Premiums for the Bond have been paid through the period ending
April 30, 2023. This filing includes the following
exhibits:
Exhibit C - Copy of the Form of Resolutions of a Majority of the
Independent Fund Trustees/Directors
Exhibit D - Amount of a Single Insured Bond for each Fund, if a
Joint Insured Fidelity Bond were not used
ICI MUTUAL INSURANCE
COMPANY,
a Risk Retention Group
1401 H St. NW
Washington, DC 20005
INVESTMENT COMPANY BLANKET BOND
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
1401 H St. NW
Washington, DC 20005
DECLARATIONS
NOTICE
This policy is issued by your risk retention group. Your risk
retention group may not be subject to all of the insurance laws and
regulations of your state. State insurance insolvency
guaranty funds are not available for your risk retention group.
Item 1.
|
Name of Insured (the “Insured”) Bond Number
|
|
|
|
|
Neuberger Berman Investment Advisers LLC 87164122B |
|
|
87164122B
|
|
|
|
|
|
|
Principal
Office: |
Mailing
Address: |
|
|
|
1290 Avenue of the
America
|
1290 Avenue of the Americas
|
|
|
New York, NY 10104
|
|
|
Item 2.
|
Bond Period: from 12:01 a.m. on
|
April 30, 2022
|
, to 12:01 a.m. on
|
April 30, 2023
|
, or
|
|
the earlier effective date of the termination of
this Bond, standard time at the Principal Office as to each of said
dates. |
Item 3.
|
Limit of Liability—
|
|
Subject to Sections 9, 10 and 12 hereof:
|
|
|
|
LIMIT OF
LIABILITY
|
DEDUCTIBLE
AMOUNT
|
|
Insuring Agreement A-
|
FIDELITY
|
$20,000,000
|
$150,000
|
|
Insuring Agreement B-
|
AUDIT EXPENSE
|
$50,000
|
$10,000
|
|
Insuring Agreement C-
|
ON PREMISES
|
$20,000,000
|
$150,000
|
|
Insuring Agreement D-
|
IN TRANSIT
|
$20,000,000
|
$150,000
|
|
Insuring Agreement E-
|
FORGERY OR ALTERATION
|
$20,000,000
|
$150,000
|
|
Insuring Agreement F-
|
SECURITIES
|
$20,000,000
|
$150,000
|
|
Insuring Agreement G-
|
COUNTERFEIT CURRENCY
|
$20,000,000
|
$150,000
|
|
Insuring Agreement H-
|
UNCOLLECTIBLE ITEMS OF DEPOSIT
|
$25,000
|
$5,000
|
|
Insuring Agreement I-
|
PHONE/ELECTRONIC TRANSACTIONS
|
$20,000,000
|
$150,000
|
|
If “Not Covered” is inserted opposite any Insuring Agreement above,
such Insuring Agreement and any reference thereto shall be deemed
to be deleted from this Bond.
|
|
OPTIONAL INSURING AGREEMENTS ADDED BY RIDER:
|
|
Insuring Agreement J-
|
COMPUTER SECURITY
|
$20,000,000
|
$150,000
|
|
Insuring Agreement M-
|
SOCIAL ENGINEERING FRAUD
|
$1,000,000
|
$150,000
|
Item 4. |
Offices or Premises Covered--All the
Insured’s offices or other premises in existence at the time this
Bond becomes effective are covered under this Bond, except the
offices or other premises excluded by Rider. Offices or other
premises acquired or established after the effective date of this
Bond are covered subject to the terms of General Agreement
A. |
Item 5. |
The liability of ICI Mutual Insurance Company, a Risk
Retention Group (the “Underwriter”) is subject to the terms of the
following Riders attached hereto:
Riders: 1-2-3-4-5-6-7-8-9-10-11-12-13-14
and of all Riders applicable to this Bond issued during the
Bond Period.
|
By: ____/S/ Maggie
Sullivan_______________
|
By: ____/S/
Catherine Dalton___________
|
Authorized
Representative
|
Authorized Representative
|
|
|
INVESTMENT COMPANY BLANKET BOND
NOTICE
This policy is issued by your risk retention group. Your risk
retention group may not be subject to all of the insurance laws and
regulations of your state. State insurance insolvency guaranty
funds are not available for your risk retention group.
ICI Mutual Insurance Company, a Risk Retention Group (the
“Underwriter”), in consideration of an agreed premium, and in
reliance upon the Application and all other information furnished
to the Underwriter by the Insured, and subject to and in accordance
with the Declarations, General Agreements, Provisions, Conditions
and Limitations and other terms of this bond (including all riders
hereto) (“Bond”), to the extent of the Limit of Liability and
subject to the Deductible Amount, agrees to indemnify the Insured
for the loss, as described in the Insuring Agreements, sustained by
the Insured at any time but discovered during the Bond
Period.
INSURING AGREEMENTS
Loss resulting directly from any Dishonest or Fraudulent Act
committed by an Employee, committed anywhere and whether committed
alone or in collusion with other persons (whether or not
Employees), during the time such Employee has the status of an
Employee as defined herein, and even if such loss is not discovered
until after he or she ceases to be an Employee; and EXCLUDING loss
covered under Insuring Agreement B.
Expense incurred by the Insured for that part of the costs of
audits or examinations required by any governmental regulatory
authority or Self-Regulatory Organization to be conducted by such
authority or Organization or by an independent accountant or other
person, by reason of the discovery of loss sustained by the Insured
and covered by this Bond.
Loss of Property resulting directly from any Mysterious
Disappearance, or any Dishonest or Fraudulent Act committed by a
person physically present in an office or on the premises of the
Insured at the time the Property is surrendered, while the Property
is (or reasonably supposed or believed by the Insured to be) lodged
or deposited within the Insured’s offices or premises located
anywhere, except those offices excluded by Rider; and EXCLUDING
loss covered under Insuring Agreement A.
Loss of Property resulting directly from any Mysterious
Disappearance or Dishonest or Fraudulent Act while the Property is
physically (not electronically) in transit anywhere in the custody
of any person authorized by an Insured to act as a messenger,
except while in the mail or with a carrier for hire (other than a
Security Company); and EXCLUDING loss covered under Insuring
Agreement A. Property is “in transit” beginning immediately upon
receipt of such Property by the transporting person and ending
immediately upon delivery to the designated recipient or its agent,
but only while the Property is being conveyed.
Loss resulting directly from the Insured having, in good faith,
paid or transferred any Property in reliance upon any Written,
Original:
|
(1) |
bills of exchange, checks, drafts, or other written orders or
directions to pay sums certain in money, acceptances, certificates
of deposit, due bills, money orders, warrants, orders upon public
treasuries, or letters of credit; or
|
|
(2) |
instructions, requests or applications directed to the Insured,
authorizing or acknowledging the transfer, payment, redemption,
delivery or receipt of money or Property, or giving notice of any
bank account (provided such instructions or requests or
applications purport to have been signed or endorsed by (a) any
customer of the Insured, or (b) any shareholder of or subscriber to
shares issued by any Investment Company, or (c) any financial or
banking institution or stockbroker, and further provided such
instructions, requests, or applications either bear the forged
signature or endorsement or have been altered without the knowledge
and consent of such customer, such shareholder or subscriber to
shares issued by an Investment Company, or such financial or
banking institution or stockbroker); or
|
|
(3) |
withdrawal orders or receipts for the withdrawal of Property, or
receipts or certificates of deposit for Property and bearing the
name of the Insured as issuer or of another Investment Company for
which the Insured acts as agent;
|
which bear (a) a Forgery, or (b) an Alteration, but only to the
extent that the Forgery or Alteration directly causes the
loss.
Actual physical possession by the Insured or its authorized
representative of the items listed in (1) through (3) above is
a condition precedent to the Insured having relied upon the
items.
This Insuring Agreement E does not cover loss caused by Forgery or
Alteration of Securities or loss covered under Insuring Agreement
A.
Loss resulting directly from the Insured, in good faith, in the
ordinary course of business, and in any capacity whatsoever,
whether for its own account or for the account of others, having
acquired, accepted or received, or sold or delivered, or given any
value, extended any credit or assumed any liability in reliance on
any Written, Original Securities, where such loss results from the
fact that such Securities prove to:
|
(1) |
be Counterfeit, but only to the extent that the Counterfeit
directly causes the loss, or
|
|
(2) |
be lost or stolen, or
|
|
(3) |
contain a Forgery or Alteration, but only to the extent the Forgery
or Alteration directly causes the loss,
|
and notwithstanding whether or not the act of the Insured causing
such loss violated the constitution, by-laws, rules, or regulations
of any Self-Regulatory Organization, whether or not the Insured was
a member thereof.
This Insuring Agreement F does not cover loss covered under
Insuring Agreement A.
Actual physical possession by the Insured or its authorized
representative of the Securities is a condition precedent to the
Insured having relied upon the Securities.
Loss resulting directly from the receipt by the Insured, in good
faith of any Counterfeit Currency.
This Insuring Agreement G does not cover loss covered under
Insuring Agreement A.
H. |
UNCOLLECTIBLE
ITEMS OF DEPOSIT
|
Loss resulting directly from the payment of dividends, issuance of
Fund shares or redemptions or exchanges permitted from an account
with the Fund as a consequence of
|
(1) |
uncollectible Items of Deposit of a Fund’s customer, shareholder or
subscriber credited by the Insured or its agent to such person’s
Fund account, or
|
|
(2) |
any Item of Deposit processed through an automated clearing house
which is reversed by a Fund’s customer, shareholder or subscriber
and is deemed uncollectible by the Insured;
|
PROVIDED, that (a) Items of Deposit shall not be deemed
uncollectible until the Insured’s collection procedures have
failed, (b) exchanges of shares between Funds with exchange
privileges shall be covered hereunder only if all such Funds are
insured by the Underwriter for uncollectible Items of Deposit, and
(c) the Insured Fund shall have implemented and maintained a policy
to hold Items of Deposit for the minimum number of days stated in
its Application (as amended from time to time) before paying any
dividend or permitting any withdrawal with respect to such Items of
Deposit (other than exchanges between Funds). Regardless of the
number of transactions between Funds in an exchange program, the
minimum number of days an Item of Deposit must be held shall begin
from the date the Item of Deposit was first credited to any Insured
Fund.
This Insuring Agreement H does not cover loss covered under
Insuring Agreement A.
I. |
PHONE/ELECTRONIC TRANSACTIONS
|
Loss resulting directly from a Phone/Electronic Transaction, where
the request for such Phone/Electronic Transaction:
|
(1) |
is transmitted to the Insured or its agents by voice over the
telephone or by Electronic Transmission; and
|
|
(2) |
is made by an individual purporting to be a Fund shareholder or
subscriber or an authorized agent of a Fund shareholder or
subscriber; and
|
|
(3) |
is unauthorized or fraudulent and is made with the manifest intent
to deceive;
|
PROVIDED, that the entity receiving such request generally
maintains and follows during the Bond Period all Phone/Electronic
Transaction Security Procedures with respect to all
Phone/Electronic Transactions; and
EXCLUDING loss resulting from:
|
(1) |
the failure to pay for shares attempted to be purchased; or
|
|
(2) |
any redemption of Investment Company shares which had been
improperly credited to a shareholder’s account where such
shareholder (a) did not cause, directly or indirectly, such shares
to be credited to such account, and (b) directly or indirectly
received any proceeds or other benefit from such redemption;
or
|
|
(3) |
any redemption of shares issued by an Investment Company where the
proceeds of such redemption were requested (i) to be paid or made
payable to other than an Authorized Recipient or an Authorized Bank
Account or (ii) to be sent to other than an Authorized
Address;
|
|
(4) |
the intentional failure to adhere to one or more Phone/Electronic
Transaction Security Procedures; or
|
|
(5) |
a
Phone/Electronic Transaction request transmitted by electronic mail
or transmitted by any method not subject to the Phone/Electronic
Transaction Security Procedures; or
|
|
(6) |
the failure or circumvention of any physical or electronic
protection device, including any firewall, that imposes
restrictions on the flow of electronic traffic in or out of any
Computer System.
|
This Insuring Agreement I does not cover loss covered under
Insuring Agreement A, “Fidelity” or Insuring Agreement J, “Computer
Security”.
GENERAL AGREEMENTS
A. |
ADDITIONAL OFFICES OR EMPLOYEES—CONSOLIDATION OR
MERGER—NOTICE
|
|
1. |
Except as provided in
paragraph 2 below, this Bond shall apply to any additional
office(s) established by the Insured during the Bond Period and to
all Employees during the Bond Period, without the need to give
notice thereof or pay additional premiums to the Underwriter for
the Bond Period.
|
|
2. |
If during the Bond Period an Insured Investment Company shall merge
or consolidate with an institution in which such Insured is the
surviving entity, or purchase substantially all the assets or
capital stock of another institution, or acquire or create a
separate investment portfolio, and shall within sixty (60) days
notify the Underwriter thereof, then this Bond shall automatically
apply to the Property and Employees resulting from such merger,
consolidation, acquisition or creation from the date thereof;
provided, that the Underwriter may make such coverage contingent
upon the payment of an additional premium.
|
No statement made by or on behalf of the Insured, whether contained
in the Application or otherwise, shall be deemed to be an absolute
warranty, but only a warranty that such statement is true to the
best of the knowledge of the person responsible for such
statement.
C. |
COURT COSTS AND ATTORNEYS’ FEES |
The Underwriter will indemnify the Insured against court costs and
reasonable attorneys’ fees incurred and paid by the Insured in
defense of any legal proceeding brought against the Insured seeking
recovery for any loss which, if established against the Insured,
would constitute a loss covered under the terms of this Bond;
provided, however, that with respect to Insuring Agreement A this
indemnity shall apply only in the event that:
|
1. |
an Employee admits to having committed or is adjudicated to have
committed a Dishonest or Fraudulent Act which caused the loss;
or
|
|
2. |
in the absence of such an admission or adjudication, an arbitrator
or arbitrators acceptable to the Insured and the Underwriter
concludes, after a review of an agreed statement of facts, that an
Employee has committed a Dishonest or Fraudulent Act which caused
the loss.
|
The Insured shall promptly give notice to the Underwriter of any
such legal proceeding and upon request shall furnish the
Underwriter with copies of all pleadings and other papers therein.
At the Underwriter’s election the Insured shall permit the
Underwriter to conduct the defense of such legal proceeding in the
Insured’s name, through attorneys of the Underwriter’s selection.
In such event, the Insured shall give all reasonable information
and assistance which the Underwriter shall deem necessary to the
proper defense of such legal proceeding.
If the amount of the Insured’s liability or alleged liability in
any such legal proceeding is greater than the amount which the
Insured would be entitled to recover under this Bond (other than
pursuant to this General Agreement C), or if a Deductible Amount is
applicable, or both, the indemnity liability of the Underwriter
under this General Agreement C is limited to the proportion of
court costs and attorneys’ fees incurred and paid by the Insured or
by the Underwriter that the amount which the Insured would be
entitled to recover under this Bond (other than pursuant to this
General Agreement C) bears to the sum of such amount plus the
amount which the Insured is not entitled to recover. Such indemnity
shall be in addition to the Limit of Liability for the applicable
Insuring Agreement.
This Bond shall be interpreted with due regard to the purpose of
fidelity bonding under Rule 17g-1 under the Investment Company Act
of 1940 (i.e., to protect innocent third parties from harm) and to
the structure of the investment management industry (in which a
loss of Property resulting from a cause described in any Insuring
Agreement ordinarily gives rise to a potential legal liability on
the part of the Insured), such that the term “loss” as used herein
shall include an Insured’s legal liability for direct compensatory
damages resulting directly from a misappropriation, or measurable
diminution in value, of Property.
THIS BOND, INCLUDING THE FOREGOING INSURING AGREEMENTS
AND GENERAL AGREEMENTS, IS SUBJECT TO THE FOLLOWING
PROVISIONS, CONDITIONS AND
LIMITATIONS:
SECTION 1. DEFINITIONS
The following terms used in this Bond shall have the meanings
stated in this Section:
A.
|
“Alteration”
means the marking, changing or
altering in a material way of the terms, meaning or legal effect of
a document with the intent to deceive.
|
B.
|
“Application”
means the Insured’s application (and
any attachments and materials submitted in connection therewith)
furnished to the Underwriter for this Bond.
|
C.
|
“Authorized
Address” means (1) any
Officially Designated address to which redemption proceeds may be
sent, (2) any address designated in writing (not to include
Electronic Transmission) by the Shareholder of Record and received
by the Insured at least one (1) day prior to the effective date of
such designation, or (3) any address designated by voice over the
telephone or by Electronic Transmission by the Shareholder of
Record at least 15 days prior to the effective date of such
designation.
|
D.
|
“Authorized Bank
Account” means any Officially
Designated bank account to which redemption proceeds may be
sent.
|
E.
|
“Authorized
Recipient” means (1) the
Shareholder of Record, or (2) any other Officially Designated
person to whom redemption proceeds may be sent.
|
F.
|
“Computer
System” means (1) computers
with related peripheral components, including storage components,
(2) systems and applications software, (3) terminal devices, (4)
related communications networks or customer communication systems,
and (5) related electronic funds transfer systems; by which data or
monies are electronically collected, transmitted, processed, stored
or retrieved.
|
G.
|
“Counterfeit”
means a Written imitation of an
actual valid Original which is intended to deceive and to be taken
as the Original.
|
H.
|
“Cryptocurrency”
means a digital or electronic medium
of exchange, operating independently of a central bank, in which
encryption techniques are used to regulate generation of units and
to verify transfer of units from one person to
another.
|
I.
|
“Currency”
means a medium of exchange in
current use authorized or adopted by a domestic or foreign
government as part of its official currency.
|
J.
|
“Deductible
Amount” means, with respect
to any Insuring Agreement, the amount set forth under the heading
“Deductible Amount” in Item 3 of the Declarations or in any Rider
for such Insuring Agreement, applicable to each Single Loss covered
by such Insuring Agreement.
|
K.
|
“Depository”
means any “securities depository”
(other than any foreign securities depository) in which an
Investment Company may deposit its Securities in accordance with
Rule 17f-4 under the Investment Company Act of 1940.
|
L.
|
“Dishonest or
Fraudulent Act” means any
dishonest or fraudulent act, including “larceny and embezzlement”
as defined in Section 37 of the Investment Company Act of 1940,
committed with the conscious manifest intent (1) to cause the
Insured to sustain a loss and (2) to obtain an improper financial
benefit for the perpetrator or any other person or entity. A
Dishonest or Fraudulent Act does not mean or include a reckless
act, a negligent act, or a grossly negligent act. As used in this
definition, “improper financial benefit” does not include any
employee benefits received in the course of employment, including
salaries, commissions, fees, bonuses, promotions, awards, profit
sharing or pensions.
|
M.
|
“Electronic
Transmission” means any
transmission effected by electronic means, including but not
limited to a transmission effected by telephone tones,
Telefacsimile, wireless device, or over the Internet.
|
|
(1) |
each officer, director, trustee, partner or employee of the
Insured, and
|
|
(2) |
each officer, director, trustee, partner or employee of any
predecessor of the Insured whose principal assets are acquired by
the Insured by consolidation or merger with, or purchase of assets
or capital stock of, such predecessor, and
|
|
(3) |
each attorney performing legal services for the Insured and each
employee of such attorney or of the law firm of such attorney while
performing services for the Insured, and
|
|
(4) |
each student who is an authorized intern of the Insured, while in
any of the Insured’s offices, and
|
|
(5) |
each officer, director, trustee, partner or employee of
|
|
(a) |
an investment adviser,
|
|
(b) |
an underwriter (distributor),
|
|
(c) |
a
transfer agent or shareholder accounting recordkeeper, or
|
|
(d) |
an administrator authorized by written agreement to keep financial
and/or other required records,
|
for an Investment Company named as an Insured, BUT ONLY while (i)
such officer, partner or employee is performing acts coming within
the scope of the usual duties of an officer or employee of an
Insured, or (ii) such officer, director, trustee, partner or
employee is acting as a member of any committee duly elected or
appointed to examine or audit or have custody of or access to the
Property of the Insured, or (iii) such director or trustee (or
anyone acting in a similar capacity) is acting outside the scope of
the usual duties of a director or trustee; PROVIDED, that the term
“Employee” shall not include any officer, director, trustee,
partner or employee of a transfer agent, shareholder accounting
recordkeeper or administrator (x) which is not an “affiliated
person” (as defined in Section 2(a) of the Investment Company Act
of 1940) of an Investment Company named as an Insured or of the
adviser or underwriter of such Investment Company, or (y) which is
a “Bank” (as defined in Section 2(a) of the Investment Company Act
of 1940), and
|
(6) |
each individual assigned, by contract or by any agency furnishing
temporary personnel, in either case on a contingent or part-time
basis, to perform the usual duties of an employee in any office of
the Insured, and
|
|
(7) |
each individual assigned to perform the usual duties of an employee
or officer of any entity authorized by written agreement with the
Insured to perform services as electronic data processor of checks
or other accounting records of the Insured, but excluding a
processor which acts as transfer agent or in any other agency
capacity for the Insured in issuing checks, drafts or securities,
unless included under subsection (5) hereof, and
|
|
(8) |
each officer, partner or employee of
|
|
(a) |
any Depository or Exchange,
|
|
(b) |
any nominee in whose name is registered any Security included in
the systems for the central handling of securities established and
maintained by any Depository, and
|
|
(c) |
any recognized service company which provides clerks or other
personnel to any Depository or Exchange on a contract basis,
|
while such officer, partner or employee is performing services for
any Depository in the operation of systems for the central handling
of securities, and
|
(9) |
in the case of an Insured which is an “employee benefit plan” (as
defined in Section 3 of the Employee Retirement Income Security Act
of 1974 (“ERISA”)) for officers, directors or employees of another
Insured (“In-House Plan”), any “fiduciary” or other “plan official”
(within the meaning of Section 412 of ERISA) of such In-House Plan,
provided that such fiduciary or other plan official is a director,
partner, officer, trustee or employee of an Insured (other than an
In-House Plan).
|
Each employer of temporary personnel and each entity referred to in
subsections (6) and (7) and their respective partners, officers and
employees shall collectively be deemed to be one person for all the
purposes of this Bond.
Brokers, agents, independent contractors, or representatives of the
same general character shall not be considered Employees, except as
provided in subsections (3), (6), and (7).
O.
|
“Exchange”
means any national securities
exchange registered under the Securities Exchange Act of
1934.
|
P.
|
“Forgery”
means the physical signing on a
document of the name of another person with the intent to deceive.
A Forgery may be by means of mechanically reproduced facsimile
signatures as well as handwritten signatures. Forgery does not
include the signing of an individual’s own name, regardless of such
individual’s authority, capacity or purpose.
|
Q.
|
“Items of
Deposit” means one or more
checks or drafts.
|
R.
|
“Investment
Company” or “Fund” means an investment company
registered under the Investment Company Act of 1940.
|
S.
|
“Limit of
Liability” means, with
respect to any Insuring Agreement, the limit of liability of the
Underwriter for any Single Loss covered by such Insuring Agreement
as set forth under the heading “Limit of Liability” in Item 3 of
the Declarations or in any Rider for such Insuring
Agreement.
|
T.
|
“Mysterious
Disappearance” means any
disappearance of Property which, after a reasonable investigation
has been conducted, cannot be explained.
|
U.
|
“Non-Fund”
means any corporation, business
trust, partnership, trust or other entity which is not an
Investment Company.
|
V.
|
“Officially
Designated” means designated
by the Shareholder of Record:
|
|
(1) |
in the initial account application,
|
|
(2) |
in writing accompanied by a signature guarantee, or
|
|
(3) |
in writing or by Electronic Transmission, where such designation is
verified via a callback to the Shareholder of Record by the Insured
at a predetermined telephone number provided by the Shareholder of
Record to the Insured in writing at least 30 days prior to such
callback.
|
W.
|
“Original”
means the first rendering or
archetype and does not include photocopies or electronic
transmissions even if received and printed.
|
X.
|
“Phone/Electronic
Transaction” means any (1)
redemption of shares issued by an Investment Company, (2) election
concerning dividend options available to Fund shareholders, (3)
exchange of shares in a registered account of one Fund into shares
in an identically registered account of another Fund in the same
complex pursuant to exchange privileges of the two Funds, or (4)
purchase of shares issued by an Investment Company, which
redemption, election, exchange or purchase is requested by voice
over the telephone or through an Electronic
Transmission.
|
Y.
|
“Phone/Electronic
Transaction Security Procedures” means security procedures for Phone/
Electronic Transactions as set forth in the Application and/or as
otherwise provided in writing to the Underwriter.
|
Z.
|
“Property”
means the following tangible items:
money, postage and revenue stamps, precious metals, Securities,
bills of exchange, acceptances, checks, drafts, or other written
orders or directions to pay sums certain in money, certificates of
deposit, due bills, money orders, letters of credit, financial
futures contracts, conditional sales contracts, abstracts of title,
insurance policies, deeds, mortgages, and assignments of any of the
foregoing, and other valuable papers, including books of account
and other records used by the Insured in the conduct of its
business, and all other instruments similar to or in the nature of
the foregoing (but excluding all data processing records), (1) in
which the Insured has a legally cognizable interest, (2) in which
the Insured acquired or should have acquired such an interest by
reason of a predecessor’s declared financial condition at the time
of the Insured’s consolidation or merger with, or purchase of the
principal assets of, such predecessor or (3) which are held by the
Insured for any purpose or in any capacity.
|
AA.
|
“Securities”
means original negotiable or
non-negotiable agreements or instruments which represent an
equitable or legal interest, ownership or debt (including stock
certificates, bonds, promissory notes, and assignments thereof),
which are in the ordinary course of business transferable by
physical delivery with appropriate endorsement or assignment.
“Securities” does not include bills of exchange, acceptances,
certificates of deposit, checks, drafts, or other written orders or
directions to pay sums certain in money, due bills, money orders,
or letters of credit.
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BB.
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“Security
Company” means an entity
which provides or purports to provide the transport of Property by
secure means, including, without limitation, by use of armored
vehicles or guards.
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CC.
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“Self-Regulatory
Organization” means any
association of investment advisers or securities dealers registered
under the federal securities laws, or any Exchange.
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DD.
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“Shareholder of
Record” means the record
owner of shares issued by an Investment Company or, in the case of
joint ownership of such shares, all record owners, as designated
(1) in the initial account application, or (2) in writing
accompanied by a signature guarantee, or (3) pursuant to procedures
as set forth in the Application and/or as otherwise provided in
writing to the Underwriter.
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(1) |
all loss caused by any one act (other than a Dishonest or
Fraudulent Act) committed by one person, or
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(2) |
all loss caused by Dishonest or Fraudulent Acts committed by one
person, or
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(3) |
all expenses incurred with respect to any one audit or examination,
or
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(4) |
all loss caused by any one occurrence or event other than those
specified in subsections (1) through (3) above.
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All acts or omissions of one or more persons which directly or
indirectly aid or, by failure to report or otherwise, permit the
continuation of an act referred to in subsections (1) and (2) above
of any other person shall be deemed to be the acts of such other
person for purposes of this subsection.
All acts or occurrences or events which have as a common nexus any
fact, circumstance, situation, transaction or series of facts,
circumstances, situations, or transactions shall be deemed to be
one act, one occurrence, or one event.
FF.
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“Telefacsimile”
means a system of transmitting and
reproducing fixed graphic material (as, for example, printing) by
means of signals transmitted over telephone lines or over the
Internet.
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GG.
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“Written”
means expressed through letters or
marks placed upon paper and visible to the eye.
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SECTION 2. EXCLUSIONS
THIS BOND DOES NOT COVER:
A. |
Loss resulting from (1) riot or civil commotion outside the United
States of America and Canada, or (2) war, revolution, insurrection,
action by armed forces, or usurped power, wherever occurring;
except if such loss occurs while the Property is in transit, is
otherwise covered under Insuring Agreement D, and when such transit
was initiated, the Insured or any person initiating such transit on
the Insured’s behalf had no knowledge of such riot, civil
commotion, war, revolution, insurrection, action by armed forces,
or usurped power.
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B.
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Loss in time of peace or war resulting from nuclear fission or
fusion or radioactivity, or biological or chemical agents or
hazards, or fire, smoke, or explosion, or the effects of any of the
foregoing.
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C.
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Loss resulting from any Dishonest or Fraudulent Act committed by
any person while acting in the capacity of a member of the Board of
Directors or any equivalent body of the Insured or of any other
entity.
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D.
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Loss resulting from any nonpayment or other default of any loan or
similar transaction made by the Insured or any of its partners,
directors, officers or employees, whether or not authorized and
whether procured in good faith or through a Dishonest or Fraudulent
Act, unless such loss is otherwise covered under Insuring Agreement
A, E, or F.
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E.
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Loss resulting from any violation by the Insured or by any Employee
of any law, or any rule or regulation pursuant thereto or adopted
by a Self-Regulatory Organization, regulating the issuance,
purchase or sale of securities, securities transactions upon
security exchanges or over the counter markets, Investment
Companies, or investment advisers, unless such loss, in the absence
of such law, rule or regulation, would be covered under Insuring
Agreement A, E, or F.
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F.
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Loss resulting from Property that is the object of a Dishonest or
Fraudulent Act or Mysterious Disappearance while in the custody of
any Security Company, unless such loss is covered under this Bond
and is in excess of the amount recovered or received by the Insured
under (1) the Insured’s contract with such Security Company, and
(2) insurance or indemnity of any kind carried by such Security
Company for the benefit of, or otherwise available to, users of its
service, in which case this Bond shall cover only such excess,
subject to the applicable Limit of Liability and Deductible
Amount.
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G.
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Potential income, including but not limited to interest and
dividends, not realized by the Insured because of a loss covered
under this Bond, except when covered under Insuring Agreement
H.
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H.
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Loss in the form of (1) damages of any type for which the Insured
is legally liable, except direct compensatory damages, or (2)
taxes, fines, or penalties, including without limitation two-thirds
of treble damage awards pursuant to judgments under any statute or
regulation.
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I.
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Loss resulting from the surrender of Property away from an office
of the Insured as a result of kidnap, ransom, or extortion, or a
threat
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(1) |
to do bodily harm to any person, except where the Property is in
transit in the custody of any person acting as messenger as a
result of a threat to do bodily harm to such person, if the Insured
had no knowledge of such threat at the time such transit was
initiated, or
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(2) |
to do damage to the premises or Property of the Insured,
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unless such loss is otherwise covered under Insuring Agreement
A.
J.
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All costs, fees, and other expenses incurred by the Insured in
establishing the existence of or amount of loss covered under this
Bond, except to the extent certain audit expenses are covered under
Insuring Agreement B.
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K.
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Loss resulting from payments made to or withdrawals from any
account, involving funds erroneously credited to such account,
unless such loss is otherwise covered under Insuring Agreement
A.
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L.
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Loss resulting from uncollectible Items of Deposit which are drawn
upon a financial institution outside the United States of America,
its territories and possessions, or Canada.
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M.
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Loss resulting from the Dishonest or Fraudulent Acts or other acts
or omissions of an Employee primarily engaged in the sale of shares
issued by an Investment Company to persons other than (1) a person
registered as a broker under the Securities Exchange Act of 1934 or
(2) an “accredited investor” as defined in Rule 501(a) of
Regulation D under the Securities Act of 1933, which is not an
individual.
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N.
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Loss resulting from the use of credit, debit, charge, access,
convenience, identification, cash management or other cards,
whether such cards were issued or purport to have been issued by
the Insured or by anyone else, unless such loss is otherwise
covered under Insuring Agreement A.
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O.
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Loss resulting from any purchase, redemption or exchange of
securities issued by an Investment Company or other Insured, or any
other instruction, request, acknowledgement, notice or transaction
involving securities issued by an Investment Company or other
Insured or the dividends in respect thereof, when any of the
foregoing is requested, authorized or directed or purported to be
requested, authorized or directed by voice over the telephone or by
Electronic Transmission, unless such loss is otherwise covered
under Insuring Agreement A or Insuring Agreement I.
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P.
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Loss resulting from any Dishonest or Fraudulent Act or committed by
an Employee as defined in Section 1.N(2), unless such loss (1)
could not have been reasonably discovered by the due diligence of
the Insured at or prior to the time of acquisition by the Insured
of the assets acquired from a predecessor, and (2) arose out of a
lawsuit or valid claim brought against the Insured by a person
unaffiliated with the Insured or with any person affiliated with
the Insured.
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Q.
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Loss resulting from the unauthorized entry of data into, or the
deletion or destruction of data in, or the change of data elements
or programs within, any Computer System, unless such loss is
otherwise covered under Insuring Agreement A.
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R.
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Loss resulting from the theft, disappearance, destruction,
disclosure, or unauthorized use of confidential or personal
information (including, but not limited to, trade secrets, personal
shareholder or client information, shareholder or client lists,
personally identifiable financial or medical information,
intellectual property, or any other type of non-public
information), whether such information is owned by the Insured or
held by the Insured in any capacity (including concurrently with
another person); provided, however, this exclusion shall not apply
to loss arising out of the use of such information to support or
facilitate the commission of an act otherwise covered by this
Bond.
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S.
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All costs, fees, and other expenses arising from a data security
breach or incident, including, but not limited to, forensic audit
expenses, fines, penalties, expenses to comply with federal and
state laws and expenses related to notifying affected
individuals.
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T.
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Loss resulting from vandalism or malicious mischief.
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U.
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Loss resulting from the theft, disappearance, or destruction of
Cryptocurrency or from the change in value of Cryptocurrency,
unless such loss (1) is sustained by any investment company
registered under the Investment Company Act of 1940 that is named
as an Insured and (2) is otherwise covered under Insuring Agreement
A.
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SECTION 3. ASSIGNMENT OF RIGHTS
Upon payment to the Insured hereunder for any loss, the Underwriter
shall be subrogated to the extent of such payment to all of the
Insured’s rights and claims in connection with such loss; provided,
however, that the Underwriter shall not be subrogated to any such
rights or claims one named Insured under this Bond may have against
another named Insured under this Bond. At the request of the
Underwriter, the Insured shall execute all assignments or other
documents and take such action as the Underwriter may deem
necessary or desirable to secure and perfect such rights and
claims, including the execution of documents necessary to enable
the Underwriter to bring suit in the name of the Insured.
Assignment of any rights or claims under this Bond shall not bind
the Underwriter without the Underwriter’s written consent.
SECTION 4.
LOSS—NOTICE—PROOF—LEGAL
PROCEEDINGS
This Bond is for the use and benefit only of the Insured and the
Underwriter shall not be liable hereunder to anyone other than the
Insured. As soon as practicable and not more than sixty (60) days
after discovery of any loss covered hereunder, the Insured shall
give the Underwriter written notice thereof and, as soon as
practicable and within one year after such discovery, shall also
furnish to the Underwriter affirmative proof of loss with full
particulars. The Underwriter may extend the sixty-day notice period
or the one-year proof of loss period if the Insured requests an
extension and shows good cause therefor.
The Insured shall provide the Underwriter with such information,
assistance, and cooperation as the Underwriter may reasonably
request.
See also General Agreement C (Court Costs and Attorneys’
Fees).
The Underwriter shall not be liable hereunder for loss of
Securities unless each of the Securities is identified in such
proof of loss by a certificate or bond number or by such
identification means as the Underwriter may require. The
Underwriter shall have a reasonable period after receipt of a
proper affirmative proof of loss within which to investigate the
claim, but where the Property is Securities and the loss is clear
and undisputed, settlement shall be made within forty-eight (48)
hours even if the loss involves Securities of which duplicates may
be obtained.
The Insured shall not bring legal proceedings against the
Underwriter to recover any loss hereunder prior to sixty (60) days
after filing such proof of loss or subsequent to twenty-four (24)
months after the discovery of such loss or, in the case of a legal
proceeding to recover hereunder on account of any judgment against
the Insured in or settlement of any suit mentioned in General
Agreement C or to recover court costs or attorneys’ fees paid in
any such suit, twenty-four (24) months after the date of the final
judgment in or settlement of such suit. If any limitation in this
Bond is prohibited by any applicable law, such limitation shall be
deemed to be amended to be equal to the minimum period of
limitation permitted by such law.
Notice hereunder shall be given to Manager, Professional Liability
Claims, ICI Mutual Insurance Company, RRG, 1401 H St. NW,
Washington, DC 20005, with an electronic copy to
LegalSupport@icimutual.com.
SECTION 5. DISCOVERY
For all purposes under this Bond, a loss is discovered, and
discovery of a loss occurs, when the Insured
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(1) |
becomes aware of facts, or
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(2) |
receives notice of an actual or potential claim by a third party
which alleges that the Insured is liable under circumstances,
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which would cause a reasonable person to assume that a loss of a
type covered by this Bond has been or is likely to be incurred,
regardless of when the act or acts causing or contributing to such
loss occurred, even though the exact amount or details of the loss
may not be known.
SECTION 6. VALUATION OF PROPERTY
For the purpose of determining the amount of any loss hereunder,
the value of any Property shall be the market value of such
Property at the close of business on the first business day before
the discovery of such loss; except that
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(1) |
the value of any Property replaced by the Insured prior to the
payment of a claim therefor shall be the actual market value of
such Property at the time of replacement, but not in excess of the
market value of such Property on the first business day before the
discovery of the loss of such Property;
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(2) |
the value of Securities which must be produced to exercise
subscription, conversion, redemption or deposit privileges shall be
the market value of such privileges immediately preceding the
expiration thereof if the loss of such Securities is not discovered
until after such expiration, but if there is no quoted or other
ascertainable market price for such Property or privileges referred
to in clauses (1) and (2), their value shall be fixed by agreement
between the parties or by arbitration before an arbitrator or
arbitrators acceptable to the parties; and
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(3) |
the value of books of accounts or other records used by the Insured
in the conduct of its business shall be limited to the actual cost
of blank books, blank pages or other materials if the books or
records are reproduced plus the cost of labor for the transcription
or copying of data furnished by the Insured for reproduction.
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SECTION 7. LOST SECURITIES
The maximum
liability of the Underwriter hereunder for lost Securities shall be
the payment for, or replacement of, such Securities having an
aggregate value not to exceed the applicable Limit of Liability. If
the Underwriter shall make payment to the Insured for any loss
of Securities, the Insured shall assign to the
Underwriter all of the Insured’s right, title and interest in and
to such Securities. In lieu of such payment, the Underwriter may,
at its option, replace such lost Securities, and in such case the
Insured shall cooperate to effect such replacement. To effect the
replacement of lost Securities, the Underwriter may issue or
arrange for the issuance of a lost instrument bond. If the value of
such Securities does not exceed the applicable Deductible Amount
(at the time of the discovery of the loss), the Insured will pay
the usual premium charged for the lost instrument bond and will
indemnify the issuer of such bond against all loss and expense that
it may sustain because of the issuance of such
bond.
If the value of such Securities exceeds the applicable Deductible
Amount (at the time of discovery of the loss), the Insured will pay
a proportion of the usual premium charged for the lost instrument
bond, equal to the percentage that the applicable Deductible Amount
bears to the value of such Securities upon discovery of the loss,
and will indemnify the issuer of such bond against all loss and
expense that is not recovered from the Underwriter under the terms
and conditions of this Bond, subject to the applicable Limit of
Liability.
SECTION 8. SALVAGE
If any recovery is made, whether by the Insured or the Underwriter,
on account of any loss within the applicable Limit of Liability
hereunder, the Underwriter shall be entitled to the full amount of
such recovery to reimburse the Underwriter for all amounts paid
hereunder with respect to such loss. If any recovery is made,
whether by the Insured or the Underwriter, on account of any loss
in excess of the applicable Limit of Liability hereunder plus the
Deductible Amount applicable to such loss from any source other
than suretyship, insurance, reinsurance, security or indemnity
taken by or for the benefit of the Underwriter, the amount of such
recovery, net of the actual costs and expenses of recovery,
shall
be applied to reimburse the Insured in full for the portion of such
loss in excess of such Limit of Liability, and the remainder, if
any, shall be paid first to reimburse the Underwriter for all
amounts paid hereunder with respect to such loss and then to the
Insured to the extent of the portion of such loss within the
Deductible Amount. The Insured shall execute all documents which
the Underwriter deems necessary or desirable to secure to the
Underwriter the rights provided for herein.
SECTION 9. |
NON-REDUCTION AND NON-ACCUMULATION OF LIABILITY AND TOTAL
LIABILITY
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Prior to its termination, this Bond shall continue in force up to
the Limit of Liability for each Insuring Agreement for each Single
Loss, notwithstanding any previous loss (other than such Single
Loss) for which the Underwriter may have paid or be liable to pay
hereunder; PROVIDED, however, that regardless of the number of
years this Bond shall continue in force and the number of premiums
which shall be payable or paid, the liability of the Underwriter
under this Bond with respect to any Single Loss shall be limited to
the applicable Limit of Liability irrespective of the total amount
of such Single Loss and shall not be cumulative in amounts from
year to year or from period to period.
SECTION 10. |
MAXIMUM LIABILITY OF UNDERWRITER; OTHER BONDS OR POLICIES
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The maximum liability of the Underwriter for any Single Loss
covered by any Insuring Agreement under this Bond shall be the
Limit of Liability applicable to such Insuring Agreement, subject
to the applicable Deductible Amount and the other provisions of
this Bond. Recovery for any Single Loss may not be made under more
than one Insuring Agreement. If any Single Loss covered under this
Bond is recoverable or recovered in whole or in part because of an
unexpired discovery period under any other bonds or policies issued
by the Underwriter to the Insured or to any predecessor in interest
of the Insured, the maximum liability of the Underwriter shall be
the greater of either (1) the applicable Limit of Liability under
this Bond, or (2) the maximum liability of the Underwriter under
such other bonds or policies.
SECTION 11. |
OTHER
INSURANCE
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Notwithstanding anything to the contrary herein, if any loss
covered by this Bond shall also be covered by other insurance or
suretyship for the benefit of the Insured, the Underwriter shall be
liable hereunder only for the portion of such loss in excess of the
amount recoverable under such other insurance or suretyship, but
not exceeding the applicable Limit of Liability of this Bond.
SECTION 12. |
DEDUCTIBLE AMOUNT
|
The Underwriter shall not be liable under any Insuring Agreement
unless the amount of the loss covered thereunder, after deducting
the net amount of all reimbursement and/or recovery received by the
Insured with respect to such loss (other than from any other bond,
suretyship or insurance policy or as an advance by the Underwriter
hereunder) shall exceed the applicable Deductible Amount; in such
case the Underwriter shall be liable only for such excess, subject
to the applicable Limit of Liability and the other terms of this
Bond.
No Deductible Amount shall apply to any loss covered under Insuring
Agreement A sustained by any Investment Company named as an
Insured.
The Underwriter may terminate this Bond as to any Insured or all
Insureds only by written notice to such Insured or Insureds and, if
this Bond is terminated as to any Investment Company, to each such
Investment Company terminated thereby and to the Securities and
Exchange Commission, Washington, D.C., in all cases not less than
sixty (60) days prior to the effective date of termination
specified in such notice.
The Insured may terminate this Bond only by written notice to the
Underwriter not less than sixty (60) days prior to the effective
date of the termination specified in such notice. Notwithstanding
the foregoing, when the Insured terminates this Bond as to any
Investment Company, the effective date of termination shall be not
less than sixty (60) days from the date the Underwriter provides
written notice of the termination to each such Investment Company
terminated thereby and to the Securities and Exchange Commission,
Washington, D.C.
This Bond will terminate as to any Insured that is a Non-Fund
immediately and without notice upon (1) the takeover of such
Insured’s business by any State or Federal official or agency, or
by any receiver or liquidator, or (2) the filing of a petition
under any State or Federal statute relative to bankruptcy or
reorganization of the Insured, or assignment for the benefit of
creditors of the Insured.
Premiums are earned until the effective date of termination. The
Underwriter shall refund the unearned premium computed at short
rates in accordance with the Underwriter’s standard short rate
cancellation tables if this Bond is terminated by the Insured or
pro rata if this Bond is terminated by the Underwriter.
Upon the detection by any Insured that an Employee has committed
any Dishonest or Fraudulent Act(s), the Insured shall immediately
remove such Employee from a position that may enable such Employee
to cause the Insured to suffer a loss by any subsequent Dishonest
or Fraudulent Act(s). The Insured, within two (2) business days of
such detection, shall notify the Underwriter with full and complete
particulars of the detected Dishonest or Fraudulent Act(s).
For purposes of this section, detection occurs when any partner,
officer, or supervisory employee of any Insured, who is not in
collusion with such Employee, becomes aware that the Employee has
committed any Dishonest or Fraudulent Act(s).
This Bond shall terminate as to any Employee by written notice from
the Underwriter to each Insured and, if such Employee is an
Employee of an Insured Investment Company, to the Securities and
Exchange Commission, in all cases not less than sixty (60) days
prior to the effective date of termination specified in such
notice.
SECTION 14. |
RIGHTS AFTER TERMINATION
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At any time prior to the effective date of termination of this Bond
as to any Insured, such Insured may, by written notice to the
Underwriter, elect to purchase the right under this Bond to an
additional period of twelve (12) months within which to discover
loss sustained by such Insured prior to the effective date of such
termination and shall pay an additional premium therefor as the
Underwriter may require.
Such additional discovery period shall terminate immediately and
without notice upon the takeover of such Insured’s business by any
State or Federal official or agency, or by any receiver or
liquidator. Promptly after such termination the Underwriter shall
refund to the Insured any unearned premium.
The right to purchase such additional discovery period may not be
exercised by any State or Federal official or agency, or by any
receiver or liquidator, acting or appointed to take over the
Insured’s business.
SECTION 15. |
CENTRAL HANDLING OF SECURITIES
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The Underwriter shall not be liable for loss in connection with the
central handling of securities within the systems established and
maintained by any Depository (“Systems”), unless the amount of such
loss exceeds the amount recoverable or recovered under any bond or
policy or participants’ fund insuring the Depository against such
loss (the “Depository’s Recovery”); in such case the Underwriter
shall be liable hereunder only for the Insured’s share of such
excess loss, subject to the applicable Limit of Liability, the
Deductible Amount and the other terms of this Bond.
For determining the Insured’s share of such excess loss, (1) the
Insured shall be deemed to have an interest in any certificate
representing any security included within the Systems equivalent to
the interest the Insured then has in all certificates representing
the same security included within the Systems; (2) the Depository
shall have reasonably and fairly apportioned the Depository’s
Recovery among all those having an interest as recorded by
appropriate entries in the books and records of the Depository in
Property involved in such loss, so that each such interest shall
share in the Depository’s Recovery in the ratio that the value of
each such interest bears to the total value of all such interests;
and (3) the Insured’s share of such excess loss shall be the amount
of the Insured’s interest in such Property in excess of the
amount(s) so apportioned to the Insured by the Depository.
This Bond does not afford coverage in favor of any Depository or
Exchange or any nominee in whose name is registered any security
included within the Systems.
SECTION 16. |
ADDITIONAL COMPANIES INCLUDED AS INSURED
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If more than one entity is named as the Insured:
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A. |
the total liability of the Underwriter hereunder for each Single
Loss shall not exceed the Limit of Liability which would be
applicable if there were only one named Insured, regardless of the
number of Insured entities which sustain loss as a result of such
Single Loss,
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B. |
the Insured first named in Item 1 of the Declarations shall be
deemed authorized to make, adjust, and settle, and receive and
enforce payment of, all claims hereunder as the agent of each other
Insured for such purposes and for the giving or receiving of any
notice required or permitted to be given hereunder; provided, that
the Underwriter shall promptly furnish each named Insured
Investment Company with (1) a copy of this Bond and any amendments
thereto, (2) a copy of each formal filing of a claim hereunder by
any other Insured, and (3) notification of the terms of the
settlement of each such claim prior to the execution of such
settlement,
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C. |
the Underwriter shall not be responsible or have any liability for
the proper application by the Insured first named in Item 1 of the
Declarations of any payment made hereunder to the first named
Insured,
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D. |
for the purposes of Sections 4 and 13, knowledge possessed or
discovery made by any partner, officer or supervisory Employee of
any Insured shall constitute knowledge or discovery by every named
Insured,
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E. |
if the first named Insured ceases for any reason to be covered
under this Bond, then the Insured next named shall thereafter be
considered as the first named Insured for the purposes of this
Bond, and
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F. |
each named Insured shall constitute “the Insured” for all purposes
of this Bond.
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SECTION 17. |
NOTICE AND CHANGE OF CONTROL
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Within thirty (30) days after learning that there has been a change
in control of an Insured by transfer of its outstanding voting
securities the Insured shall give written notice to the Underwriter
of:
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A. |
the names of the transferors and transferees (or the names of the
beneficial owners if the voting securities are registered in
another name), and
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B. |
the total number of voting securities owned by the transferors and
the transferees (or the beneficial owners), both immediately before
and after the transfer, and
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C. |
the total number of outstanding voting securities.
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As used in this Section, “control” means the power to exercise a
controlling influence over the management or policies of the
Insured.
SECTION 18. |
CHANGE OR MODIFICATION
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This Bond may only be modified by written Rider forming a part
hereof over the signature of the Underwriter’s authorized
representative. Any Rider which modifies the coverage provided by
Insuring Agreement A, Fidelity, in a manner which adversely affects
the rights of an Insured Investment Company shall not become
effective until at least sixty (60) days after the Underwriter has
given written notice thereof to the Securities and Exchange
Commission, Washington, D.C., and to each Insured Investment
Company affected thereby.
SECTION 19. |
COMPLIANCE WITH APPLICABLE TRADE AND ECONOMIC SANCTIONS
|
This Bond shall not be deemed to provide any coverage, and the
Underwriter shall not be required to pay any loss or provide any
benefit hereunder, to the extent that the provision of such
coverage, payment of such loss or provision of such benefit would
cause the Underwriter to be in violation of any applicable trade or
economic sanctions, laws or regulations, including, but not limited
to, any sanctions, laws or regulations administered and enforced by
the U.S. Department of Treasury Office of Foreign Assets Control
(OFAC).
SECTION 20. |
ANTI-BUNDLING
|
If any Insuring Agreement requires that an enumerated type of
document be Counterfeit, or contain a Forgery or Alteration, the
Counterfeit, Forgery, or Alteration must be on or of the enumerated
document itself, not on or of some other document submitted with,
accompanying or incorporated by reference into the enumerated
document.
IN WITNESS WHEREOF, the Underwriter has caused this Bond to be
executed on the Declarations Page.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 1
INSURED
Neuberger Berman
Investment Advisers LLC
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BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
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In consideration of the premium charged for this Bond, it is hereby
understood and agreed that Item 1 of the Declarations, Name of
Insured, shall include (subject to the operation of and
restrictions contained within the “Insurance Regulatory Compliance
for Non-U.S. Operations Rider”) the following:
Neuberger Berman Asia Limited
Neuberger Berman BD LLC
Neuberger Berman Canada ULC (formerly, Neuberger Berman Breton Hill
ULC)
Neuberger Berman Investment Advisers LLC
Neuberger Berman Europe Limited
Neuberger Berman Advisers Management Trust, a series fund
consisting of:
o
|
International Equity Portfolio
|
o
|
Mid Cap Growth Portfolio
|
o
|
Mid Cap Intrinsic Value Portfolio
|
o
|
Short Duration Bond Portfolio
|
o
|
Sustainable Equity Portfolio
|
o
|
U.S. Equity Index PutWrite Strategy Portfolio
|
Neuberger Berman Equity Funds, a series fund consisting of:
o
|
Neuberger Berman Dividend Growth Fund
|
o
|
Neuberger Berman Emerging Markets Equity Fund
|
o
|
Neuberger Berman Equity Income Fund
|
o
|
Neuberger Berman Focus Fund
|
o
|
Neuberger Berman Genesis Fund
|
o
|
Neuberger Berman Global Real Estate Fund
|
o
|
Neuberger Berman Greater China Equity Fund
|
o
|
Neuberger Berman Guardian Fund
|
o
|
Neuberger Berman International Equity Fund
|
o
|
Neuberger Berman International Select Fund
|
o
|
Neuberger Berman International Small Cap Fund
|
o
|
Neuberger Berman Intrinsic Value Fund
|
o
|
Neuberger Berman Large Cap Value Fund
|
o
|
Neuberger Berman Mid Cap Growth Fund
|
o
|
Neuberger Berman Mid Cap Intrinsic Value Fund
|
o
|
Neuberger Berman Multi-Cap Opportunities Fund
|
o
|
Neuberger Berman Real Estate Fund
|
o
|
Neuberger Berman Small Cap Growth Fund
|
o
|
Neuberger Berman Sustainable Equity Fund
|
o
|
Neuberger Berman U.S. Equity Impact Fund
|
Neuberger Berman Income Funds, a series fund consisting of:
o
|
Neuberger Berman Core Bond Fund
|
o
|
Neuberger Berman Emerging Markets Debt Fund
|
o
|
Neuberger Berman Floating Rate Income Fund
|
o
|
Neuberger Berman High Income Bond Fund
|
o
|
Neuberger Berman Municipal High Income Fund
|
o
|
Neuberger Berman Municipal Intermediate Bond Fund
|
o
|
Neuberger Berman Municipal Impact Fund
|
o
|
Neuberger Berman Short Duration Bond Fund
|
o
|
Neuberger Berman Strategic Income Fund
|
Neuberger Berman Alternative Funds, a series fund consisting
of:
o
|
Neuberger Berman Absolute Return Multi-Manager Fund
|
o
|
Neuberger Berman Commodity Strategy Fund
|
o
|
Neuberger Berman Global Allocation Fund
|
o
|
Neuberger Berman Long Short Fund
|
o
|
Neuberger Berman U.S. Equity Index PutWrite Strategy Fund
|
Neuberger Berman ETF Trust, a series fund consisting of:
o
|
Neuberger Berman Carbon Transition & Infrastructure ETF
|
o
|
Neuberger Berman Disrupters ETF
|
o
|
Neuberger Berman Next Generation Connected Consumer ETF
|
Neuberger Berman California Municipal Fund Inc.
Neuberger Berman High Yield Strategies Fund Inc.
Neuberger Berman MLP and Energy Income Fund Inc.
Neuberger Berman Municipal Fund Inc.
Neuberger Berman New York Municipal Fund Inc.
Neuberger Berman Next Generation Connectivity Fund Inc.
Neuberger Berman Real Estate Securities Income Fund Inc.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL INSURANCE COMPANY,
a Risk Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER NO. 2
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that this
Bond (other than Insuring Agreements C and D) does not cover loss
resulting from or in connection with any business, activities, or
acts or omissions of (including services rendered by) any Insured
which is not an Insured Fund
(“Non-Fund Insured”) or any Employee of a Non-Fund Insured,
except
loss, otherwise covered by the terms of this Bond, resulting from
or in connection with (1) services rendered by a Non-Fund
Insured to an Insured Fund, or to shareholders of such Fund in
connection with the issuance, transfer, or redemption of their Fund
shares, or (2) in the case of a Non-Fund Insured substantially all
of whose business is rendering the services described in (1) above,
the general business, activities or operations of such Non-Fund
Insured, excluding (a) the
rendering of services (other than those described in (1) above) to
any person, or (b) the sale of goods or property of any kind.
It is further understood and agreed that with respect to any
Non-Fund Insured, Insuring Agreements C and D only cover loss of
Property which a Non-Fund Insured uses or holds, or in which a
Non-Fund Insured has an interest, in each case wholly or partially
in connection with the rendering of services by a Non-Fund Insured
to an Insured Fund, or to shareholders of such Fund in connection
with the issuance, transfer, or redemption of their Fund
shares.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 3
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium
charged for this Bond, it is hereby understood and agreed that the
exclusion set forth at Section 2.M of this Bond shall not apply
with respect to loss resulting from the Dishonest or Fraudulent
Acts or other acts or omissions of an Employee in connection with
offers or sales of securities issued by an Insured Fund if such
Employee (a) is an employee of that Fund or of its investment
adviser, principal underwriter, or affiliated transfer agent, and
(b) is communicating with purchasers of such securities only in
person in an office of an Insured or by telephone or in writing,
and (c) does not receive commissions on such sales; provided, that such
Dishonest or Fraudulent Acts or other acts or omissions do not
involve, and such loss does not arise from, a statement or
representation which is not (1) contained
in a currently effective prospectus or statement of additional
information regarding such securities, which has been filed with
the Securities and Exchange Commission, or (2) made as part of a
scripted response to a question regarding that Fund or such
securities, if the script has been filed with, and not objected to
by, the Financial Industry Regulatory Authority, Inc.; and if the
entire scripted response has been read to the caller, and if any
response concerning the performance of such securities is not
outdated.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 4
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the Deductible Amount for Insuring
Agreement E, Forgery or Alteration, and Insuring Agreement F,
Securities, shall not apply with respect to loss through Forgery of
a signature on the following documents:
|
(1) |
letter requesting
redemption of $100,000 or less payable by check to the Shareholder
of Record and sent to an Authorized Address; or
|
|
(2) |
letter requesting
redemption of $100,000 or less by wire transfer to the Shareholder
of Record of an Authorized Bank Account; or
|
|
(3) |
written request to a
trustee or custodian for a Designated Retirement Account (“DRA”)
which holds shares of an Insured Fund, where such request (a)
purports to be from or at the instruction of the Owner of such DRA,
and (b) directs such trustee or custodian to transfer $100,000 or
less from such DRA to a trustee or custodian for another DRA
established for the benefit of such Owner;
|
provided, that the Limit of
Liability for a Single Loss as described above shall be $100,000
and that the Insured shall bear 20% of each such loss. This Rider
shall not apply in the case of any such Single Loss which exceeds
$100,000; in such case the Deductible Amounts and Limits of
Liability set forth in Item 3 of the Declarations shall
control.
For purposes of this Rider:
|
(A) |
“Designated Retirement
Account” means any retirement plan or account described or
qualified under the Internal Revenue Code of 1986, as amended, or a
subaccount thereof.
|
|
(B) |
“Owner” means the
individual for whose benefit the DRA, or a subaccount thereof, is
established.
|
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 5
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that this Bond does not cover any loss
resulting from or in connection with the acceptance of any Third
Party Check, unless
|
(1) |
such Third Party Check
is used to open or increase an account which is registered in the
name of one or more of the payees on such Third Party Check,
and
|
|
(2) |
reasonable efforts are
made by the Insured, or by the entity receiving Third Party Checks
on behalf of the Insured, to verify all endorsements on all Third
Party Checks made payable in amounts greater than $100,000
(provided, however, that the isolated failure to make such efforts
in a particular instance will not preclude coverage, subject to the
exclusions herein and in the Bond),
|
and then only to the extent such loss is otherwise covered under
this Bond.
For purposes of this Rider, “Third Party Check” means a check made
payable to one or more parties and offered as payment to one or
more other parties.
It is further understood and agreed that notwithstanding anything
to the contrary above or elsewhere in the Bond, this Bond does not
cover any loss resulting from or in connection with the acceptance
of a Third Party Check where:
|
(1) |
any payee on such
Third Party Check reasonably appears to be a corporation or other
entity; or
|
|
(2) |
such Third Party Check
is made payable in an amount greater than $100,000 and does not
include the purported endorsements of all payees on such Third
Party Check.
|
It is further understood and agreed that this Rider shall not apply
with respect to any coverage that may be available under Insuring
Agreement A, “Fidelity.”
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 6
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
NEWLY CREATED INVESTMENT
COMPANIES
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that, notwithstanding anything to the
contrary in General Agreement A of this Bond, Item 1 of the
Declarations shall include any Newly Created Investment Company,
provided that the Underwriter receives, at least annually, a report
that lists (1) all Newly Created Investment Companies created over
the preceding twelve months, and (2) the estimated net assets of
each Newly Created Investment Company as of the date of the
report.
For purposes of this Rider, “Newly Created Investment Company”
shall mean any Investment Company or series thereof
(notwithstanding that such Investment Company’s or series’
registration under the Investment Company Act of 1940 may not yet
be effective), which Investment Company or series (1) was not yet
created as of the inception of the Bond Period, and (2) has (or
upon registration will have) directors who are identical to the
directors of another Insured Fund (other than another Newly Created
Investment Company).
It is further understood and agreed that the title in this Rider is
included solely for convenience and shall not itself be deemed to
be a term or condition of coverage, or a description or
interpretation thereof.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 7
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration for the premium
charged for this Bond, it is hereby understood and agreed that
notwithstanding anything to the contrary in this Bond (including
Insuring Agreement I), this Bond does not cover any loss resulting
from any Online Redemption(s) or Online Purchase(s) involving an
aggregate amount in excess of Five Hundred Thousand Dollars
($500,000) per shareholder account per day, unless before such
redemption(s) or purchase(s), in a procedure initiated by the
Insured or by the entity receiving the request for such Online
Redemption(s) or Online Purchase(s):
|
(a) |
the Shareholder of
Record verifies, by some method other than an Electronic
Transmission effected over the Internet, that each such redemption
or purchase has been authorized, and
|
|
(b) |
if such redemption or
purchase is to be effected by wire to or from a particular bank
account, a duly authorized employee of the bank verifies the
account number to or from which funds are being transferred, and
that the name on the account is the same as the name of the
intended recipient of the proceeds.
|
It is further understood and agreed that, notwithstanding the Limit
of Liability set forth herein or any other provision of this Bond,
the Limit of Liability with respect to any Single Loss caused by an
Online Transaction shall be Twenty Million Dollars ($20,000,000) and the Deductible Amount
applicable to any such Single Loss is One Hundred Fifty Thousand Dollars
($150,000).
It is further understood and agreed that, notwithstanding Section
9, Non-Reduction and Non-Accumulation of Liability and Total
Liability, or any other provision of this Bond, the Aggregate Limit
of Liability of the Underwriter under this Bond with respect to any
and all loss or losses caused by Online Transactions shall be an
aggregate of Twenty
Million Dollars ($20,000,000) for the Bond Period,
irrespective of the total amount of such loss or losses.
For purposes of this Rider, the following terms shall have the
following meanings:
“Online Purchase” means any purchase of shares issued by an
Investment Company, which purchase is requested through an
Electronic Transmission over the Internet.
“Online Redemption” means any redemption of shares issued by an
Investment Company, which redemption is requested through an
Electronic Transmission over the Internet.
“Online Transaction” means any Phone/Electronic Transaction
requested through an Electronic Transmission over the
Internet.
Except as above stated, nothing herein shall be held to alter,
waive, or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 8
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration for the premium
charged for this Bond, it is hereby understood and agreed that,
with respect to Insuring Agreement I only, the Deductible Amount
set forth in Item 3 of the Declarations (“Phone/Electronic
Deductible”) shall not apply with respect to a Single Loss,
otherwise covered by Insuring Agreement I, caused by:
(1)
|
a Phone/Electronic Redemption requested to be paid or made payable
by check to the Shareholder of Record and sent to an Authorized
Address; or
|
(2)
|
a Phone/Electronic Redemption requested to be paid or made payable
by wire transfer to the Shareholder of Record at an Authorized Bank
Account,
|
provided, that the Limit of
Liability for a Single Loss as described in (1) or (2) above shall
be the lesser of 80% of such loss or $80,000 and that the Insured shall bear the
remainder of each such Loss. This Rider shall not apply if
the application of the Phone/Electronic Deductible to the Single
Loss would result in coverage of greater than $80,000; in such case
the Phone/Electronic Deductible and Limit of Liability set forth in
Item 3 of the Declarations shall control.
For purposes of
this Rider, “Phone/Electronic Redemption” means any redemption of
shares issued by an Investment Company, which redemption is requested (a) by
voice over the telephone,
(b) through an automated telephone tone or voice response system,
(c) by Telefacsimile, or (d) by transmission over the
Internet.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 9
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that Section 1.N. Definition of Employee is
amended to include
|
“(10) |
each individual
assigned temporarily by an Insured to perform the usual duties of
an employee in any office of the Insured provided that such an
individual has successfully completed a background check consisting
of all of the following:
|
(a) contacting
previous employers,
(b) contacting
personal references, and
(c) utilizing
private investigation agency”
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 10
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
Most property and casualty
insurers, including ICI Mutual Insurance Company, a Risk Retention
Group (“ICI Mutual”), are subject to the requirements of the
Terrorism Risk Insurance Act of 2002, as amended (the “Act”). The
Act establishes a federal insurance backstop under which ICI Mutual
and these other insurers may be partially reimbursed by the United
States Government for future “insured
losses” resulting from certified “acts of
terrorism.” (Each of these bolded
terms is defined by the Act.) The Act also places certain
disclosure and other obligations on ICI Mutual and these other
insurers.
Pursuant to the Act, any future losses to ICI Mutual caused by
certified “acts of
terrorism” may be partially reimbursed by the United Sates
government under a formula established by the Act. Under this
formula, the United States government would generally reimburse ICI
Mutual for the Federal Share of Compensation of ICI Mutual’s
“insured losses” in excess
of ICI Mutual’s “insurer
deductible” until total “insured losses” of all participating
insurers reach $100 billion (the “Cap on Annual Liability”). If
total “insured losses” of
all property and casualty insurers reach the Cap on Annual
Liability in any one calendar year, the Act limits U.S. Government
reimbursement and provides that the insurers will not be liable
under their policies for their portions of such losses that exceed
such amount. Amounts otherwise payable under this Bond may be
reduced as a result.
This Bond has no express exclusion for “acts of terrorism.” However, coverage
under this Bond remains subject to all applicable terms,
conditions, and limitations of the Bond (including exclusions) that
are permissible under the Act.
The portion of the premium that is attributable to any coverage
potentially available under the Bond for “acts of terrorism” is one percent
(1%) and does not
include any charges for the portion of loss that may be covered by
the U.S. Government under the Act
As used herein, “Federal Share of Compensation” shall mean 80%
beginning on January 1, 2020.
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 11
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that the sixth paragraph of Section 13 of
this Bond is amended to read as follows:
“For purposes of this section, detection occurs when the Chief
Executive Officer, Chief Compliance Officer, Chief Financial
Officer, Chief Legal Officer, Chief Operating Officer, who is not
in collusion with such Employee, becomes aware that the Employee
has committed any Dishonest or Fraudulent Act(s).”
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 12
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that notwithstanding Section 2.Q of this
Bond, this Bond is amended by adding an additional Insuring
Agreement J as follows:
J. COMPUTER
SECURITY
Loss (including loss of Property) resulting directly from Computer
Fraud; provided, that the Insured has adopted in writing and
generally maintains and follows during the Bond Period all Computer
Security Procedures. The isolated failure of the Insured to
maintain and follow a particular Computer Security Procedure in a
particular instance will not preclude coverage under this Insuring
Agreement, subject to the specific exclusions herein and in the
Bond.
|
1. |
Definitions. The following
terms used in this Insuring Agreement shall have the following
meanings:
|
|
a. |
“Authorized User”
means any person or entity designated by the Insured (through
contract, assignment of User Identification, or otherwise) as
authorized to use a Covered Computer System, or any part
thereof. An individual who
invests in an Insured Fund shall not be considered to be an
Authorized User solely by virtue of being an investor.
|
|
b. |
“Computer Fraud” means
the unauthorized entry of data into, or the deletion or destruction
of data in, or change of data elements or programs within, a
Covered Computer System which:
|
|
(1) |
is committed by any
Unauthorized Third Party anywhere, alone or in collusion with other
Unauthorized Third Parties; and
|
|
(2) |
is committed with the
conscious manifest intent (a) to cause the Insured to sustain a
loss, and (b) to obtain financial benefit for the
perpetrator or any other person; and
|
|
(3) |
causes (x) Property to
be transferred, paid or delivered; or (y) an account of the
Insured, or of its customer, to be added, deleted, debited or
credited; or (z) an unauthorized or fictitious account to be
debited or credited.
|
|
c. |
“Computer Security
Procedures” means procedures for prevention of unauthorized
computer access and use and administration of computer access and
use as provided in writing to the Underwriter.
|
|
d. |
“Covered Computer
System” means any Computer System as to which the Insured has
possession, custody and control.
|
|
e. |
“Unauthorized Third
Party” means any person or entity that, at the time of the Computer
Fraud, is not an Authorized User.
|
|
f. |
“User Identification”
means any unique user name (i.e., a series of characters) that is
assigned to a person or entity by the Insured.
|
|
2. |
Exclusions. It is further
understood and agreed that this Insuring Agreement J shall not
cover:
|
|
a. |
Any loss covered under
Insuring Agreement A, “Fidelity,” of this Bond; and
|
|
b. |
Any loss resulting
from the intentional failure to adhere to one or more Computer
Security Procedures; and
|
|
c. |
Any loss resulting
from a Computer Fraud committed by or in collusion with:
|
|
(1) |
any Authorized User
(whether a natural person or an entity); or
|
|
(2) |
in the case of any
Authorized User which is an entity, (a) any director, officer,
partner, employee or agent of such Authorized User, or (b) any
entity which controls, is controlled by, or is under common control
with such Authorized User (“Related Entity”), or (c) any director,
officer, partner, employee or agent of such Related Entity;
or
|
|
(3) |
in the case of any
Authorized User who is a natural person, (a) any entity for which
such Authorized User is a director, officer, partner, employee or
agent (“Employer Entity”), or (b) any director, officer, partner,
employee or agent of such Employer Entity, or (c) any entity which
controls, is controlled by, or is under common control with such
Employer Entity (“Employer-Related Entity”), or (d) any director,
officer, partner, employee or agent of such Employer-Related
Entity;
|
and
|
d. |
Any loss resulting
from physical damage to or destruction of any Covered Computer
System, or any part thereof, or any data, data elements or media
associated therewith; and
|
|
e. |
Any loss not directly
and proximately caused by Computer Fraud (including, without
limitation, disruption of business and extra expense);
and
|
|
f. |
Payments made to any
person(s) who has threatened to deny or has denied authorized
access to a Covered Computer System or otherwise has threatened to
disrupt the business of the Insured.
|
For purposes of this Insuring Agreement, “Single Loss,” as defined
in Section 1.EE of this Bond, shall also include all loss caused by
Computer Fraud(s) committed by one person, or in which one person
is implicated, whether or not that person is specifically
identified. A series of losses involving unidentified individuals,
but arising from the same method of operation, may be deemed by the
Underwriter to involve the same individual and in that event shall
be treated as a Single Loss.
It is further understood and agreed that nothing in this Rider
shall affect the exclusion set forth in Section 2.O of this
Bond.
Coverage under this Insuring Agreement shall terminate upon
termination of this Bond. Coverage under this Insuring Agreement
may also be terminated without terminating this Bond as an
entirety:
|
(a) |
by written notice from
the Underwriter not less than sixty (60) days prior to the
effective date of termination specified in such notice; or
|
|
(b) |
immediately by written
notice from the Insured to the Underwriter.
|
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 13
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
SOCIAL
ENGINEERING FRAUD
In consideration of the premium charged for this Bond, it is hereby
understood and agreed that this Bond is amended by adding an
additional Insuring Agreement M, as follows:
M. Social
Engineering Fraud
Loss resulting directly from the Insured, in good faith,
transferring, paying, or delivering money from its own account as a
direct result of a Social Engineering Fraud;
PROVIDED, that the entity receiving such request generally
maintains and follows during the Bond Period all Social Engineering
Security Procedures.
The Limit of Liability for a Single Loss under this Insuring
Agreement M shall be the lesser of (a) 50% of the amount by
which such Single Loss exceeds the Deductible Amount or (b)
$1,000,000 (One Million Dollars), and the Insured shall bear the
remainder of any such Single Loss. The Deductible Amount for this
Insuring Agreement M is $150,000 (One Hundred Fifty Thousand
Dollars).
Notwithstanding any other provision of this Bond, the aggregate
Limit of Liability under this Bond with respect to any and all loss
or losses under this Insuring Agreement M shall be $1,000,000 (One
Million Dollars) for the Bond Period, irrespective of the total
amount of such loss or losses.
This Insuring Agreement M does not cover loss covered under any
other Insuring Agreement of this Bond.
It is further understood and agreed that for purposes of this
rider:
|
1. |
“Communication” means
an instruction that (a) directs an Employee to transfer, pay, or
deliver money from the Insured’s own account, (b) contains a
material misrepresentation of fact, and (c) is relied upon by the
Employee, believing it to be true.
|
|
2. |
“Social Engineering
Fraud” means the intentional misleading of an Employee through the
use of a Communication, where such Communication:
|
|
(a) |
is transmitted to the
Employee in writing, by voice over the telephone, or by Electronic
Transmission;
|
|
(b) |
is made by an
individual who purports to be (i) an Employee who is duly
authorized by the Insured to instruct another Employee to transfer,
pay, or deliver money, or (ii) an officer or employee of a
Vendor who is duly authorized by the Insured to instruct an
Employee to transfer, pay, or deliver money; and
|
|
(c) |
is unauthorized,
dishonest or fraudulent and is made with the manifest intent to
deceive.
|
|
3. |
“Social Engineering
Security Procedures” means security procedures intended to prevent
Social Engineering Fraud as set forth in the Application and/or as
otherwise provided in writing to the Underwriter.
|
|
4. |
“Vendor” means any
entity or individual that provides goods or services to the Insured
under a pre-existing, written agreement.
|
Except as above stated, nothing herein shall be held to alter,
waive, or extend any of the terms of this Bond.
ICI MUTUAL
INSURANCE COMPANY,
a Risk
Retention Group
INVESTMENT COMPANY BLANKET BOND
RIDER
NO. 14
INSURED
Neuberger Berman
Investment Advisers LLC
|
BOND NUMBER
87164122B
|
April 30, 2022
|
BOND
PERIOD
April 30, 2022 to April 30,
2023
|
AUTHORIZED
REPRESENTATIVE
/S/ Catherine Dalton
|
|
|
|
INSURANCE
REGULATORY COMPLIANCE FOR NON-U.S. OPERATIONS RIDER
In consideration of the premium charged for this Bond, it is hereby
understood and agreed as follows:
1. |
Interpretation:
This rider shall be interpreted with
due regard to the intention of the parties, which is to provide
specified Bond coverage to (a) Foreign Entities and (b) U.S.
Entities for Financial Interest Losses, where permitted, subject to
adherence to applicable laws and regulations.
|
2. |
Compliance with
Applicable Laws and Regulations of Foreign Jurisdictions Regarding
Use of Non-Admitted Insurance: Notwithstanding that one or more Foreign
Entities may be included in the definition of “Insured” in Item 1
of the Declarations (as modified by Rider No. 1 or other
rider), this Bond does not insure, and the Underwriter shall not be
required to pay any loss sustained by, or to provide any benefit
hereunder to or on behalf of, any Foreign Entity if doing so would
cause the Underwriter or such Foreign Entity or any Insured to be
in violation of applicable laws or regulations of any Associated
Foreign Jurisdiction regarding the use of Non-Admitted Insurance or
the making or acceptance of payments thereunder (“Prohibited
Associated Foreign Jurisdiction”). Examples of Prohibited
Associated Foreign Jurisdictions to which this Part 2 applies shall
include but not be limited to the following jurisdictions: Japan,
Brazil, India, and China.
|
3. |
Financial
Interest Loss Coverage Extension: If permissible pursuant to applicable laws and
regulations, a Financial Interest Loss incurred by a U.S. Entity
shall be deemed to be a loss sustained by such U.S. Entity for
purposes of Section 10 (“Maximum Liability of Underwriter; Other
Bonds or Policies”) of this Bond, such that coverage under this
Bond may extend to a U.S. Entity for its Financial Interest Loss,
subject to all of the terms, conditions and limitations of this
Bond (including all terms, conditions and limitations of this
rider).
|
4. |
Good Faith
Efforts to Resolve Questions: In the event that issues arise regarding the
application of Part 2 or Part 3 of this rider in the context of a
particular situation, representatives of the Underwriter and of a
U.S. Entity (acting on behalf of a Foreign Entity if the issue
involves Part 2, or on behalf of the U.S. Entity if the issue
involves Part 3) shall seek in good faith to resolve such issues to
their mutual satisfaction. If the representatives cannot reach a
mutually acceptable resolution on their own, they shall in good
faith consider soliciting expert outside
|
|
guidance to assist them in resolving
the issues, with the costs and fees of such expert to be shared
equally as between the Underwriter and the U.S. Entity. If the
representatives are unable to resolve the issues following these
good faith efforts to do so, nothing herein shall preclude the U.S.
Entity or the Underwriter from thereafter commencing a judicial
proceeding to resolve the issues, provided, however, that such a
proceeding (i) may not be commenced earlier than ninety (90) days
after the representatives have completed the good faith efforts
described herein, and (ii) must be in compliance with Part 5.d of
this rider.
|
|
a. |
Locally Admitted
Insurance: Without
otherwise limiting Section 11 (“Other Insurance”) of this Bond or
the terms (including, without limitation, Parts 2 and 3) of this
rider, any coverage that may otherwise be available under this
rider and this Bond for (1) any loss sustained by any Foreign
Entity, and/or (2) any Financial Interest Loss sustained by any
U.S. Entity, shall be specifically excess of, and shall not
contribute with, any coverage available under any Locally Admitted
Insurance. A Foreign Entity or U.S. Entity may, however, credit any
amount recovered under any Locally Admitted Insurance against the
Deductible Amount applicable to a related loss or Financial
Interest Loss for which coverage is available under this Bond and
this rider, provided that such recovered amount constitutes loss
for which coverage would otherwise have been available under the
terms of both this rider and Bond.
|
|
b. |
U.S. Entity as
Representative: Notwithstanding anything to the contrary in the
first paragraph of Section 4 of this Bond, unless otherwise agreed
to by the Underwriter in writing: (1) a U.S. Entity shall act on
behalf of all Foreign Entities with respect to all information or
payments provided to or by the Underwriter under this Bond; (2) a
Foreign Entity shall have no right to provide any such information
or payments directly to, or to receive any such information or
payments directly from, the Underwriter; and (3) the Underwriter
shall have no obligation to receive any information or payments
directly from, or to provide any such information or payments
directly to, any Foreign Entity. The “information or payments”
referenced above shall include, without limitation: notice
and an affirmative proof of loss under Section 4 of this
Bond; notice of termination under Section 13 of this Bond; notice
of a change in control under Section 17 of this Bond;
information, assistance, and cooperation to the Underwriter with
regard to the Application or any Bond claim; premiums payable and
any return premiums that may be due under this Bond; any loss that
may be payable under this Bond; any riders issued to form a part of
this Bond; and the exercising or declining the exercise of any
right to a discovery period under Section 14 of this
Bond.
|
|
c. |
Treatment of
Financial Interest Loss: As
the context and logic may demand or suggest, the duties,
obligations and rights of Insureds and the Underwriter under this
Bond with regard to a loss shall be deemed to apply to a U.S.
Entity with regard to a Financial Interest Loss. Thus, by way of
illustration, and without limitation:
|
|
(1) |
Duties and
Obligations of a U.S. Entity: Bond provisions obligating Insureds to provide
notice and proof of loss (Section 4), to reimburse the Underwriter
for a recovery (Section 8), and to take action upon detection that
an Employee has committed any Dishonest or Fraudulent Act(s)
(Section 13), shall apply to a U.S. Entity with respect to any
matter involving a Foreign Entity that may result in a Financial
Interest Loss.
|
|
(2) |
Deductibles:
Bond provisions regarding Deductible
Amounts (Section 12) shall apply to a Financial Interest
Loss.
|
|
(3) |
Discovery
Period: Bond provisions
affording Insureds with rights to a discovery period (Section 14)
shall apply to a U.S. Entity with respect to any matter involving a
Foreign Entity that may result in a Financial Interest
Loss.
|
|
(4) |
Sanctions:
Bond provisions relating to
violations of applicable trade or economic sanctions, laws or
regulations (Section 19) shall apply to a Financial Interest
Loss.
|
|
d. |
Actions Against
the Underwriter: No action
involving any Foreign Entity as a party, or otherwise relating to
any Foreign Entity, may be brought against the Underwriter anywhere
other than in a court within the State of Vermont in the United
States of America. In the case of any such action, this policy
shall be governed by and construed and enforced only in accordance
with the internal laws of the State of Vermont (without reference
to choice of law doctrine applicable in such state), and the
English text as it appears in this Bond.
|
|
e. |
Definition of
“Fund” or “Investment Company”: With regard to loss sustained by a Foreign
Entity or a Financial Interest Loss, the term “Fund” or “Investment
Company,” except as used in Sections 12, 13, 16, and 18 of this
Bond, shall be deemed to include any Foreign Entity that is a
Foreign Fund.
|
|
f. |
Definition of
“Self-Regulatory Organization”: With regard to loss sustained by a Foreign
Entity or a Financial Interest Loss, the term “Self-Regulatory
Organization,” as
used in Insuring Agreement B., Audit Expense, Insuring Agreement
F., Securities, and Section 2.E of this Bond only, shall be deemed
to include any association or organization of investment advisers
or securities dealers registered or authorized under the securities
laws of a Foreign Jurisdiction or any securities exchange
registered with any Foreign Jurisdiction.
|
|
g. |
Termination:
Notwithstanding anything to the
contrary in Section 13 (“Termination”) or any other provision of
this Bond, this Bond shall terminate immediately as to any Foreign
Entity without prior notice to such Foreign Entity:
|
|
(1) |
if there is a change
in control (as defined in Section 17 of this Bond) of such Foreign
Entity by transfer of its outstanding voting securities or
otherwise, or
|
|
(2) |
if such Foreign Entity
shall merge or consolidate with an entity such that the Foreign
Entity is the surviving entity, or purchase or otherwise acquire
any other entity or substantially all the assets of another entity,
or acquire or create a Subsidiary or separate investment
portfolio,
|
unless, prior to such change
in control, or merger or consolidation, or purchase, or acquisition
or creation, respectively (“Event”), the Foreign Entity notifies
the Underwriter in writing of the impending Event and the
Underwriter, in its sole discretion, determines to continue the
Bond upon such terms and conditions as the Underwriter may deem
appropriate.
|
h. |
Title and
Headings: The title and
headings in this rider are included solely for convenience and
shall not themselves be deemed to be terms or conditions of
coverage, or descriptions or interpretations thereof.
|
6. Definitions:
As used in this rider:
|
a. |
“Associated Foreign
Jurisdiction” means a Foreign Jurisdiction in which a Foreign
Entity is (1) organized; (2) domiciled; or (3) is operating or
conducting business.
|
|
b. |
“Financial Interest
Loss” means the actual financial loss that a U.S. Entity itself
sustains from Foreign Entity Loss incurred by a Foreign Entity,
which financial loss is sustained by the U.S. Entity solely and
directly as a result of:
|
|
(1) |
its financial interest
in such Foreign Entity; and/or
|
|
(2) |
any lawful
pre-existing obligation it has to indemnify such Foreign Entity for
all or part of such Foreign Entity Loss.
|
For the purposes of this Bond the amount of a Financial Interest
Loss shall be capped at the amount of the relevant associated
Foreign Entity Loss.
|
c. |
“Foreign Entity”
means:
|
|
(1) |
any Non-Fund included
as an Insured in Item No. 1 of the Declarations (as modified by
Rider No. 1 or other rider) that (i) is a Subsidiary of a U.S.
Entity, (ii) is organized or domiciled in a Foreign Jurisdiction,
and (iii) is not a Foreign Fund;
|
|
(2) |
any Foreign Fund
included as an “Insured” in Item No. 1 of the Declarations (as
modified by Rider No. 1 or other rider); and
|
|
(3) |
a U.S. Entity, but
only insofar as such U.S. Entity conducts business through a branch
in or undertakes any other operations in a Foreign
Jurisdiction.
|
|
d. |
“Foreign Entity Loss”
means that part of the loss, liability or expense incurred by a
Foreign Entity (net of any sums available therefor to that Foreign
Entity under any Locally Admitted Insurance) which would have been
payable under this Bond but for the fact that Part 2 of this rider
is applicable.
|
|
e. |
“Foreign Fund” means
any entity included as an Insured in Item No. 1 of the Declarations
(as modified by Rider No. 1 or other rider) that (1) is an
investment company, mutual fund, unit investment trust, closed-end
fund, mutual investment fund, investment trust or any other similar
investment vehicle, (2) is not registered under the Investment
Company Act of 1940, and (3) is organized or domiciled in a Foreign
Jurisdiction.
|
|
f. |
“Foreign Jurisdiction”
means a jurisdiction outside the United States of America.
|
|
g. |
“Locally Admitted
Insurance” means any financial institution bond or similar
insurance instrument issued by an insurer that is admitted,
licensed or authorized in an Associated
|
|
|
Foreign Jurisdiction,
which bond or instrument provides coverage to a Foreign Entity in
the relevant Associated Foreign Jurisdiction.
|
|
h. |
“Non-Admitted
Insurance” means any financial institution bond, or similar
insurance instrument, to the extent that bond or instrument
purports to provide coverage to a corporation or other entity which
is organized, domiciled, or otherwise operating or conducting
business in a Foreign Jurisdiction in which the concerned insurer
is not admitted, licensed, or authorized.
|
|
i. |
“Subsidiary” means any
entity more than 50% of whose outstanding securities representing
the right to vote for the election of directors are owned, directly
or indirectly, by a U.S. Entity and/or one or more of its
Subsidiaries.
|
|
j. |
“U.S. Entity” means an
Insured included in Item 1 of the Declarations (as modified by
Rider No. 1 or other rider) that is organized or domiciled in any
jurisdiction within the United States of America.
|
* * *
Except as above stated, nothing herein shall be held to alter,
waive or extend any of the terms of this Bond.
EXHIBIT B
JOINT FIDELITY BOND AGREEMENT
Agreement made as of April 30, 2022, by and among certain open end
funds (the “Trusts”), on behalf of each of their respective series
(the “Series”), and certain closed end funds (the “Closed End
Funds”) (the Trusts and the Closed-End Funds collectively, the “NB
Funds”) managed by Neuberger Berman Investment Advisers LLC
(“NBIA”), each listed on Appendix A, as amended from time to time;
NBIA, the investment adviser, investment manager, and/or
administrator of the NB Funds; Neuberger Berman BD LLC (“NBBD”),
the distributor of the NB Funds; and Neuberger Berman Europe
Limited (“NBEL”), a sub-adviser of certain of the NB Funds; all of
which are named insureds on a certain joint fidelity bond
underwritten by ICI Mutual Insurance Company covering certain acts
relating to the NB Funds (the “Joint Fidelity Bond”):
WHEREAS,
each NB Fund has registered under
the Investment Company Act of 1940, as amended (the “1940 Act”), as
a management investment company; and
WHEREAS,
Rule 17g-1(f) under the 1940 Act
requires that a registered management investment company named as
an insured on a joint fidelity bond enter into a certain agreement
with the other named insureds; and
WHEREAS,
the NB Funds, NBIA, NBBD, and NBEL,
each will benefit from its participation in the Joint Fidelity Bond
in compliance with this Rule:
NOW,
THEREFORE, it is agreed as
follows:
1. In
the event any recovery is received under the Joint Fidelity Bond as
a result of a loss sustained by any NB Fund and by one or more
other named insureds, then the NB Fund sustaining such loss shall
receive an equitable and proportionate share of the recovery, said
proportion to be established by the ratio that its claim bears to
the total amount claimed by all participants, but at least equal to
the amount that such NB Fund would have received had it provided
and maintained a single insured bond with the minimum coverage
required by Rule 17g-1(d)(1) under the 1940 Act.
2. This
Agreement is made by each Trust, on behalf of its respective
Series, pursuant to authority granted by its Trustees, and by each
Closed End Fund pursuant to authority granted by its Directors, and
the obligations created hereby are not binding upon any of the
Trustees of a Trust or any of the Directors of a Closed End Fund or
any of the holders of beneficial interests of a Series or a Closed
End Fund individually, but are binding only upon the property of
that Series or Closed End Fund and no other.
3. This
Agreement may be executed in multiple counterparts.
Signed on behalf of the following entities:
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
NEUBERGER BERMAN ALTERNATIVE FUNDS
NEUBERGER BERMAN EQUITY FUNDS
NEUBERGER BERMAN ETF TRUST
NEUBERGER BERMAN INCOME FUNDS
NEUBERGER BERMAN CALIFORNIA MUNICIPAL FUND INC.
NEUBERGER BERMAN HIGH YIELD STRATEGIES FUND INC.
NEUBERGER BERMAN MLP AND ENERGY INCOME FUND INC.
NEUBERGER BERMAN MUNICIPAL FUND INC.
NEUBERGER BERMAN NEXT GENERATION CONNECTIVITY FUND INC.
NEUBERGER BERMAN NEW YORK MUNICIPAL FUND INC.
NEUBERGER BERMAN REAL ESTATE SECURITIES INCOME FUND INC.
NEUBERGER BERMAN INVESTMENT ADVISERS LLC
NEUBERGER BERMAN BD LLC
NEUBERGER BERMAN EUROPE LIMITED
By: /s/ Brian Kerrane
Brian Kerrane
APPENDIX A
The Series of each Trust and the Closed End Funds managed by
Neuberger Berman Investment
Advisers LLC currently subject to this Agreement are as
follows:
SERIES OF TRUSTS MANAGED BY NEUBERGER BERMAN INVESTMENT ADVISERS
LLC:
NEUBERGER BERMAN ADVISERS MANAGEMENT TRUST
International Equity Portfolio
Mid Cap Growth Portfolio
Mid Cap Intrinsic Value Portfolio
Real Estate Portfolio
Short Duration Bond Portfolio
Sustainable Equity Portfolio
U.S. Equity Index PutWrite Strategy Portfolio
NEUBERGER BERMAN ALTERNATIVE FUNDS
Neuberger Berman Absolute Return Multi-Manager Fund
Neuberger Berman Commodity Strategy Fund
Neuberger Berman Global Allocation Fund
Neuberger Berman Long Short Fund
Neuberger Berman U.S. Equity Index PutWrite Strategy Fund
NEUBERGER BERMAN EQUITY FUNDS
Neuberger Berman Dividend Growth Fund
Neuberger Berman Emerging Markets Equity Fund
Neuberger Berman Equity Income Fund
Neuberger Berman Focus Fund
Neuberger Berman Genesis Fund
Neuberger Berman Global Real Estate Fund
Neuberger Berman Greater China Equity Fund
Neuberger Berman Guardian Fund
Neuberger Berman International Equity Fund
Neuberger Berman International Select Fund
Neuberger Berman International Small Cap Fund
Neuberger Berman Intrinsic Value Fund
Neuberger Berman Large Cap Value Fund
Neuberger Berman Mid Cap Growth Fund
Neuberger Berman Mid Cap Intrinsic Value Fund
Neuberger Berman Multi-Cap Opportunities Fund
Neuberger Berman Real Estate Fund
Neuberger Berman Small Cap Growth Fund
Neuberger Berman Sustainable Equity Fund
Neuberger Berman U.S. Equity Impact Fund
NEUBERGER BERMAN ETF TRUST
Neuberger
Berman Carbon Transition & Infrastructure ETF
Neuberger
Berman Disrupters ETF
Neuberger
Berman Next Generation Connected Consumer ETF
NEUBERGER BERMAN INCOME FUNDS
Neuberger Berman Core Bond Fund
Neuberger Berman Emerging Markets Debt Fund
Neuberger Berman Floating Rate Income Fund
Neuberger Berman High Income Bond Fund
Neuberger Berman Municipal High Income Fund
Neuberger Berman Municipal Impact Fund
Neuberger Berman Municipal Intermediate Bond Fund
Neuberger Berman Short Duration Bond Fund
Neuberger Berman Strategic Income Fund
CLOSED END FUNDS MANAGED BY NEUBERGER BERMAN INVESTMENT ADVISERS
LLC:
Neuberger Berman California Municipal Fund Inc.
Neuberger Berman High Yield Strategies Fund Inc.
Neuberger Berman Municipal Fund Inc.
Neuberger Berman MLP and Energy Income Fund Inc.
Neuberger Berman Next Generation Connectivity Fund Inc.
Neuberger Berman New York Municipal Fund Inc.
Neuberger Berman Real Estate Securities Income Fund Inc.
Amended as of April 30, 2022
EXHIBIT C
RESOLVED, having considered (i) the aggregate value of the
funds and securities of the registered investment company ("Fund")
and each of its series (if any) to which each officer or employee
of the Fund and each other NB Fund, or its investment manager,
investment adviser, sub-advisers, administrator or distributor may,
singly or jointly with others, have access, either directly or
through authority to draw upon such funds or direct generally the
disposition of such securities, (ii) the nature and terms of
the arrangements made for the custody and safekeeping of the funds
and securities of the various series of the Fund and the other NB
Funds, and (iii) the nature of the securities in the
investment portfolios of the various series of the Fund and each
other NB Fund, the Board determines that a joint fidelity bond (the
"Bond") in the aggregate amount of at least 20 Million Dollars
($20,000,000), with management having discretion to increase it up
to 25 Million Dollars ($25,000,000) as management may deem
necessary, is reasonable and adequate coverage to protect the Fund
against larceny or embezzlement by any one or more of such officers
and/or employees; and be it further
RESOLVED, the Board approves the amount, type, form and coverage of
the Bond issued by ICI Mutual Insurance Company ("ICI Mutual") and
naming as insured parties the Fund, Neuberger Berman Investment
Advisers LLC ("NBIA"), Neuberger Berman BD LLC ("NBBD LLC"),
Neuberger Berman Europe Limited ("NBEL") and the other registered
investment companies for which NBIA serves as investment manager
and administrator, in the aggregate amount of at least 20 Million
Dollars ($20,000,000), with management having discretion to
increase it up to 25 Million Dollars ($25,000,000) as management
may deem necessary, for the period from April 30, 2022 to April 30,
2023; and be it further
RESOLVED, having taken into account (i) the number of other parties
named as insureds under the Bond, (ii) the nature of the business
activities of such other insured parties, (iii) the aggregate
amount of the Bond, (iv) the total amount of premium for the Bond,
(v) the ratable allocation of the premium among all the insured
parties, and (vi) the extent to which the share of the premium
allocable to the Fund is less than the premium it would have had to
pay if it had provided and maintained a single insured bond, the
Board approves the method of allocating the premium among the Fund
and such other insured parties as presented to the Board and the
amount of the premium to be paid by the Fund, and approves the
action taken by the officers of the Fund in arranging for the new
Bond; and be it further
RESOLVED, that the Board, including majority of the Independent
Trustees/Directors, hereby authorizes payment by each Fund of the
amount representing such Fund's allocable share of the annual
premium on the Bond, in an amount that is to be paid 84% pro rata
based on the Fund’s assets, and 16% paid by NBIA; and be it
further
RESOLVED, the proper officers of the Fund are authorized and
directed to execute and deliver an agreement among the Fund and the
other insured parties under the Bond setting forth the manner of
disposition of any recovery received under the Bond and the manner
of allocation of the premium for the Bond, in the form presented to
the Board and with such changes as such officers shall, with the
advice of counsel, deem appropriate, any such determination to be
conclusively evidenced by such execution and delivery.
EXHIBIT D
Amount of a Single Insured Bond which each Fund would have
provided, had it not been named as an
Insured under the Joint Bond
Neuberger Berman Advisers
Management Trust
|
$1,500,000
|
Neuberger Berman
Alternative Funds |
$2,500,000 |
Neuberger Berman Equity
Funds
|
$2,500,000
|
Neuberger Berman ETF
Trust
|
$
200,000 |
Neuberger Berman Income
Funds
|
$2,500,000 |
Neuberger Berman Municipal
Fund Inc.
|
$
750,000
|
Neuberger Berman
California Municipal Fund Inc.
|
$
525,000 |
Neuberger Berman New York
Municipal Fund Inc.
|
$
525,000 |
Neuberger Berman Next
Generation Connectivity Fund Inc.
|
$1,250,000 |
Neuberger Berman Real
Estate Securities Income Fund Inc.
|
$
750,000
|
Neuberger Berman High
Yield Strategies Fund Inc.
|
$
750,000 |
Neuberger Berman MLP and
Energy Income Fund Inc.
|
$
900,000
|