:
■ |
to
obtain and review at least annually a report from the Auditors
describing (1) the accounting
firm’s internal quality-control procedures, (2) any material issues
raised (a) by
the Auditors’ most recent internal quality-control review or peer
review or (b) by any
governmental or other professional inquiry or investigation
performed within
the preceding five years respecting one or more independent audits
carried out by
the firm, and any steps taken to address any such issues, and (3)
all relationships
between the Auditors and the Closed-End Fund to assess the
Auditor’s
independence;6 |
■ |
to
meet to review and discuss with Management the Closed-End Fund’s
audited annual
and unaudited semi-annual financial statements, as well as
the annual
“Management’s Discussion of Fund Performance” prior to inclusion,
in its Form
N-CSR; |
■ |
to
discuss any press releases regarding the Closed-End Fund’s
investment performance,
distributions and/or other financial information about the
Closed-End Fund,
as well as any financial information provided to analysts or rating
agencies. The
NYSE Closed-End Fund Committee may discharge this responsibility
by discussing
the general types of information to be disclosed by the Fund and
the form
of presentation (i.e., a case-by-case review is not required) and
need not discuss
in advance each such release of information; |
■ |
to
discuss guidelines and policies with respect to risk assessment and
risk management; |
■ |
to
review with the Auditors any audit problems or difficulties
encountered in the course
of their audit work and Management’s responses
thereto;7 |
■ |
to set
clear policies for the hiring by the Closed-End Fund of employees
or former employees
of the Closed-End Fund’s Auditors, to the extent that the
Closed-End Fund
intends to have employees; |
■ |
to
report regularly to the Closed-End Fund Board;
and |
■ |
to
consider whether to recommend to the Board that the audited
financial statements
be included in the annual report for the Closed-End
Fund. |
The
performance of the NYSE Closed-End Fund Committee shall be reviewed
at least annually
by the Committee or by the Board and may be conducted as part of
the Board’s
annual self-assessment. Unless otherwise determined by the Board,
no member
of the NYSE Closed-End Fund Committee may serve on the audit
committee of
more than two other public companies.8
Allspring Global Dividend Opportunity Fund Proxy
Statement | B-6
7.
Meetings. The
Committees shall meet at least twice annually, and are
empowered to
hold special meetings as circumstances require. The Committees
shall record minutes
of their meetings and shall invite Trustees who are not members of
the Committees,
Management, counsel and representatives of service providers to
attend meetings
and provide information as the Committees, in their sole
discretion, consider
appropriate. The Committees shall periodically meet separately in
executive session
with the Auditors. Meetings of the Committees may be conducted in
person, telephonically,
or via video-conference.
8.
Auditor Pre-Approval. The
Auditors are hereby pre-approved to: (a) audit newly
created
Funds; (b) perform “agreed upon procedures” reviews in connection
with Fund
reorganizations and/or provide comfort letters in connection with
securities offerings;
(c) review special Fund registration statement filings; (d) provide
comments to
regulatory filings; and (e) perform non-audit services for a Fund,
and for the Fund’s covered
adviser and its control affiliates that provide ongoing services to
the Fund where
the engagement relates directly to the operations and financial
reporting of the
Fund, provided that any such non-audit services fall within the
specified categories
of services listed on Tab A and that the fees for such services do
not exceed the
pre-approved dollar amounts listed on Tab A. To the extent that the
non-audit services
or fees would fall outside of the aforementioned pre-approvals,
such services or
fees may be pre-approved by the Committees, or by the Chair
pursuant to delegated
authority in accordance with Section 9 below.
9.
Pre-Approval Procedure. The
Audit Committee Chair is authorized to pre-approve:
(1)
audit services to the Funds; (2) non-audit tax or other categories
of services identified
in Section 8 above or compliance consulting or training services
provided to the
Funds by the Auditors if the fees for any particular engagement are
not anticipated
to exceed $50,000; and (3) non-audit tax or compliance consulting
or training
services provided by the Auditors to a Fund’s covered adviser and
its control affiliates
(where pre-approval is required because the covered adviser or its
control affiliate
provides ongoing services to the Fund and the engagement relates
directly to the
operations and financial reporting of the Fund) if the fee to the
Auditors for any particular
engagement is not anticipated to exceed $50,000. For any
such pre-approval
sought from the Chair, Management shall prepare a brief
written statement
describing the proposed services. If the Chair approves of such
service, he or she
shall sign the statement prepared by Management or otherwise
evidence in writing
his or her approval, which may be given by electronic mail. Such
written statement,
or the written engagement for the proposed services described in
the statement,
shall be reported to the full Committees at their next regularly
scheduled meeting.
10.
Availability. The
Committees shall be reasonably available to meet with the
Treasurer
and other appropriate officers of the Trusts, and with internal
accounting staff,
and individuals with internal audit responsibilities, for
consultation on audit, accounting,
and related financial matters.
B-7 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
11.
Resources. The
Committees shall be given the resources and shall have the
authority
appropriate to discharge their responsibilities, including the
authority to retain
special or independent counsel and other experts, advisors or
consultants at the
expense of the appropriate Fund(s) and to determine the appropriate
funding for payment
of compensation to Auditors for the purpose of preparing or issuing
an audit report
or performing other audit, review or attest services for a Fund and
the Committees’
ordinary administrative expenses that are necessary or appropriate
in carrying
out their duties.
12.
Audit Committee Chair.
■ |
The
Chair’s role is to preside at all meetings of the Committees and to
act as a liaison
with respect to audit, accounting and related financial matters
with the Auditors,
Management, and other Committee members generally between
meetings.
Without limiting the generality of the foregoing, the Chair
shall communicate
with the Auditors on behalf of the Committees with respect
to matters
relevant to the audit under AS 1301, as provided in Section 3(f) of
this Charter. |
■ |
The
Chair shall be entitled to receive an additional annual fee in such
amount, and payable
in such frequency and manner, determined from time to time by
the Boards,
for the additional work and time devoted by the
Chair. |
13.
Miscellaneous. The
Committees shall review and reapprove this Charter as often
as they
deem appropriate, but not less often than annually, and recommend
any changes
that they deem appropriate to the Boards. The Committees shall have
such further
responsibilities as are given to them from time to time by the
Boards. The Committees
shall consult as they deem appropriate with Management, the
Auditors and
counsel as to legal or regulatory developments affecting their
responsibilities, as well
as relevant tax, accounting and industry developments. The actions
taken at meetings
of the Committees shall be recorded in the minutes of such
meetings. If the Committees’
membership does not include all of the Trustees or if
otherwise requested
by the Boards, the Committees will report on actions taken at
their meetings
to the Boards. The Committees shall have such further
responsibilities as are given
to them from time to time by the Boards.
Nothing
in this Charter shall be interpreted as diminishing or derogating
the responsibilities
of the Boards.
Date
of most recent Charter Amendment: December 16,
2021
1. |
As of
August 2021, shares of EAD, ERC and ERH were listed on the NYSE
American. Although the NYSE American
Company Guide exempts closed-end funds from certain listing
requirements, this Charter has
been drafted according to the view expressed by regulators that
they may, in fact, apply some of those
requirements to closed-end funds. |
2. |
One is
“financially sophisticated” if that individual qualifies as an
“audit committee financial expert” under
Item 3 of Form N-CSR. |
3. |
As of
August 2021, shares of EOD were listed on the NYSE. |
4. |
“Financial
literacy” is generally interpreted to signify the ability to read
and understand fundamental financial
statements, including a company’s balance sheet, income statement
and cash flow statement. |
5. |
One
has “accounting or related financial expertise” if that individual
qualifies as an “audit committee |
Allspring Global Dividend Opportunity Fund Proxy
Statement | B-8
|
financial
expert” under the Item 407(d)(5)(ii) of Regulation S-K standard,
which is identical to that of Item 3
of Form N-CSR. |
6. |
The
NYSE Closed-End Fund Committee may evaluate the lead partner of the
independent auditor team. |
7. |
The
NYSE Closed-End Fund Committee may consider and discuss with the
Auditors any material issues
on which the national office of the Auditors was consulted by the
Closed-End Fund’s audit team. |
8. |
Service
on multiple boards in the same fund complex is counted as service
on one board for the purposes
of this requirement. |
B-9 | Allspring
Global Dividend Opportunity Fund Proxy
Statement
TAB
A
Allspring
Funds
Schedule
of Pre-Approved Non-Audit Services
(Pre-approval
amounts are for each calendar year period)
|
|
Non-Audit
Services
|
Fee
Range
|
Assistance
with Internal Revenue Code Sections
851(b) and 817(h) diversification testing
(upon specific request as Allspring Fund
Tax Department is currently responsible for
diversification testing).
|
Not to
exceed $3,500 per fund
|
Tax
assistance and advice regarding tax consequences
of new investment products or proposed
changes to existing products.
|
Not to
exceed $15,000
|
Tax
assistance and advice regarding statutory,
regulatory
or administrative developments.
|
Not to
exceed $15,000
|
Services
related to contesting any assessed Internal
Revenue Service penalties for incorrect
reporting of Fund Forms 1120-RIC and
Form 1099.
|
Not to
exceed $10,000
|
Other
International tax services (generally related
to foreign tax withholding).
|
Not to
exceed $15,000
|
Tax
assistance and advice regarding evaluation
of complex security transactions.
|
Not to
exceed $30,000
|
Tax
and/or other non-audit services associated
with
Fund mergers and liquidations.
|
Not to
exceed $8,000 per fund merger/ liquidation
|
Date
of most recent Schedule approval: December 16,
2021
Allspring Global Dividend Opportunity Fund Proxy
Statement | B-10
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EVERY
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Please
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PROXY
ALLSPRING
GLOBAL DIVIDEND OPPORTUNITY FUND
COMMON
SHARES
PROXY
FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON
FEBRUARY
7, 2022
This
Proxy is solicited on behalf of the Board of Trustees of
Allspring
Global Dividend Opportunity Fund (the “Fund”)
for the Annual Meeting of Shareholders. The
undersigned, revoking any previously executed proxies,
hereby appoints
R. Matthew Prasse, Maureen E. Towle and Johanne F. Castro, or each
of them acting individually, as proxies of the undersigned,
each with full power of substitution, to represent and vote all of
the common shares of the Fund that the undersigned
would be entitled to vote at the 2022 Annual Meeting of
Shareholders of the Fund to be held at the principal
office of the Fund, 525 Market Street, 12th Floor, San Francisco,
California 94105 on February
7, 2022, at 10:00
a.m.,
Pacific time, and at any and all adjournments
thereof.
Receipt
of the Notice of Meeting and the accompanying Proxy Statement,
which describes the matters to be considered and
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VOTE
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ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON FEBRUARY
7, 2022:
You
may obtain a copy of this proxy statement, the accompanying Notice
of Annual Meeting of Shareholders, the
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PLEASE
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The
Shares represented by this proxy will be voted as specified in the
following Item 1, but if you return a signed proxy
card and no choice is specified, they will be voted FOR the
election of the three (3) persons named below as
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or is unwilling to serve or for good cause will not serve, the
persons named as proxies on the other side of
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proxy card will vote for the election of such other person or
persons as they may consider qualified. The Board
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nominee Trustees will be unable or unwilling to
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If
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properly come before the meeting, authorization
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TO
VOTE MARK BLOCKS BELOW IN BLUE OR BLACK INK AS SHOWN IN THIS
Example: X
A
Proposal THE BOARD OF TRUSTEES OF THE FUND UNANIMOUSLY RECOMMENDS
THAT YOU VOTE FOR THE ELECTION
OF EACH NOMINEE AS A TRUSTEE.
|
|
|
|
|
1.
Election of Trustees:
|
|
FOR
ALL
|
WITHHOLD
ALL
|
FOR
ALL EXCEPT
|
Nominees:
|
|
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|
|
01.
Timothy J. Penny 02. James G. Polisson 03. Pamela
Wheelock
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box “FOR ALL EXCEPT”
and write the nominee number(s) on the line provided.
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2. To
transact such other business as may properly come before the
meeting or any adjournment
thereof
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B
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vote to be counted.- Sign and Date Below
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sign exactly as your name(s) appear(s) on this proxy card, and date
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