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| [ ] | Preliminary Proxy Statement |
| [ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| [X] | Definitive Proxy Statement |
| [ ] | Definitive Additional Materials |
| [ ] | Soliciting Material Pursuant to Sec. 240.14a-12 |
| [X] | No fee required. |
| [ ] | Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11. |
| (1) | Title of each class of securities to which transaction applies: |
| (2) | Aggregate number of securities to which transaction applies: |
| (3) | Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11(set forth the amount on which the filing fee is calculated and state how it was determined): |
| (4) | Proposed maximum aggregate value of transaction: |
| (5) | Total fee paid: |
| [ ] | Fee paid previously with preliminary materials. |
| [ ] | Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. |
| (1) | Amount Previously Paid: |
| (2) | Form, Schedule or Registration Statement No.: |
| (3) | Filing Party: |
| (4) | Date Filed: |
|
a.
|
Three (3) Trustees of the Clough Global Allocation Fund;
|
| b. | Two (2) Trustees of the Clough Global Opportunities Fund; and |
| 2. | To consider and vote upon such other matters, including adjournments, as may properly come before said Meeting or any adjournments thereof. |
|
|
By Order of the Boards of Trustees of:
Clough Global Allocation Fund
Clough Global Opportunities Fund
|
|
|
||
|
Edmund J. Burke
President and Trustee
|
||
|
July 1, 2015
|
|
Proposal
|
Fund
|
|
1. To elect Trustees of each Fund as follows:
|
|
|
a. Three (3) Trustees of the Clough Global Allocation Fund
|
Shareholders of the Clough Global Allocation Fund
|
|
b. Two (2) Trustees of the Clough Global Opportunities Fund
|
Shareholders of the Clough Global Opportunities Fund
|
|
2. To consider and vote upon such other matters, including adjournments, as may properly come before said Meeting or any adjournments thereof
|
Each Fund
|
|
Fund
|
Common Shares Outstanding
|
|
|
Clough Global Allocation Fund
|
10,430,905.600
|
|
|
Clough Global Opportunities Fund
|
51,700,458.600
|
|
Trustees & Executive Officers
|
Total GLV
Shares Owned |
Total GLO
Shares Owned |
||||||
|
Edmund J. Burke*
|
0
|
0
|
||||||
|
Robert L. Butler
|
2,007
|
1,857
|
||||||
|
James E. Canty
|
8,083
|
9,960
|
||||||
|
Adam D. Crescenzi
|
0
|
406
|
||||||
|
Jeremy O. May*
|
0
|
0
|
||||||
|
John F. Mee
|
0
|
0
|
||||||
|
Richard C. Rantzow
|
25
|
7,175
|
||||||
|
Jerry G. Rutledge
|
6,940
|
5,000
|
||||||
|
Vincent W. Versaci
|
320
|
390
|
||||||
|
All Trustees and Executive Officers as a group
|
17,375
|
24,788
|
||||||
|
*
|
Mr. Burke is a Trustee and the Principal Executive Officer of each Fund. Mr. May is the Principal Financial Officer of each Fund.
|
|
5% or greater Shareholders
(1)
|
||
|
CLOUGH GLOBAL ALLOCATION FUND
|
||
|
None
|
||
|
CLOUGH GLOBAL OPPORTUNITIES FUND
|
|||||
|
Name & Address
|
Percentage of Common
Shares Held |
Total Common
Shares Owned |
|||
| Lazard Asset Management LLC | 5.07% |
2,619,491
|
|||
| 30 Rockefeller Plaza | |||||
| New York, New York 10112 | |||||
|
(1)
|
The table shows 5% or greater shareholders’ ownership of a Fund’s Common Shares as the Record Date. The information contained in this table is based on Schedule 13G filings made on or before the Record Date.
|
|
(1)
|
Edmund J. Burke
|
|
(2)
|
John F. Mee
|
|
N
ame, Address
1
and Year of Birth |
Position(s)
Held with the Funds |
Term of
office and length of service with GLV 2 & GLO 3 |
Principal Occupation(s) During Past
Five Years |
Number of
Portfolios in Fund Complex Overseen by Trustee 4 |
Other
Directorships Held by Trustee During the Past Five Years |
|
Non-Interested Trustees/Nominees
|
|||||
|
Robert L. Butler
1941
|
Chairman of the Board and Trustee
Nominee for: GLV
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2015
GLO: 2017
|
Since 2001, Mr. Butler has been an independent consultant for businesses. Mr. Butler has over 45 years experience in the investment business, including 17 years as a senior executive with a global investment management/natural resources company and 20 years with a securities industry regulation organization, neither of which Mr. Butler has been employed by since 2001.
|
3
|
None
|
|
N
ame, Address
1
and Year of Birth |
Position(s)
Held with the Funds |
Term of
office and length of service with GLV 2 & GLO 3 |
Principal Occupation(s) During Past
Five Years |
Number of
Portfolios in Fund Complex Overseen by Trustee 4 |
Other
Directorships Held by Trustee During the Past Five Years |
|
Adam D. Crescenzi
1942
|
Trustee
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2017
GLO: 2016
|
Mr. Crescenzi has served as the Founding Partner of Simply Tuscan Imports LLC since 2007. He has been a founder and investor of several start-up technology and service firms. He currently serves as an Associate Trustee of Dean College and previously served as a Trustee from 2003 to 2015. He also serves as a Director of two non-profit organizations and as a member of the Board of Governors for the Naples Botanical Gardens and the Club Pelican Bay. He retired from CSC Index as Executive Vice-President of Management Consulting Services.
|
3
|
None
|
|
John F. Mee
1943
|
Trustee
Nominee for: GLO
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2016
GLO: 2015
|
Mr. Mee is an attorney practicing commercial law, family law, product liability and criminal law. Mr. Mee is currently a member of the Bar of the Commonwealth of Massachusetts. He serves on the Board of Directors of The College of the Holy Cross Alumni Association and Concord Carlisle Scholarship Fund, a Charitable Trust. Mr. Mee was from 1990 to 2009 an Advisor at the Harvard Law School Trial Advocacy Workshop.
|
3
|
None
|
|
Richard C. Rantzow
1938
|
Vice Chairman of the Board and Trustee
Nominee for: GLV
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2015
GLO: 2017
|
Mr. Rantzow has over 40 years experience in the financial industry. His professional experience includes serving as an audit partner with Ernst & Young which specifically involved auditing financial institutions. Mr. Rantzow has also served in several executive positions in both financial and non-financial industries. Mr. Rantzow’s educational background is in accounting and he is a Certified Public Accountant who has continued to serve on several audit committees of various financial organizations.
|
3
|
Mr. Rantzow is a Trustee and Chairman of the Audit Committee of the Liberty All-Star Equity Fund and Director and Chairman of the Audit Committee of the Liberty All-Star Growth Fund, Inc.
|
|
Jerry G. Rutledge
1944
|
Trustee
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2017
GLO: 2016
|
Mr. Rutledge is the President and owner of Rutledge’s Inc., a retail clothing business. Mr. Rutledge was from 1994 to 2007 a Regent of the University of Colorado. In addition, Mr. Rutledge is currently serving as a Director of the University of Colorado Hospital. Mr. Rutledge also served as a Director of the American National Bank from 1985 to 2009.
|
4
|
Mr. Rutledge is currently a Trustee of the Financial Investors Trust and the Principal Real Estate Income Fund.
|
|
N
ame, Address
1
and Year of Birth |
Position(s)
Held with the Funds |
Term of
office and length of service with GLV 2 & GLO 3 |
Principal Occupation(s) During Past
Five Years |
Number of
Portfolios in Fund Complex Overseen by Trustee 4 |
Other
Directorships Held by Trustee During the Past Five Years |
|
Hon. Vincent W. Versaci
1971
|
Trustee
|
Trustee since:
GLV: 2013
GLO: 2013
Term expires:
GLV: 2017
GLO: 2016
|
Judge Versaci has served as a Judge in the New York State Courts since January 2003. Currently, Judge Versaci is assigned as an Acting Supreme Court Justice and also presides over the Surrogate’s Court for Schenectady County, New York. Previously, Judge Versaci has served as an Adjunct Professor at Schenectady County Community College and a practicing attorney with an emphasis on civil and criminal litigation primarily in New York State Courts.
|
3
|
None
|
|
Interested Trustees
5
/Nominees
|
|||||
|
Edmund J. Burke
6
1961
|
Trustee and President
Nominee for: GLO
|
Trustee since:
GLV: 2006
GLO: 2006
Term expires:
GLV: 2016
GLO: 2015
President since:
GLV: 2004
GLO: 2006
|
Mr. Burke joined ALPS in 1991 and is currently the Chief Executive Officer and President of ALPS Holdings, Inc.
(a wholly-owned subsidiary of DST)
, and a Director of ALPS Advisors, Inc., ALPS Distributors, Inc., ALPS Fund Services, Inc., and ALPS Portfolio Solutions Distributor, Inc. Mr. Burke is also Director of Boston Financial Data Services. Mr. Burke is deemed an affiliate of each Fund as defined under the 1940 Act.
|
4
|
Mr. Burke is also Trustee, Chairman and President of Financial Investors Trust. Mr. Burke is a Trustee and Vice President of the Liberty All-Star Equity Fund and is a Director and Vice President of the Liberty All-Star Growth Fund, Inc.
|
|
James E. Canty
7
1962
Clough Capital Partners, LP
One Post Office Square
40th Floor
Boston, MA 02109
|
Trustee
Nominee for: GLV
|
Trustee since:
GLV: 2004
GLO: 2006
Term expires:
GLV: 2015
GLO: 2017
|
Mr. Canty is a founding partner, President and Portfolio Manager for Clough. Mr. Canty is deemed an affiliate of each Fund as defined under the 1940 Act. Mr. Canty is currently a member of the Board of Directors of Clough Offshore Fund, Ltd. and Clough Offshore Fund (QP), Ltd. Mr. Canty is also currently a Trustee of St. Bonaventure University, Blacklight Power, Inc. and Razia’s Ray of Hope. Mr. Canty is a Certified Public Accountant.
|
3
|
None
|
|
Officers
|
|||||
|
Jeremy O. May
1970
|
Treasurer
|
Officer since
8
:
GLV: 2004
GLO: 2006
|
Mr. May joined ALPS in 1995 and is currently President of ALPS and ALPS Distributors, Inc., and
Executive Vice President and
Director of ALPS Advisors, Inc. and ALPS Holdings, Inc. Mr. May is also Director of ALPS Portfolio Solutions Distributor, Inc. Mr. May is deemed to be an affiliate of each Fund as defined under the 1940 Act. Mr. May is also President, Chairman and Trustee of the ALPS Series Trust. Mr. May is also President, Chairman and Trustee of the Reaves Utility Income Fund. Mr. May is currently on the Board of Directors of the University of Colorado Foundation.
|
N/A
|
N/A
|
|
Erin D. Nelson, Esq.
1977
|
Secretary
|
Officer since
8
:
GLV: 2004
GLO: 2006
|
Ms. Nelson is Vice-President and Deputy Chief Compliance Officer of ALPS Advisors, Inc. and has served in that position since January 1, 2015. Prior to that, Ms. Nelson was Vice-President and Assistant General Counsel of ALPS Fund Services, Inc. Ms. Nelson joined ALPS in January, 2003.
Ms. Nelson is deemed to be an affiliate of each Fund as defined under the 1940 Act.
|
N/A
|
N/A
|
|
Theodore J. Uhl
1974
|
Chief Compliance Officer
|
Officer since
8
:
GLV: 2010
GLO: 2010
|
Mr. Uhl joined ALPS in October 2006, and is currently Vice President and Deputy Compliance Officer of ALPS. Prior to his current role, Mr. Uhl served as Senior Risk Manager for ALPS from October 2006 until June 2010. Before joining ALPS, Mr. Uhl served as Sr. Analyst with Enenbach and Associates (RIA), and a Sr. Financial Analyst at Sprint. Mr. Uhl is deemed to be an affiliate of each Fund as defined under the 1940 Act. Mr. Uhl is currently Chief Compliance Officer of Centre Funds, Financial Investors Trust, Reality Shares Trust and Transparent Value Trust.
|
N/A
|
N/A
|
|
Jill Kerschen
1975
|
Assistant Treasurer
|
Officer since
8
:
GLV: 2013
GLO: 2013
|
Ms. Kerschen joined ALPS in July 2013 and is currently a Fund Controller at ALPS. Ms. Kerschen is deemed to be an affiliate of each Fund as defined under the 1940 Act. Ms. Kerschen also serves as Treasurer of Reaves Utility Income Fund and Assistant Treasurer of the Westcore Funds and the Macquarie Global Infrastructure Total Return Fund. Prior to joining ALPS, Ms. Kerschen was Senior Manager, Financial & Tax Reporting at Great-West Financial from 2007 to 2013.
|
N/A
|
N/A
|
|
1
|
Address: 1290 Broadway, Suite 1100, Denver, Colorado 80203, unless otherwise noted.
|
|
2
|
GLV commenced operations on July 28, 2004.
|
|
3
|
GLO commenced operations on April 25, 2006.
|
|
4
|
The Fund Complex for all Trustees, except Mr. Rutledge and Mr. Burke, consists of the Clough Global Allocation Fund, Clough Global Equity Fund and Clough Global Opportunities Fund. The Fund Complex for Mr. Rutledge and Mr. Burke consists of Clough Global Allocation Fund, Clough Global Equity Fund, Clough Global Opportunities Fund and the Clough China Fund, a series of the Financial Investors Trust.
|
|
5
|
“Interested Trustees” refers to those Trustees who constitute “interested persons” of a Fund as defined in the 1940 Act.
|
|
6
|
Mr. Burke is considered to be an “Interested Trustee” because he is President of each Fund.
|
|
7
|
Mr. Canty is considered to be an “Interested Trustee” because of his affiliation with Clough, which acts as each Fund’s investment adviser.
|
|
8
|
Officers are elected annually and each officer will hold such office until a successor has been elected by the Board.
|
|
Name of
Trustee/Nominee 1 |
Clough Global
Allocation Fund
2
|
Clough Global
Opportunities Fund 2 |
Aggregate Dollar Range
of Equity Securities Held in All Funds in the Family of Investment Companies 3 |
|
|
Edmund J. Burke
|
None
|
None
|
None
|
|
|
Robert L. Butler
|
$10,001-$50,000
|
$10,001-$50,000
|
$50,001-$100,000
|
|
|
James E. Canty
|
Over $100,000
|
Over $100,000
|
Over $100,000
|
|
|
Adam D. Crescenzi
|
None
|
$1-10,000
|
$1-10,000
|
|
|
John F. Mee
|
None
|
None
|
None
|
|
|
Richard C. Rantzow
|
$1-10,000
|
$50,001-$100,000
|
$50,001-$100,000
|
|
|
Jerry G. Rutledge
|
over $100,000
|
$50,001-$100,000
|
Over $100,000
|
|
|
Vincent W. Versaci
|
$1-$10,000
|
$1-$10,000
|
$50,001-$100,000
|
|
| 1 | This information has been furnished by each Trustee and nominee for election as Trustee as of March 31, 2015. “Beneficial Ownership” is determined in accordance with Section 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended (the “1934 Act”). |
| 2 | Ownership amount constitutes less than 1% of the total Common Shares outstanding. |
| 3 | The Funds in the family of investment companies for all Trustees, consists of the Clough Global Allocation Fund, Clough Global Equity Fund and Clough Global Opportunities Fund. |
|
Name of
Trustee/Nominee |
Aggregate Compensation Paid From:
|
Total Compensation
From the Fund and Fund Complex Paid to Trustees** |
|
|
Clough Global
Allocation Fund*
|
Clough Global
Opportunities Fund* |
||
|
Edmund J. Burke
|
None
|
None
|
None
|
|
Robert L. Butler
|
$24,000
|
$24,000
|
$72,000
|
|
James E. Canty
|
None
|
None
|
None
|
|
Adam D. Crescenzi
|
$20,000
|
$20,000
|
$60,000
|
|
John F. Mee
|
$20,000
|
$20,000
|
$60,000
|
|
Richard C. Rantzow
|
$22,000
|
$22,000
|
$66,000
|
|
Jerry G. Rutledge
|
$20,000
|
$20,000
|
$102,000
|
|
Vincent W. Versaci
|
$20,000
|
$20,000
|
$60,000
|
|
Total
|
$126,000
|
$126,000
|
$420,000
|
| * | Represents the total compensation paid to such persons by such Fund during the twelve months ended October 31, 2014. |
| ** | Represents the total compensation paid to such persons by the Fund Complex during the twelve months ended by October 31, 2014. The Fund Complex for all Trustees, except Mr. Rutledge and Mr. Burke, consists of the Clough Global Allocation Fund, Clough Global Equity Fund and Clough Global Opportunities Fund. The Fund Complex for Mr. Rutledge and Mr. Burke consists of Clough Global Allocation Fund, Clough Global Equity Fund, Clough Global Opportunities Fund and the Clough China Fund, a series of the Financial Investors Trust. The total compensation paid to Mr. Rutledge includes the compensation he receives as a trustee of Financial Investors Trust. Mr. Burke and Mr. Canty do not receive compensation from the Fund Complex as each is an “Interested Trustee.” |
| (a) | The nominee must satisfy all qualifications provided under the Nominating Committee Charter and in the Fund’s organizational documents, including qualification as a possible independent Board member. |
| (b) | The nominee may not be the nominating shareholder, a member of the nominating shareholder group or a member of the immediate family of the nominating shareholder or any member of the nominating shareholder group. |
| (c) | Neither the nominee nor any member of the nominee’s immediate family may be currently employed or employed within the last year by any nominating shareholder entity or entity in a nominating shareholder group. |
| (d) | Neither the nominee nor any immediate family member of the nominee is permitted to have accepted directly or indirectly, during the year of the election for which the nominee’s name was submitted, during the immediately preceding calendar year, or during the year when the nominee’s name was submitted, any consulting, advisory, or other compensatory fee from the nominating shareholder or any member of a nominating shareholder group. |
| (e) | The nominee may not be an executive officer, Trustee (or person fulfilling similar functions) of the nominating shareholder or any member of the nominating shareholder group, or of an affiliate of the nominating shareholder or any such member of the nominating shareholder group. |
| (f) | The nominee may not control (as that term is defined under the 1940 Act) the nominating shareholder or any member of the nominating shareholder group (or, in the case of a holder or member that is a fund, an interested person of such holder or member as defined by Section 2(a)(19) of the 1940 Act). |
| (g) | A shareholder or shareholder group may not submit for consideration a nominee who has previously been considered by the Committee. |
| (a) | Any shareholder or shareholder group submitting a proposed nominee must beneficially own, either individually or in the aggregate, more than 5% of the Fund’s securities that are eligible to vote both at the time of submission of the nominee and at the time of the Board member election. Each of the securities used for purposes of calculating this ownership must have been held continuously for at least two years as of the date of the nomination. In addition, such securities must continue to be held through the date of the meeting. The nominating shareholder or shareholder group must also bear the economic risk of the investment and the securities used for purposes of calculating the ownership cannot be held “short.” |
| (b) | The nominating shareholder or shareholder group must not qualify as an adverse holder. In other words, if such shareholder were required to report beneficial ownership of its securities, its report would be filed on Securities Exchange Act Schedule 13G instead of Schedule 13D in reliance on Securities Exchange Act Rule 13d-1(b) or (c). |
| (c) | Shareholders or shareholder groups submitting proposed nominees must substantiate compliance with the above requirements at the time of submitting their proposed nominee as part of their written submission to the attention of the Fund’s Secretary, which must include: (i) a brief description of the business desired to be brought before the annual or special meeting and the reasons for conducting such business at the annual or special meeting, (ii) the name and address, as they appear on the Fund’s books, of the shareholder proposing such business or nomination, (iii) a representation that the shareholder is a holder of record of stock of the Fund entitled to vote at such meeting and intends to appear in person or by proxy at the meeting to present such proposal or nomination; (iv) whether the shareholder plans to deliver or solicit proxies from other shareholders; (v) the class and number of shares of the capital stock of the Fund, which are beneficially owned by the shareholder and, if applicable, the proposed nominee to the Board of Trustees, (vi) any material interest of the shareholder or nominee in such business; (vii) to the extent to which such shareholder (including such shareholder’s principals) or the proposed nominee to the Board of Trustees has entered into any hedging transaction or other arrangement with the effect or intent of mitigating or otherwise managing profit, loss, or risk of changes in the value of the common stock or the daily quoted market price of the Fund held by such shareholder (including shareholder’s principals) or the proposed nominee, including independently verifiable information in support of the foregoing; and (viii) in the case of a nomination of any person for election as a Trustee, such other information regarding such nominee proposed by such shareholder as would be required to be included in a proxy statement filed pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended. |
|
Fiscal period ended
October 31, 2014
(1)
|
Fiscal year ended
March 31, 2014
|
Fiscal year ended
March 31, 2013
|
||||
|
GLV
|
GLO
|
GLV
|
GLO
|
GLV
|
GLO
|
|
|
Audit Fees (2)
|
$20,500
|
$20,500
|
$20,500
|
$20,500
|
$20,000
|
$20,000
|
|
Audit-Related Fees (3)
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Tax Fees (4)
|
3,000
|
3,000
|
3,000
|
3,000
|
3,000
|
3,000
|
|
All Other Fees (5)
|
0
|
0
|
0
|
0
|
0
|
0
|
|
Aggregate Non-Audit Fees (6)
|
3,000
|
3,000
|
3,000
|
3,000
|
3,000
|
3,000
|
|
(1)
|
In 2014, each Fund changed its fiscal year end to October 31, so this fiscal period consists of the seven months ended October 31, 2014.
|
|
(2)
|
Audit Fees are fees billed for professional services rendered by Cohen for the audit of the Fund’s annual financial statements and for the services that are normally provided by Cohen in connection with the statutory and regulatory filings or engagements.
|
|
(3)
|
Audit-Related Fees are fees billed for assurance and related services by Cohen that are reasonably related to the performance of the audit of the Fund’s financial statements and are not reported under the caption “Audit Fees”.
|
|
(4)
|
Tax Fees are fees billed for professional services rendered by Cohen for tax compliance, tax advice and tax planning. In all periods shown in the table, such services consisted of preparation of a Fund’s annual tax returns, excise tax returns, and review of dividend distribution calculation fees.
|
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(5)
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All Other Fees are fees billed for products and services provided by Cohen, other than the services reported under the captions “Audit Fees”, “Audit-Related Fees” and “Tax Fees”.
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(6)
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Aggregate Non-Audit Fees are non-audit fees billed by Cohen for services rendered to the Fund, the Fund’s investment adviser (the “Adviser”) and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the registrant (collectively, the “Covered Entities”). The Aggregate Non-Audit Fee includes the Tax Fees disclosed pursuant to Footnote 4 above. During all periods shown in the table, no portion of such fees related to services rendered by Cohen to the Adviser or any other Covered Entity.
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* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
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| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
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Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
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