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UNITED
STATES
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SECURITIES AND EXCHANGE COMMISSION
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Washington, D.C. 20549
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SCHEDULE 14A
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Proxy
Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Filed by the Registrant
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Filed by a Party other than the
Registrant
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Check the appropriate box:
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Preliminary Proxy Statement
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Confidential, for
Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
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Definitive Proxy Statement
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Definitive Additional Materials
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Soliciting Material Pursuant to
§240.14a-12
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CLOUGH
GLOBAL ALLOCATION FUND
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(Name
of Registrant as Specified In Its Charter)
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(Name
of Person(s) Filing Proxy Statement, if other than the Registrant)
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Payment of Filing Fee (Check the
appropriate box):
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x
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No fee required.
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o
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Fee computed on table below per
Exchange Act Rules 14a-6(i)(1) and 0-11.
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(1)
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Title of each class of securities to
which transaction applies:
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(2)
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Aggregate number of securities to
which transaction applies:
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(3)
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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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(4)
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Proposed maximum aggregate value of
transaction:
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(5)
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Total fee paid:
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o
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Fee paid previously with preliminary
materials.
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o
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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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(1)
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Amount Previously Paid:
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(2)
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Form, Schedule or Registration
Statement No.:
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(3)
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Filing Party:
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(4)
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Date Filed:
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Persons
who are to respond to the collection of information contained in this form are
not required to respond unless the form displays a currently valid OMB control
number.
CLOUGH GLOBAL ALLOCATION FUND
1290 Broadway, Suite 1100
Denver, Colorado 80203
(877) 256-8445
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD ON AUGUST 4, 2008
To
the Shareholders of Clough Global Allocation Fund:
Notice
is hereby given that the Annual Meeting of Shareholders (the Meeting) of the
Clough Global Allocation Fund (the Fund) will be held at the offices of the
Fund, 1290 Broadway, Suite 1100, Denver, Colorado 80203, on Monday, August 4,
2008, at 10:00 a.m. MDT, for the following purposes:
1.
Shareholders of the Fund are being asked to elect four (4) Trustees of the Fund; and
2.
To consider and vote upon such other matters,
including adjournments, as may properly come before said Meeting or any
adjournments thereof.
These
items are discussed in greater detail in the attached Proxy Statement.
The
close of business on May 27, 2008, has been fixed as the record date for
the determination of shareholders entitled to notice of and to vote at the
Meeting and any adjournments thereof.
YOUR
VOTE IS IMPORTANT REGARDLESS OF THE SIZE OF YOUR HOLDINGS IN THE FUND. WHETHER OR NOT YOU PLAN TO ATTEND THE
MEETING, WE ASK THAT YOU PLEASE EITHER VOTE VIA THE INTERNET OR COMPLETE AND
SIGN THE ENCLOSED PROXY CARD AND RETURN IT PROMPTLY IN THE ENCLOSED ENVELOPE,
WHICH NEEDS NO POSTAGE IF MAILED IN THE UNITED STATES.
By Order of the Board of Trustees
Edmund J. Burke
President and Trustee
June 9,
2008
CLOUGH GLOBAL ALLOCATION FUND
ANNUAL MEETING OF SHAREHOLDERS
August 4, 2008
PROXY STATEMENT
This
Proxy Statement is furnished in connection with the solicitation of proxies by
the Board of Trustees of the Clough Global Allocation Fund (the Fund) for use
at the Annual Meeting of Shareholders of the Fund (the Meeting) to be held on
Monday, August 4, 2008, at 10:00 a.m., at the offices of the Fund,
1290 Broadway, Suite 1100, Denver, Colorado 80203, and at any adjournments
thereof.
Internet
Availability of Proxy Materials
As
permitted by the Securities and Exchange Commission (SEC) the Fund is furnishing
proxy materials to our shareholders on the Internet, rather than mailing paper
copies to each shareholder. The Notice
of Internet Availability of Proxy Materials (Notice) tells you how to access
and review the proxy materials and vote your shares via the Internet. If you would like to receive a paper copy of
our proxy materials free of charge, please follow the instructions in the
Notice. The Notice of the Annual Meeting
of Shareholders or the Proxy Statement with the accompanying proxy card, were
mailed to shareholders on or about June 9, 2008.
Other
Methods of Proxy Solicitation
In
addition to the solicitation of proxies via the internet or mail, officers of
the Fund and officers and regular employees of The Bank of New York Mellon (BNY),
the Funds transfer agent, ALPS Fund Services, Inc. (ALPS), the Funds
administrator, and affiliates of BNY, ALPS or other representatives of the Fund
also may solicit proxies by telephone or in person. The expenses incurred in connection with
preparing the Proxy Statement and its enclosures will be paid by ALPS. ALPS will also reimburse brokerage firms and
others for their expenses in forwarding solicitation materials to the
beneficial owners of its Common Shares.
THE
FUNDS MOST RECENT ANNUAL REPORT, INCLUDING AUDITED FINANCIAL STATEMENTS FOR
THE FISCAL YEAR ENDED MARCH 31, 2008, IS AVAILABLE UPON REQUEST, WITHOUT
CHARGE, BY WRITING TO THE FUND AT 1290 BROADWAY, SUITE 1100, DENVER, COLORADO
80203 OR BY CALLING THE FUND AT 877-256-8445 OR VIA THE INTERNET AT
WWW.CLOUGHGLOBAL.COM.
If
the enclosed proxy is properly executed and returned in time to be voted at the
Meeting, the Common Shares (as defined below) represented thereby will be voted
FOR the proposal listed in the accompanying Notice of Annual Meeting of
Shareholders, unless instructions to the contrary are marked thereon, and in
the discretion of the proxy holders as to the transaction of any other business
that may properly come before the Meeting. Any shareholder who has given a
proxy has the right to revoke it at any time prior to its exercise either by
attending the Meeting and voting his or her Common Shares in person or by
submitting a letter of revocation or a later-dated proxy to the Fund at the
above address prior to the date of the Meeting.
If
a quorum is not present at the Meeting, or if a quorum is present at the
Meeting, but sufficient votes to approve any of the proposed items are not
received, the persons named as proxies may propose one or more adjournments of
such Meeting to permit further solicitation of proxies. A shareholder vote may be taken on one or
more of the proposals in this Proxy Statement prior to such adjournment if
sufficient votes have been received for approval and it is otherwise
appropriate. Any such adjournment will
require the affirmative vote of a majority of those Common Shares present at
the Meeting in person or by proxy. If a
quorum is present, the persons named as proxies will vote those proxies that
they are entitled to vote FOR any proposal in favor of such adjournment and
will vote those proxies required to be voted AGAINST any proposal against
such adjournment.
The
close of business on May 27, 2008, has been fixed as the Record Date for
the determination of shareholders entitled to notice of and to vote at the
Meeting and all adjournments thereof.
The
Fund has one class of capital stock: Common Shares (Common Shares). The holders of Common Shares are entitled to
one vote for each full share and an appropriate fraction of a vote for each
fractional share held. As of the Record Date there were 10,434,606 Common
Shares outstanding.
The
following tables show, as of the Record Date, the ownership of Common Shares by
each of the Trustees of the Fund and persons or organizations known to the Fund
to be beneficial owners of more than 5% of the Funds outstanding Common
Shares. The address for each Trustee and
executive officer of the Fund is 1290 Broadway, Suite 1100 Denver,
Colorado 80203.
Trustees
Name & Address
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Percentage of Shares
Held
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Total Shares Owned
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Adam D. Crescenzi
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Less than 1.00%
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1940.5864
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Andrew C. Boynton
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0.00%
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None
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Edmund J. Burke
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0.00%
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None
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James E. Canty
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Less than 1.00%
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2,329.357
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Jerry G. Rutledge
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Less than l.00%
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3,578.039
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John F. Mee
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0.00%
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None
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Richard C. Rantzow
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Less than 1.00%
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976.7202
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Robert L. Butler
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Less than 1.00%
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1,211.895
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5% or
greater Shareholders
Name & Address
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Percentage of Shares
Held
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Total Shares Owned
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Merrill Lynch and Co.,
Inc.
4 World Financial Center
New York, NY 10080
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73.91%
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7,712,369
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In
order that your Common Shares may be represented at the Meeting, you are
requested to vote on the following matters:
PROPOSAL: TO ELECT FOUR (4) TRUSTEES OF THE FUND
Nominees
For The Board of Trustees
The
Board of Trustees is divided into three classes, each class having a term of
three years. Each year the term of office of one class will expire. Andrew C.
Boynton, Adam D. Crescenzi, John F. Mee and Jerry G. Rutledge have been
nominated by the Board of Trustees for election to a three-year term to expire
at the Funds 2011 Annual Meeting of Shareholders or until their successors are
duly elected and qualified.
Unless
authority is withheld, it is the intention of the persons named in the proxy to
vote the proxy FOR the election of the nominees named above. Each nominee has
indicated that he has consented to serve as a Trustee if elected at the
Meeting. If a designated nominee
declines or otherwise becomes unavailable for election; however, the proxy
confers discretionary power on the persons named therein to vote in favor of a
substitute nominee or nominees.
Information
About Trustees And Officers
Set
forth in the table below are the nominees and existing Trustees for election to
the Board of the Fund and officers, including information relating to their
respective positions held with the Fund, a brief statement of their principal
occupations during the past five years and other directorships, if any.
Name,
Position(s),
Address(1), Age and
Positions Held with the
Fund
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Term of Office
and Length of
Time Served(2)
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Principal Occupation(s) During Past Five Years and Other
Directorships Held
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Number of Portfolios in
Fund Complex
Overseen by Trustee
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Non-Interested
Trustees/Nominees
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Andrew
C. Boynton
Trustee
Age, 52
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Since 2005***
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Mr. Boynton is currently the
Dean of the Carroll School of Management at Boston College. Mr. Boynton
served as Professor of Strategy from 1996 to 2005 and Program Director of the
Executive MBA Program from 1998 to 2005 at International Institute of
Management Development, Lausanne, Switzerland (IMD). Mr. Boynton is
also a Trustee of the Clough Global Equity Fund and Clough Global
Opportunities Fund.
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3
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Robert
L. Butler
Chairman and Trustee
Age, 67
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Since 2004*
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Mr. Butler is currently an
independent consultant for businesses. Mr. Butler is currently Chairman
and a Trustee of the Clough Global Equity Fund and Clough Global
Opportunities Fund.
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3
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Adam
D. Crescenzi
Trustee
Age, 65
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Since 2004***
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Mr. Crescenzi is a founding
partner of Simply Tuscan Imports beginning 2007 (wholesaler), and is also
currently a Trustee of Dean College and Clough Global Equity Fund, Clough
Global Opportunities Fund, and Chairman of the Board of Directors of Creative
Realities (consulting) and ICEX, Inc. (research). Mr. Crescenzi is
an active member of the strategic committee of the Patrons of Boston College
McMullen Museum of Art
s.
Previously, Mr. Crescenzi was a founding partner of Telos Partners, a
business advisory firm from 1998 until 2007.
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3
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John
F. Mee
Trustee
Age, 64
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Since 2004***
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Mr. Mee
is an attorney practicing commercial law, family law, products liability and
criminal law. He is an Advisor, Harvard Law School Trial Advocacy Workshop
1990 to present. Mr. Mee is a member of the Bar of the Commonwealth of
Massachusetts. He serves on the Board of Directors of Holy Cross Alumni
Association and Board of Trustees of the Clough Global Equity Fund and Clough
Global Opportunities Fund and Concord-Carlisle Scholarship Fund, a Charitable
Trust.
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3
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Richard
C. Rantzow
Trustee
Age, 69
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Since 2004*
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Mr. Rantzow
is Vice-Chairman and a Trustee of the Clough Global Equity Fund and Clough
Global Opportunities Fund. Mr. Rantzow is also a Trustee and Chairman of
the Audit Committee of the Liberty All-Star Equity Fund and Director and
Chairman of the Audit Committee of Liberty All-Star Growth Fund.
Mr. Rantzow was from 1992 to 2005 Chairman of the First Funds Family of
mutual funds.
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3
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Jerry
G. Rutledge
Trustee,
Age, 63
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Since 2004***
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Mr. Rutledge
is the President and owner of Rutledges Inc., a retail clothing business.
Mr. Rutledge is currently Director of the American National Bank and a
Trustee of Clough Global Equity Fund and Clough Global Opportunities Fund.
Mr. Rutledge was from 1994 to 2007 a Regent of the University of Colorado.
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3
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Interested Trustees(3)
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Edmund J. Burke(4)
Trustee and President
Age: 47
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Trustee
since 2006**
President
since 2004
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Mr. Burke is
President and a Director of ALPS. Mr. Burke joined ALPS in 1991 as Vice
President and National Sales Manager. Because of his position with ALPS,
Mr. Burke is deemed an affiliated person of the Trust as defined under
the 1940 Act. Mr. Burke is currently the President of Reaves Utility
Income Fund, Financial Investors Variable Insurance Trust and Financial Investors
Trust, President and a Trustee of Clough Global Equity Fund and Clough Global
Opportunities Fund. Mr. Burke is also a Trustee and Vice-President of
Liberty All-Star Equity Fund and Director and Vice-President of Liberty
All-Star Growth Fund, Inc.
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3
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James E. Canty(5)
Trustee
Age: 46
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Since
2004**
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Mr. Canty is a
founding partner, Chief Financial Officer and General Counsel for Clough.
Mr. Canty is currently a member of the Board of Directors of Clough
Offshore Fund, Ltd and Board of Trustees of Clough Global Equity Fund and
Clough Global Opportunities Fund. Because of his affiliation with Clough,
Mr. Canty is considered an interested Trustee of the Fund.
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3
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Officers
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Jeremy O. May
Treasurer
Age: 38
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Since
2004
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Mr. May is
Managing Director of ALPS. Mr. May joined ALPS in 1995. Because of
his position with ALPS, Mr. May is deemed an affiliated person of
the Fund as defined under the 1940 Act. Mr. May is Trustee of the
ALPS ETF Trust and is also currently the Treasurer of Reaves Utility Income Fund,
Clough Global Equity Fund, Clough Global Opportunities Fund, Financial
Investors Variable Insurance Trust, Liberty All-Star Funds and Financial
Investors Trust. Mr. May is also on the Board of Directors and is
Chairman of the Audit Committee of the University of Colorado Foundation.
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None
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Erin E. Douglas
Secretary
Age: 31
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Since
2004
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Ms. Douglas is
Associate Counsel of ALPS. Ms. Douglas joined ALPS as Associate Counsel
in 2003. Ms. Douglas is deemed an affiliated person of the Fund as
defined under the 1940 Act. Ms. Douglas is currently the Secretary of
Clough Global Equity Fund and Clough Global Opportunities Fund. From 2004 to
2007, Ms. Douglas was the Secretary of Financial Investors Trust.
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None
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Michael T. Akins
Chief Compliance
Officer
Age: 32
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Since
2006
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Mr. Akins is Deputy
Chief Compliance Officer of ALPS. Mr. Akins served as Assistant
Vice-president and Compliance Officer for UMB Financial Corporation. Before
joining UMB, Mr. Akins was an Account Manager at State Street
Corporation. Mr. Akins is deemed an affiliated person of the Fund as
defined under the 1940 Act. Mr. Akins also serves as Chief Compliance
Officer of Clough Global Equity Fund, Clough Global Opportunities Fund, ALPS
Variable Insurance Trust, ALPS ETF Trust, Financial Investors Trust and
Reaves Utility Income Fund.
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None
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Kimberly R. Storms
Assistant Treasurer
Age: 36
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Since
2005
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Ms. Storms is Director of Fund Administration and
Vice-President of ALPS. Ms. Storms joined ALPS in 1998 as Assistant
Controller. Because of her position with ALPS, Ms. Storms is deemed an
affiliated person of the Fund as defined under the 1940 Act.
Ms. Storms is currently Treasurer of ALPS ETF Trust and is also
Assistant Treasurer of the Clough Global Equity Fund, Clough Global Opportunities
Fund, ALPS Variable Insurance Trust, Financial Investors Trust, Liberty
All-Star Equity Fund, and Liberty All-Star Growth Fund; Reaves Utility Income
Fund and Assistant Secretary of Ameristock Mutual Fund, Inc.
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None
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*
Term expires at the Funds 2009 Annual Meeting
of Shareholders.
**
Term expires at the Funds 2010 Annual Meeting
of Shareholders.
***
Term expires at the Funds 2008 Annual Meeting
of Shareholders.
(1)
Address: 1290 Broadway, Suite 1100, Denver, Colorado 80203, unless
otherwise noted.
(2)
The Fund commenced operations on July 28, 2004.
(3)
Interested person of the Fund as defined in the Investment Company Act of
1940, as amended (1940 Act).
(4)
Mr. Burke is considered to be an interested person because of his
affiliation with ALPS Fund Services, Inc. (ALPS), which acts as the Funds
administrator.
(5)
Mr. Canty is considered to be an interested person because of his
affiliation with Clough Capital Partners, LP (Clough), which acts as the Funds
investment adviser.
Beneficial
Ownership Of Common Shares Held In The Fund And The Fund Complex For Each
Trustee And Nominee For Election As Trustee
Set
forth in the table below is the dollar range of equity securities held in the
Fund and on an aggregate basis for the entire Fund Complex overseen by each
Trustee.
Name
of Trustee/Nominee
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Dollar Range of Equity Securities
Held in the Fund(1),(2)
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Aggregate Dollar Range of
Equity Securities Held in the
Fund Complex(3)
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Andrew
C. Boynton
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None
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None
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Edmund
J. Burke
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None
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None
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Robert
L. Butler
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$10,001-$50,000
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$50,000-$100,000
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James
E. Canty
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$10,001-$50,000
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Over
$100,000
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Adam
D. Crescenzi
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None
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Over
$100,000
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John
F. Mee
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None
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None
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Richard
C. Rantzow
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$10,001-$50,000
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$10,001-$50,000
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Jerry
G. Rutledge
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$50,001-$100,000
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Over
$100,000
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(1) This
information has been furnished by each Trustee and Nominee for election as
Trustee as of December 31, 2007. Beneficial Ownership is determined in
accordance with Rule 16a-1(a)(2) under the Securities Exchange Act of
1934, as amended (the 1934 Act).
(2) Ownership
amount constitutes less than 1% of the total Common Shares outstanding.
(3) The
Fund Complex consists of the Fund, Clough Global Equity Fund and Clough Global
Opportunities Fund, as all have a common investment adviser.
Trustee
Transactions with Fund Affiliates
As
of December 31, 2007, neither the Independent Trustees nor members of
their immediate family owned securities beneficially or of record in the
investment adviser, or an affiliate of the investment adviser. Furthermore, over the past five years,
neither the Independent Trustees nor members of their immediate family have any
direct or indirect interest, the value of which exceeds $120,000, in the
investment adviser or any of its affiliates.
In addition, since the beginning of the last two fiscal years, neither
the Independent Trustees nor member of their immediate family have conducted
any transactions (or series or transactions) or maintained any direct or
indirect relationship in which the amount involved exceeds $120,000 and to
which the investment adviser or any affiliate of the investment advisor was a
party.
Trustee
Compensation
The
Fund pays the Chairman of the Board (the Chairman) and each Trustee who is
not affiliated with ALPS or Clough or their affiliates (the Independent
Trustees). The Chairman receives an
annual retainer of $16,800 per year plus $1,800 per meeting attended in person
and by telephone. The Audit Committee
Chairman receives an annual retainer of $15,400 per year plus $1,650 per
meeting attended in person and by telephone.
Independent Trustees receive an annual retainer of $14,000 per year plus
$1,500 per meeting attended in person and by telephone, together with the
Chairman, Audit Committee Chairman and each Independent Trustees actual
out-of-pocket expenses relating to their attendance at such meetings. The aggregate remuneration (not including
out-of-pocket expenses) paid by the Fund to Messrs. Boynton, Butler,
Crescenzi, Mee, Rantzow, and Rutledge during the fiscal year ended March 31,
2008, amounted to $125,500. The aggregated remuneration (not including
out-of-pocket expenses) paid by the Fund Complex to Messrs. Boynton,
Butler, Crescenzi, Mee, Rantzow and Rutledge during the fiscal year ended March 31,
2008, amounted to $376,500. During the fiscal year ended March 31, 2008,
the Board of Trustees of the Fund met four times. Each Trustee then serving in such capacity
attended at least 75% of the meetings of Trustees and of any Committee of which
he is a member.
Shareholders
of the Fund may send communications to an individual Trustee or the Board of
Trustees via the Funds Secretary. The
Secretary will review the communications and forward suitable communications to
the appropriate Trustee(s).
Audit
Committee Report
The
role of the Funds Audit Committee is to assist the Board of Trustees in its
oversight of (i) the quality and integrity of Funds financial statements,
reporting process, and the independent audit and reviews thereof; (ii) the
Funds accounting and financial reporting policies and practices, its internal
controls and, as appropriate, the internal controls of certain service
providers; (iii) the Funds compliance with legal and regulatory
requirements; and (iv) the independent auditors qualifications, independence
and performance. The Audit Committee is
also required to prepare an audit committee report pursuant to the rules of
the Securities and Exchange Commission (the SEC) for inclusion in the Funds
annual proxy statement. The Audit
Committee operates pursuant to the Audit Committee Charter (the Charter) that
was most recently reviewed and approved by the Board of Trustees on December 12,
2007. The Charter is available at the Funds website,
www.cloughglobal.com. As set forth in
the Charter, management is responsible for maintaining appropriate systems for
accounting and internal control, and the Funds independent accountants are
responsible for planning and carrying out proper audits and reviews. The
independent accountants are ultimately accountable to the Board of Trustees and
to the Audit Committee, as representatives of shareholders. The independent accountants for the Fund
report directly to the Audit Committee.
In
performing its oversight function, at a meeting held on May 14, 2008, the
Audit Committee reviewed and discussed with management of the Fund and the
independent accountants, Deloitte & Touche, LLP (Deloitte), the
audited financial statements of the Fund as of and for the fiscal year ended March 31,
2008, and discussed the audit of such financial statements with the independent
accountants.
In
addition, the Audit Committee discussed with the independent accountants the
accounting principles applied by the Fund and such other matters brought to the
attention of the Audit Committee by the independent accountants required by
Statement of Auditing Standards No. 61, as amended (AICPA ,
Professional Standards
, Vol. 1. AU section 380), as adopted
by the Public Company Accounting Oversight Board in Rule 3200T. The Audit Committee also received from the
independent accountants the written disclosures and statements required by
Independence Standards Board Standard No. 1 (Independence Standards Board
Standard No. 1, Independence Discussions with Audit Committees), as
adopted by the Public Company Accounting Oversight Board in Rule 3600T,
and discussed the impact that any such relationships might have on the
objectivity and independence of the independent accountants.
As
set forth above, and as more fully set forth in the Charter, the Audit
Committee has significant duties and powers in its oversight role with respect
to the Funds financial reporting procedures, internal control systems, and the
independent audit process.
The
members of the Audit Committee are not, and do not represent themselves to be,
professionally engaged in the practice of auditing or accounting and are not
employed by the Fund for accounting, financial management, or internal control
purposes. Moreover, the Audit Committee relies on and makes no independent
verification of the facts presented to it or representations made by management
or the Funds independent accountants.
Accordingly, the Audit Committees oversight does not provide an
independent basis to determine that management has maintained appropriate accounting
and/or financial reporting principles and policies, or internal controls and
procedures designed to assure compliance with accounting standards, and
applicable laws and regulations. Furthermore, the Audit Committees
considerations and discussions referred to above do not provide assurance that
the audit of the Funds financial statements has been carried out in accordance
with generally accepted accounting standards or that the financial statements
are presented in accordance with generally accepted accounting principles.
Based
on its consideration of the audited financial statements and the discussions
referred to above with management and the Funds independent accountants, and
subject to the limitations on the responsibilities and role of the Audit
Committee set forth in the Charter and those discussed above, the Audit
Committee recommended to the Board of Trustees that the Funds audited
financial statements be included in the Funds Annual Report for the fiscal
year ended March 31, 2008.
SUBMITTED
BY THE AUDIT COMMITTEE OF THE FUNDS BOARD OF TRUSTEES
Richard
C. Rantzow, Chairman
Andrew
C. Boynton
Robert
L. Butler
Adam
D. Crescenzi
John
F. Mee
Jerry
G. Rutledge
May 14, 2008
The
Audit Committee met three times during the fiscal year ended March 31,
2008. The Audit Committee is composed of six of the Funds independent (as such
term is defined by the American Stock Exchange, Inc.s listing standards
(the AMEX Listing Standards)) Trustees, namely Messrs. Boynton, Butler,
Crescenzi, Mee, Rantzow, and Rutledge.
None of the members of the Audit Committee are interested persons of
the Fund.
Nominating
Committee
The
Board of Trustees has a Nominating Committee composed of six independent
trustees as such term is defined by the AMEX Listing Standards Trustees, namely
Messrs. Boynton, Butler, Crescenzi, Mee, Rantzow, and Rutledge. None of the members of the Nominating
Committee are interested persons of the Fund.
The Nominating Committee met once during the fiscal year ended March 31,
2008. The Nominating Committee is
responsible for identifying and recommending to the Board of Trustees
individuals believed to be qualified to become Board members in the event that
a position is vacated or created. The
Nominating Committee will consider Trustee candidates recommended by
shareholders. In considering candidates
submitted by shareholders, the Nominating Committee will take into
consideration the needs of the Board of Trustees, the qualifications of the
candidate, and the interests of shareholders.
The Nominating Committee has not determined any minimum qualifications
necessary to serve as a Trustee of the Fund.
The
shareholder recommendation described above must be sent to the Funds Secretary
c/o ALPS Fund Services, Inc. The Funds Nominating Committee has not
adopted a charter. If a charter is
adopted in the future, it will be available at the time on the Funds website
(www.cloughglobal.com).
Other
Board Related Matters
The
Fund does not require Trustees to attend the Annual Meeting of Shareholders. No
Trustees attended the Funds Annual Meeting of Shareholders held on July 23,
2007.
The
following table sets forth certain information regarding the compensation of
the Funds Trustees for the fiscal year ended March 31, 2008. Trustees and Officers of the Fund who are
employed by ALPS or Clough receive no compensation or expense reimbursement
from the Fund.
Compensation
Table For The Fiscal Year Ended March 31, 2008
Name
of Person and Position
|
|
Aggregate Compensation Paid
From the Fund*
|
|
Total Compensation From
the Fund and Fund
Complex Paid to Trustees**
|
Andrew
C. Boynton,
Trustee
|
|
$
|
20,000
|
|
$
|
60,000
|
Edmund
J. Burke
Trustee and President
|
|
None
|
|
None
|
Robert
L. Butler,
Chairman of the Board and
Trustee
|
|
$
|
24,000
|
|
$
|
72,000
|
James
E. Canty,
Trustee
|
|
None
|
|
None
|
Adam
D. Crescenzi,
Trustee
|
|
$
|
20,000
|
|
$
|
60,000
|
John
F. Mee,
Trustee
|
|
$
|
20,000
|
|
$
|
60,000
|
Richard
C. Rantzow,
Trustee
|
|
$
|
21,500
|
|
$
|
64,500
|
Jerry
G. Rutledge,
Trustee
|
|
$
|
20,000
|
|
$
|
60,000
|
*
Represents the total compensation paid to such
persons by the Fund during the fiscal year ended March 31, 2008.
**
Represents the total compensation paid to such
persons by the Fund Complex during the fiscal year ended March 31,
2008. The Fund Complex consists of the
Fund, the Clough Global Equity Fund and Clough Global Opportunities Fund.
REQUIRED VOTE
The
election of each of the listed nominees for Trustee of the Fund requires the
affirmative vote of the holders of a plurality of the votes cast by the holders
of Common Shares represented at the Meeting, if a quorum is present.
THE BOARD OF TRUSTEES,
INCLUDING THE NON-INTERESTED TRUSTEES, UNANIMOUSLY RECOMMENDS THAT THE COMMON
SHAREHOLDERS VOTE FOR THE ELECTION OF EACH NOMINEE.
ADDITIONAL INFORMATION
Independent Registered Public Accounting Firm
Deloitte &
Touche, LLP, 555 17
th
Street, 36
th
Floor Denver, CO
80202, has been selected to serve as the Funds independent registered public
accounting firm for the Funds fiscal year ending March 31, 2009. Deloitte
acted as the Funds independent registered public accounting firm for the
fiscal year ended March 31, 2008. The Fund knows of no direct financial or
material indirect financial interest of Deloitte in the Fund. A representative
of Deloitte will not be present at the Meeting, but will be available by
telephone and will have an opportunity to make a statement, if asked, and will
be available to respond to appropriate questions.
Audit
Fees
For
the fiscal years ended March 31, 2008 and 2007, the aggregate fees billed
for professional services rendered by the principal accountant for the audit of
the Funds annual financial statements were $28,647 and $26,000, respectively.
Audit-Related
Fees
For
the fiscal years ended on March 31, 2008 and 2007, there were no fees
billed for professional services rendered by the principal accountant.
Tax
Fees
For
the fiscal years ended March 31, 2008 and 2007, the aggregate fees of
$3,250 and $3,550, respectively, were billed for professional services rendered
by the principal accountant for tax compliance, tax advice, and tax planning.
All
Other Fees
For
the fiscal years ended March 31, 2008 and 2007, $8,000 and $8,000,
respectively, were billed to the Fund by the principal accountant for services
other than the services reported in the above paragraphs. These services included agreed upon
procedures related to the ratings for the Auction Market Preferred Shares.
The
Funds Audit Committee Charter requires that the Audit Committee pre-approve
all audit and non-audit services to be provided by the auditors to the Fund,
and all non-audit services to be provided by the auditors to the Funds
investment adviser and service providers controlling, controlled by, or under
common control with the Funds investment adviser (affiliates) that provide
on-going services to the Fund (a Covered Services Provider), if the
engagement relates directly to the operations and financial reporting of the
Fund. The Audit Committee may delegate
its responsibility to pre-approve any such audit and permissible non-audit
services to the Chairman of the Audit Committee, and the Chairman must report
to the Audit Committee, at its next regularly scheduled meeting after the
Chairmans pre-approval of such services, his decision(s). The Audit Committee may also establish
detailed pre-approval policies and procedures for pre-approval of such services
in accordance with applicable laws, including the delegation of some or all of
the Audit Committees pre-approval responsibilities to other persons (other
than the Adviser or the Funds officers).
Pre-approval by the Audit Committee of any permissible non-audit
services is not required so long as: (i) the aggregate amount of all such
permissible non-audit services provided to the Fund, the Adviser, and any
Covered Services Provider constitutes not more than 5% of the total amount of
revenues paid by the Fund to its independent auditors during the fiscal year in
which the permissible non-audit services are provided; (ii) the
permissible non-audit services were not recognized by the Fund at the time of
the engagement to be non-audit services; and (iii) such services are
promptly brought to the attention of the Audit Committee and approved by the
Audit Committee or the Chairman prior to the completion of the audit. All of the audit, audit-related, and tax
services described above for which Deloitte billed the Fund fees for the fiscal
year ended March 31, 2008, were pre-approved by the Audit Committee.
THE
INVESTMENT ADVISER AND ADMINISTRATOR
Clough
is the Funds Adviser, and its business address is One Post Office Square, 40
th
Floor, Boston, Massachusetts 02109.
ALPS
is the administrator of the Fund, and its business address is 1290 Broadway, Suite 1100,
Denver, Colorado 80203.
COMPLIANCE
WITH THE SECURITIES EXCHANGE ACT OF 1934
Section 16(a) of
the 1934 Act and Section 30(h) of the 1940 Act, and the rules thereunder,
require the Funds Officers and Trustees, Officers and Directors of the
Adviser, affiliated persons of the Adviser, and persons who beneficially own
more than 10% of a registered class of the Funds Common Shares to file reports
of ownership and changes in ownership with the SEC and the AMEX and to furnish
the Fund with copies of all Section 16(a) forms they file. Based solely on a review of the reports filed
with the SEC and upon representations that no Forms 5 were required to be
filed, the Fund believes that during fiscal 2008, all Section 16(a) filing
requirements applicable to Fund officers, Trustees and greater than 10%
beneficial owners were complied with.
BROKER
NON-VOTES AND ABSTENTIONS
The
affirmative vote of a plurality of votes cast for each nominee by the holders
entitled to vote for a particular nominee is necessary for the election of a
nominee.
For
the purposes of electing nominees, abstentions, or broker non-votes will not be
counted as votes cast and will have no effect on the result of the
election. Abstentions or broker
non-votes, however, will be considered to be present at the Meeting for
purposes of determining the existence of a quorum.
Shareholders
of the Fund will be informed of the voting results of the Meeting in the Funds
Semi-Annual Report dated September 30, 2008.
OTHER MATTERS TO COME BEFORE THE MEETING
The
Trustees of the Fund do not intend to present any other business at the
Meeting, nor are they aware that any shareholder intends to do so. If, however,
any other matters, including adjournments, are properly brought before the
Meeting, the persons named in the accompanying form of proxy will vote thereon
in accordance with their judgment.
SHAREHOLDER
COMMUNICATIONS WITH THE BOARD OF TRUSTEES
Shareholders
may mail written communications to the full board, to committees of the board
or to specified individual Trustees in care of the Secretary of the Fund, 1290
Broadway, Suite 1100, Denver, Colorado
80203. All shareholder communications received by the Secretary will be
forwarded promptly to the full board, the relevant board committee or the
specified individual Trustees, as applicable, except that the Secretary may, in
good faith, determine that a shareholder communication should not be so
forwarded if it does not reasonably relate to the Fund or its operations,
management, activities, policies, service providers, board, officers,
shareholders or other matters relating to an investment in the Fund or is
purely ministerial in nature.
SHAREHOLDER PROPOSALS
Any
shareholder proposal to be considered for inclusion in the Funds proxy
statement and form of proxy for the annual meeting of shareholders to be held
in 2009 should be received by the Secretary of the Fund no later than April 30,
2009. Under the circumstances described in, and upon compliance with, Rule 14a-4(c) under
the 1934 Act, the Fund may solicit proxies in connection with the 2009 annual
meeting which confer discretionary authority to vote on any shareholder
proposals of which the Secretary of the Fund does not receive notice by April 30,
2008.
IF
VOTING BY PAPER PROXIES, IT IS IMPORTANT THAT PROXIES BE RETURNED
PROMPTLY. SHAREHOLDERS WHO DO NOT EXPECT
TO ATTEND THE MEETING ARE THEREFORE URGED TO COMPLETE, SIGN, DATE, AND RETURN
THE PROXY CARD AS SOON AS POSSIBLE IN THE ENCLOSED POSTAGE-PAID ENVELOPE.
|
|
CLOUGH GLOBAL ALLOCATION
FUND-COMMON ANNUAL MEETING TO BE HELD ON 08/04/08 AT 10:00 A.M. MDT
|
CLOUGH GLOBAL ALLOCATION
FUND-COMMON
|
FOR HOLDERS AS OF
05/27/08
|
* ISSUER CONFIRMATION
COPY - INFO ONLY *
|
08/04/08 AT 10:00 A.M.
MDT
|
|
|
2
-I
|
-S
|
1
|
1-0001
|
THIS FORM IS
PROVIDED FOR INFORMATIONAL
PURPOSES ONLY. PLEASE DO NOT USE IT FOR
VOTING PURPOSES.
|
|
18913Y103
|
1
|
|
|
|
FOR ALL
NOMINEES
|
|
|
|
|
DIRECTORS RECOMMEND: A
VOTE FOR ELECTION OF THE FOLLOWING NOMINEES
|
0010100
|
|
|
WITHHOLD ALL
NOMINEES
|
1 - 01-ANDREW C. BOYNTON,
02-ADAM D. CRESCENZI, 03-JOHN F. MEE,
|
|
|
|
04-JERRY G. RUTLEDGE
|
|
|
WITHHOLD
AUTHORITY TO VOTE FOR
ANY INDIVIDUAL NOMINEE. WRITE
NUMBER(S) OF NOMINEE(S) BELOW.
|
|
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/ /
|
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*NOTE* SUCH OTHER BUSINESS AS MAY PROPERLY
COME BEFORE THE MEETING OR ANY ADJOURNMENT THEREOF
|
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
DO NOT
USE
>>>
|
X
|
|
|
1
|
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|
18913Y103
|
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|
PLACE X HERE IF YOU
PLAN TO ATTEND AND VOTE YOUR SHARES AT THE MEETING
|
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51
MERCEDES WAY
EDGEWOOD NY 11717
|
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CLOUGH GLOBAL FUNDS
ATTN: PATRICIA LOBATO
1290 BROADWAY, STE. 1100
DENVER, CO
80203
|
|
|
|
|
|
|
|
MATERIALS
ELECTION
|
|
|
|
As of July 1, 2007, SEC
rules permit companies to send you a Notice indicating that their proxy
materials are available on the Internet and how you can request a mailed
copy. Check the box to the right if you want to receive future proxy
materials by mail at no cost to you. Even if you do not check the box, you
will still have the right to request a free set of proxy materials upon
receipt of a Notice.
|
|
|
|
SIGNATURE(S)
|
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|
DATE
|
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VIF11H
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VOTING
INSTRUCTIONS
TO
OUR CLIENTS:
WE
HAVE BEEN REQUESTED TO FORWARD TO YOU THE ENCLOSED PROXY MATERIAL RELATIVE TO
SECURITIES HELD BY US IN YOUR ACCOUNT BUT NOT REGISTERED IN YOUR NAME. ONLY WE
AS THE HOLDER OF RECORD CAN VOTE SUCH SECURITIES. WE SHALL BE PLEASED TO VOTE
YOUR SECURITIES IN ACCORDANCE WITH YOUR WISHES, IF YOU WILL EXECUTE THE FORM AND
RETURN IT TO US PROMPTLY IN THE ENCLOSED BUSINESS REPLY ENVELOPE. IT IS
UNDERSTOOD THAT IF YOU SIGN WITHOUT OTHERWISE MARKING THE FORM YOUR
SECURITIES WILL BE VOTED AS RECOMMENDED BY THE BOARD OF DIRECTORS ON ALL
MATTERS TO BE CONSIDERED AT THE MEETING.
FOR
THIS MEETING, THE EXTENT OF OUR AUTHORITY TO VOTE YOUR SECURITIES IN THE
ABSENCE OF YOUR INSTRUCTIONS CAN BE DETERMINED BY REFERRING TO THE APPLICABLE VOTING
INSTRUCTION NUMBER INDICATED ON THE FACE OF YOUR FORM.
FOR
MARGIN ACCOUNTS, IN THE EVENT YOUR SECURITIES HAVE BEEN LOANED OVER RECORD
DATE. THE NUMBER OF SHARES WE VOTE ON YOUR BEHALF HAS BEEN OR CAN BE ADJUSTED
DOWNWARD.
INSTRUCTION
1
IF
YOUR SECURITIES ARE HELD BY A BROKER WHO IS A MEMBER OF THE NEW YORK STOCK
EXCHANGE (NYSE), THE RULES OF THE NYSE WILL GUIDE THE VOTING PROCEDURES. THESE
RULES PROVIDE THAT IF INSTRUCTIONS ARE NOT RECEIVED FROM YOU PRIOR TO THE
ISSUANCE OF THE FIRST VOTE, THE PROXY MAY BE GIVEN AT DISCRETION OF YOUR
BROKER (ON THE TENTH DAY, IF THE MATERIAL WAS MAILED AT LEAST 15 DAYS PRIOR TO
THE MEETING DATE: ON THE FIFTEENTH DAY IF THE PROXY MATERIAL WAS MAILED 25 DAYS
OR MORE PRIOR TO THE MEETING DATE). IN ORDER FOR YOUR BROKER TO EXERCISE THIS
DISCRETIONARY AUTHORITY, PROXY MATERIAL WOULD NEED TO HAVE BEEN MAILED AT LEAST
15 DAYS PRIOR TO THE MEETING DATE, AND THE MATTER(S) BEFORE THE MEETING
MUST BE DEEMED ROUTINE IN NATURE ACCORDING TO NYSE GUIDELINES. IF THESE TWO
REQUIREMENTS ARE MET, AND YOU HAVE NOT COMMUNICATED TO US PRIOR TO THE FIRST
VOTE BEING ISSUED, WE MAY VOTE YOUR SECURITIES AT OUR DISCRETION ON THESE
MATTER(S). WE WILL NEVERTHELESS FOLLOW YOUR INSTRUCTIONS, EVEN IF OUR
DISCRETIONARY VOTE HAS ALREADY BEEN GIVEN. PROVIDED YOUR INSTRUCTIONS ARE
RECEIVED PRIOR TO THE MEETING DATE.
IF
YOUR SECURITIES ARE HELD BY A BANK, YOUR SHARES CANNOT BE VOTED WITHOUT YOUR
SPECIFIC INSTRUCTIONS.
INSTRUCTION
2
IF
YOUR SECURITIES ARE HELD BY A BROKER WHO IS A MEMBER OF THE NEW YORK STOCK
EXCHANGE (NYSE). THE RULES OF THE NYSE WILL GUIDE THE VOTING PROCEDURES. WE
WISH TO CALL YOUR ATTENTION TO THE FACT THAT FOR THIS MEETING UNDER THE RULES
OF THE NYSE, WE CANNOT VOTE YOUR SECURITIES ON ONE OR MORE OF THE MATTERS TO BE
ACTED UPON AT THE MEETING WITHOUT YOUR SPECIFIC INSTRUCTIONS. THESE RULES
PROVIDE THAT IF INSTRUCTIONS ARE NOT RECEIVED FROM YOU PRIOR TO THE ISSUANCE OF
THE FIRST VOTE, THE PROXY FOR ONE OR MORE OF THE MATTERS MAY BE GIVEN AT
THE DISCRETION OF YOUR BROKER (ON THE TENTH DAY, IF THE MATERIAL WAS MAILED AT
LEAST 15 DAYS PRIOR TO THE MEETING, ON THE FIFTEENTH DAY IF THE PROXY MATERIAL
WAS MAILED 25 DAYS OR MORE PRIOR TO THE MEETING DATE). IN ORDER FOR YOUR BROKER
TO EXERCISE THIS DISCRETIONARY AUTHORITY FOR ONE OR MORE OF THE MATTERS, PROXY
MATERIAL WOULD NEED TO HAVE BEEN MAILED AT LEAST 15 DAYS PRIOR TO THE MEETING
DATE, AND THE MATTER(S) BEFORE THE MEETING MUST BE DEEMED ROUTINE IN
NATURE ACCORDING TO NYSE GUIDELINES. IF THESE TWO REQUIREMENTS ARE MET, AND YOU
HAVE NOT COMMUNICATED TO US PRIOR TO THE FIRST VOTE BEING ISSUED, WE MAY VOTE
YOUR SECURITIES AT OUR DISCRETION ON ONE OR MORE OF THE MATTERS TO BE ACTED
UPON AT THE MEETING. WE WILL NEVERTHELESS FOLLOW YOUR INSTRUCTIONS. EVEN IF OUR
DISCRETIONARY VOTE HAS ALREADY BEEN GIVEN ON THOSE MATTERS, PROVIDED YOUR
INSTRUCTIONS ARE RECEIVED PRIOR TO THE MEETING DATE.
IF
YOUR SECURITIES ARE HELD IN THE NAME OF A BANK, WE REQUIRE YOUR INSTRUCTIONS ON
ALL MATTERS TO BE VOTED ON AT THE MEETING.
INSTRUCTION
3
IN
ORDER FOR YOUR SECURITIES TO BE REPRESENTED AT THE MEETING. IT WILL BE
NECESSARY FOR US TO HAVE YOUR SPECIFIC VOTING INSTRUCTIONS. PLEASE DATE, SIGN
AND RETURN YOUR VOTING INSTRUCTIONS TO US PROMPTLY IN THE RETURN ENVELOPE
PROVIDED.
INSTRUCTION
4
WE
HAVE PREVIOUSLY SENT YOU PROXY SOLICITING MATERIAL PERTAINING TO THE MEETING OF
SHAREHOLDERS OF THE COMPANY INDICATED. ACCORDING TO OUR LATEST RECORDS, WE HAVE
NOT AS OF YET RECEIVED YOUR VOTING INSTRUCTION ON THE MATTER(S) TO BE
CONSIDERED AT THIS MEETING AND THE COMPANY HAS REQUESTED US TO COMMUNICATE WITH
YOU IN AN ENDEAVOR TO HAVE YOUR SECURITIES VOTED.
Please
ensure you fold then detach and retain this portion of the Voting Instruction
Form
Fold
and Detach
Here
|
Fold and Detach
Here
|
Proxy
Services
P.O. Box
9138
Farmingdale
NY 11735-9585
|
CLOUGH
GLOBAL ALLOCATION FUND
THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES
The undersigned hereby appoints Erin E. Douglas and
Jeremy O. May, and each of them, attorneys and proxies of the undersigned,
with full powers of substitution and revocation, to represent the undersigned
and to vote on behalf of the undersigned all shares of Clough Global
Allocation Fund (the Fund) which the undersigned is entitled to vote at the
Annual Meeting of Shareholders of the Fund to be held at the offices of the
Fund, 1290 Broadway, Suite 1100, Denver, Colorado 80203 on Monday,
August 4, 2008, at 10:00 a.m., and at any adjournments thereof. The
undersigned hereby acknowledges receipt of the Notice of Meeting and Proxy
Statement and hereby instructs said attorneys and proxies to vote said shares
as indicated herein. In their discretion, the proxies are authorized to vote
upon such other business as may properly come before the Meeting.
A majority of the proxies present and acting at the
Meeting in person or by substitute (or, if only one shall be so present, then
that one) shall have and may exercise all of the power and authority of said
proxies hereunder. The undersigned hereby revokes any proxy previously given.
This proxy, if properly executed, will be voted in
the manner directed by the undersigned shareholder. If no direction is made,
this proxy will be voted FOR Proposal and in the discretion of the proxy
holder as to any other matter that may properly come before the Meeting.
Please refer to the Proxy Statement for a discussion of Proposal.
PLEASE
VOTE, DATE AND SIGN ON REVERSE AND RETURN PROMPTLY IN THE ENCLOSED ENVELOPE.
|
|
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|
(PLEASE SIGN AND DATE ON REVERSE SIDE)
|
|
|
Address Change/Comments
(Mark the
corresponding box on the reverse side)
|
|
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FOLD AND DETACH HERE
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|
You can now access your CLOUGH GLOBAL ALLOCATION FUND
account online.
Access your Clough Global
Allocation Fund shareholder account online via Investor ServiceDirect
®
(ISD).
The transfer agent for
Clough Global Allocation Fund now makes it easy and convenient to get current
information on your shareholder account.
|
|
·
View account status
|
|
·
View payment history for
dividends
|
|
|
·
View certificate history
|
|
·
Make address changes
|
|
|
·
View book-entry information
|
|
·
Obtain a duplicate 1099 tax
form
|
|
|
|
|
·
Establish/change your PIN
|
Visit us on the web at
http://www.bnymellon.com/shareowner/isd
For Technical Assistance Call 1-877-978-7778 between 9am-7pm
Monday-Friday Eastern Time
|
Please
Mark Here
for Address
Change or
Comments
|
o
|
|
SEE REVERSE SIDE
|
PLEASE MARK YOUR VOTE WITH AN X
To
Elect four (4) Trustees of the Fund:
|
Common Shares
|
ForAll
|
|
Withhold
|
|
For All
|
|
|
|
Nominees
|
|
Authority
|
|
Except
|
|
|
Nominees:
|
o
|
|
o
|
|
o
|
|
|
(1) Andrew C. Boynton
|
|
|
|
|
(2) Adam D. Crescenzi
|
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(3) John F. Mee
|
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(4) Jerry G. Rutledge
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(INSTRUCTIONS: To withhold
authority to vote for any individual nominee, mark the For All Except box
and write that nominees name in the space provided below.
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*Exceptions
|
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|
Please sign this proxy exactly as your
name(s) appear(s) in the records of the Fund. If joint owners, either
may sign. Trustees and other fiduciaries should indicate the capacity in which
they sign, and where more than one name appears, a majority must sign. If a
corporation, this signature should be that of an authorized officer who should
state his or her title. Please be sure to sign and date this proxy.
|
FOLD AND DETACH HERE
|
|
|
Choose
MLink
SM
for
fast, easy and secure 24/7 online access to your future proxy materials,
investment plan statements, tax documents and more. Simply log on to
Investor ServiceDirect
®
at
www.bnymellon.com/shareowner/isd
where step-by-step instructions will prompt you through enrollment.
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