Annual Report by an Investment Company — Form N-SAR — ICA’40
Filing Table of Contents
Document/Exhibit Description Pages Size
1: NSAR-B Annual Report by an Investment Company 11 47K
2: EX-99 Miscellaneous Exhibit 2± 10K
3: EX-99 Miscellaneous Exhibit 12± 46K
4: EX-99 Miscellaneous Exhibit 1 5K
5: EX-99 Miscellaneous Exhibit 2± 6K
6: EX-99 Miscellaneous Exhibit 1 6K
‘EX-99’ — Miscellaneous Exhibit
77Q1 Putnam International Growth Fund, as of September 30, 2014,
annual shareholder report
BYLAWS
OF
PUTNAM AMERICAN GOVERNMENT INCOME FUND,
PUTNAM ARIZONA TAX EXEMPT INCOME FUND,
PUTNAM ASSET ALLOCATION FUNDS,
PUTNAM CALIFORNIA TAX EXEMPT INCOME FUND,
PUTNAM CONVERTIBLE SECURITIES FUND,
PUTNAM DIVERSIFIED INCOME TRUST,
PUTNAM EQUITY INCOME FUND,
PUTNAM EUROPE EQUITY FUND,
THE PUTNAM FUND FOR GROWTH AND INCOME,
PUTNAM FUNDS TRUST,
GEORGE PUTNAM BALANCED FUND,
PUTNAM GLOBAL EQUITY FUND,
PUTNAM GLOBAL HEALTH CARE FUND,
PUTNAM GLOBAL INCOME TRUST,
PUTNAM GLOBAL NATURAL RESOURCES FUND,
PUTNAM GLOBAL UTILITIES FUND,
PUTNAM HIGH YIELD ADVANTAGE FUND,
PUTNAM HIGH YIELD TRUST,
PUTNAM INCOME FUND,
PUTNAM INTERNATIONAL EQUITY FUND,
PUTNAM INVESTMENT FUNDS,
PUTNAM INVESTORS FUND,
PUTNAM MASSACHUSETTS TAX EXEMPT INCOME FUND,
PUTNAM MICHIGAN TAX EXEMPT INCOME FUND,
PUTNAM MINNESOTA TAX EXEMPT INCOME FUND,
PUTNAM MONEY MARKET FUND,
PUTNAM MULTI CAP GROWTH FUND,
PUTNAM NEW JERSEY TAX EXEMPT INCOME FUND,
PUTNAM NEW YORK TAX EXEMPT INCOME FUND,
PUTNAM OHIO TAX EXEMPT INCOME FUND,
PUTNAM PENNSYLVANIA TAX EXEMPT INCOME FUND,
PUTNAM RETIREMENTREADY FUNDS,
PUTNAM TAX EXEMPT INCOME FUND,
PUTNAM TAX EXEMPT MONEY MARKET FUND,
PUTNAM TAX FREE INCOME TRUST,
PUTNAM U.S. GOVERNMENT INCOME TRUST,
PUTNAM VARIABLE TRUST, AND
PUTNAM VOYAGER FUND
(As amended through October 17, 2014)
ARTICLE 1
Agreement and Declaration of Trust and Principal Office
1.1 Agreement and Declaration of Trust. These Bylaws shall
be subject to the Agreement and Declaration of Trust, as from
time to time in effect (the Declaration of Trust), of the
Massachusetts business trust established by the Declaration of
Trust (the Trust). Capitalized terms used but not defined in
these Bylaws have the meanings given to them in the Declaration
of Trust.
1.2 Principal Office of the Trust. The principal office of
the Trust shall be located in Boston, Massachusetts. The Trust
may have other principal offices within or without the
Commonwealth of Massachusetts as the Trustees may from time to
time determine.
ARTICLE 2
Meetings of Trustees
2.1 Regular Meetings. Regular meetings of the Trustees may
be held without call or notice at such places and at such times
as the Trustees may from time to time determine, provided that
notice of the first regular meeting following any such
determination shall be given to absent Trustees.
2.2 Special Meetings. Special meetings of the Trustees may
be held at any time and at any place designated in the call of
the meeting when called by the Chair of the Trustees, the
President, the Executive Vice President or the Treasurer or by
two or more Trustees, sufficient notice thereof being given to
each Trustee by the Clerk or an Assistant Clerk or by the officer
or the Trustees calling the meeting.
2.3 Notice of Special Meetings. It shall be sufficient
notice to a Trustee of a special meeting: (a) to send notice (i)
by mail at least forty eight hours before the meeting, (ii) by
courier at least forty eight hours before the meeting, (iii) by
electronic mail (email), facsimile or other electronic means at
least twenty four hours before the meeting, in each case,
addressed to the Trustee at his or her usual or last known
business or residence address (or email address, facsimile number
or other appropriate address); or (b) to give notice to him or
her in person or by telephone at least twenty four hours before
the meeting. Notice of a special meeting need not be given to
any Trustee if a written waiver of notice, executed by him or her
before or after the meeting, is filed with the records of the
meeting, or to any Trustee who attends the meeting without
protesting before or at its commencement the lack of notice to
him or her. Any written waiver of notice may be provided and
delivered to the Trust by mail, courier, email, facsimile or
other electronic means. Neither notice of a meeting nor a waiver
of a notice need specify the purposes of the meeting. All
notices shall be deemed to be given when sent.
2.4 Quorum. At any meeting of the Trustees a majority of
the Trustees then in office shall constitute a quorum. Once a
quorum has been validly established for a meeting, it cannot be
broken by Trustees withdrawing from the meeting. Any meeting may
be adjourned from time to time by a majority of the votes cast
upon the question, whether or not a quorum is present, and the
meeting may be held as adjourned without further notice.
2.5 Telephone Meeting; Action Without a Meeting. Except as
otherwise provided in the Declaration of Trust and these Bylaws,
any action to be taken by the Trustees may be taken by a majority
of the Trustees present at the meeting of the Trustees (a quorum
being present), including any meeting held by means of a
conference telephone or other communications equipment by means
of which all persons participating in the meeting can hear each
other at the same time and participation by such means shall
constitute presence in person at a meeting. Any action to be
taken by the Trustees may also be taken without a meeting if one
or more written consents thereto are signed by a majority of the
Trustees. Any written consent may be given by mail, courier,
email, facsimile or other electronic means. Copies of such
written consents shall be filed with the minutes of the
proceedings of the Trustees. Such consents shall be treated for
all purposes as a vote taken at a meeting of the Trustees. If in
accordance with the provisions of the Declaration of Trust and
these Bylaws any action is taken by the Trustees by written
consents of less than all of the Trustees, then prompt notice of
any such action shall be furnished to each Trustee who did not
execute such written consent, provided that the effectiveness of
such action shall not be impaired by any delay or failure to
furnish such notice.
ARTICLE 3
Officers
3.1 Enumeration; Qualification. The officers of the Trust
shall be a President, a Treasurer, a Clerk and such other
officers (including Vice President, which shall include the
office of Executive Vice President), if any, as the Trustees from
time to time may in their discretion elect. The Trust may also
have such agents as the Trustees from time to time may in their
discretion appoint. In addition, there shall be a Chair of the
Trustees, who will be considered an officer of the Trustees and
not of the Trust. The Chair of the Trustees shall be a Trustee
and may but need not be a Shareholder; and any other officer may
but need not be a Trustee or a Shareholder. Any two or more
offices may be held by the same person.
3.2 Election. The Chair of the Trustees, the President,
the Treasurer and the Clerk shall be elected by the Trustees upon
the occurrence of any vacancy in any such office. Other
officers, if any, may be elected or appointed by the Trustees at
any time. Vacancies in any such other office may be filled at
any time.
3.3 Tenure. The Chair of the Trustees, the President, the
Treasurer and the Clerk shall hold office in each case until he
or she dies, resigns, is removed or becomes disqualified. Each
other officer shall hold office, and each agent shall retain
authority, at the pleasure of the Trustees. Notwithstanding the
foregoing, the tenure of any officer of the Trust who is an
employee or officer of the Trusts investment adviser or its
affiliates shall automatically terminate contemporaneously with
the termination of such persons employment with, or service as
officer of, the Trusts investment adviser and all of its
affiliates.
3.4 Powers. Subject to the other provisions of these
Bylaws, each officer shall have, in addition to the duties and
powers set forth in these Bylaws and in the Declaration of Trust,
such duties and powers as are commonly incident to the office
occupied by him or her as if the Trust were organized as a
Massachusetts business corporation and such other duties and
powers as the Trustees may from time to time designate.
3.5 Chair. Unless the Trustees otherwise provide, the
Chair of the Trustees shall preside at all meetings of the
Trustees. The Chair of the Trustees shall have such other duties
and powers relating to the operations of the Trustees as the
Trustees may from time to time designate, but shall have no
individual authority to act for the Trust as an officer of the
Trust. The Trustees, including a majority of the Trustees who
are not interested persons of the Trust, as that term is defined
in the 1940 Act, may appoint one or more persons to perform the
duties of the Chair of the Trustees in the event of his or her
absence at any meeting or in the event of his or her disability.
The Chair of the Trustees shall also have the power to appoint
one or more persons to perform the duties of the Chair of the
Trustees in the event of his or her absence at any meeting.
3.6 President. Unless the Trustees otherwise provide by
vote or otherwise, the President shall be the principal executive
officer of the Trust.
3.7 Treasurer. Unless the Trustees otherwise provide by
vote or otherwise, the Treasurer shall be the principal financial
and accounting officer of the Trust, and shall, subject to the
provisions of the Declaration of Trust and to any arrangement
made by the Trustees with a custodian, investment adviser,
subadviser or manager, or transfer, Shareholder servicing or
similar agent, be in charge of the valuable papers, books of
account and accounting records of the Trust, and shall have such
other duties and powers as may be designated from time to time by
the Trustees or by the principal executive officer of the Trust.
3.8 Clerk. The Clerk shall record all proceedings of the
Shareholders and the Trustees in books to be kept therefor, which
books or a copy thereof shall be kept at the principal office of
the Trust. In the absence of the Clerk from any meeting of the
Shareholders or Trustees (or a Committee thereof), an Assistant
Clerk, or if there be none or if he or she is absent, a temporary
Clerk chosen at such meeting by the chair of such meeting, shall
record the proceedings thereof in the aforesaid books.
3.9 Resignations and Removals. Any Trustee or officer may
resign at any time by written instrument signed by him or her and
delivered to the Chair of the Trustees, the President or the
Clerk or to a meeting of the Trustees. Such resignation shall be
effective upon receipt unless specified to be effective at some
other time. The Trustees may remove any officer elected or
appointed by them with or without cause. Except to the extent
expressly provided in a written agreement with the Trust, no
Trustee or officer resigning and no officer removed shall have
any right to any compensation for any period following his or her
resignation or removal, or any right to damages on account of
such removal.
ARTICLE 4
Committees
4.1 Quorum; Voting. Except as provided below or as
otherwise specifically provided in the votes or charter
constituting a Committee of the Trustees and providing for the
conduct of its meetings, a majority of the members of any
Committee of the Trustees shall constitute a quorum for the
transaction of business (which quorum once validly established
cannot be broken by Trustees withdrawing from the meeting), and
any action of such a Committee may be taken by a vote of a
majority of the members of such Committee (a) present at a
meeting of such Committee (a quorum being present), including any
meeting held by means of a conference telephone or other
communications equipment by means of which all persons
participating in the meeting can hear each other at the same time
(participation by such means shall constitute presence in person
at a meeting), or (b) evidenced by one or more written consents,
including written consents submitted by mail, courier, email,
facsimile or other electronic means. Copies of such written
consents shall be filed with the minutes of the proceedings of
such Committee. Such consents shall be treated for all purposes
as a vote taken at a meeting of such Committee. If in accordance
with the provisions of the Declaration of Trust and these Bylaws
any action is taken by written consents of less than all of the
Committees members, then prompt notice of any such action shall
be furnished to each member who did not execute such written
consent, provided that the effectiveness of such action shall not
be impaired by any delay or failure to furnish such notice. In
the absence of any member of any such Committee, the members
thereof present at any properly called meeting, whether or not
they constitute a quorum, may appoint a member of the Trustees to
act at that meeting only in the place of any absent member.
Except as specifically provided in the votes constituting a
Committee of the Trustees and providing for the conduct of its
meetings, Section 2.3 of these Bylaws relating to special
meetings shall govern the notice requirements for Committee
meetings.
4.2 Authority of Trustees. The Trustees have the power to
rescind any action of any Committee, but no such rescission shall
have retroactive effect unless determined so by the Trustees.
ARTICLE 5
Reports
5.1 General. The Trustees and officers shall render
reports at the time and in the manner required by the Declaration
of Trust or any applicable law. Officers and Committees shall
render such additional reports as they may deem desirable or as
may from time to time be required by the Trustees.
ARTICLE 6
Fiscal Year
6.1 General. Except as from time to time otherwise
provided by the Trustees, the initial fiscal year of the Trust
and each series of the Trust shall end on such date as is
determined in advance or in arrears by the Treasurer, and
subsequent fiscal years shall end on such date in subsequent
years.
ARTICLE 7
Seal
7.1 General. The seal of the Trust, if any, shall consist
of a flat faced die with the word Massachusetts, together with
the name of the Trust and the year of its organization cut or
engraved thereon but, unless otherwise required by the Trustees,
the seal need not be placed on, and its absence shall not impair
the validity of, any document, instrument or other paper executed
and delivered by or on behalf of the Trust.
ARTICLE 8
Execution of Papers
8.1 General. Except as the Trustees may generally or in
particular cases authorize the execution thereof in some other
manner, all deeds, leases, contracts, notes and other obligations
made, accepted or endorsed by the Trust shall be signed by the
President, a Vice President or the Treasurer, and need not bear
the seal of the Trust.
ARTICLE 9
Issuance of Shares and Share Certificates
9.1 Sale of Shares. Except as otherwise determined by the
Trustees, the Trust will issue and sell for cash or securities
from time to time full and fractional Shares, such Shares to be
issued and sold at a price of not less than the par value per
share, if any, and not less than the net asset value per share as
from time to time determined in accordance with procedures
adopted by the Trustees and, in the case of fractional Shares, at
a proportionate reduction in such price. In the case of Shares
sold for securities, such securities shall be valued in
accordance with procedures approved by the Trustees for
determining the value of the assets of the Trust. The officers
of the Trust are severally authorized to take all such actions as
may be necessary or desirable to carry out this Section 9.1.
9.2 Share Certificates. In lieu of issuing certificates
for Shares, the Trustees or the transfer agent may either issue
receipts therefor or may keep accounts upon the books of the
Trust for the record holders of such Shares, who shall in either
case be deemed, for all purposes hereunder, to be the holders of
certificates for such Shares as if they had accepted such
certificates and shall be held to have expressly assented and
agreed to the terms hereof.
The Trustees may at any time authorize the issuance of Share
certificates. In that event, each Shareholder shall be entitled
to a certificate stating the number of Shares of each class owned
by him or her, in such form as shall be prescribed from time to
time by the Trustees. Such certificate shall be signed by the
President or a Vice President and by the Treasurer or an
Assistant Treasurer. Such signatures may be facsimile if the
certificate is signed by a transfer agent or by a registrar. In
case any officer who has signed or whose facsimile signature has
been placed on such certificate shall cease to be such officer
before such certificate is issued, it may be issued by the Trust
with the same effect as if he or she were such officer at the
time of its issue.
9.3 Loss of Certificates. The transfer agent of the Trust,
with the approval of any two officers of the Trust, is authorized
to issue and countersign replacement certificates for the Shares
of the Trust which have been lost, stolen or destroyed upon (i)
receipt of an affidavit or affidavits of loss or non receipt and
of an indemnity agreement executed by the registered holder or
his or her legal representative and supported by an open penalty
surety bond, said agreement and said bond in all cases to be in
form and content satisfactory to and approved by the President or
the Treasurer, or (ii) receipt of such other documents as may be
approved by the Trustees.
9.4 Issuance of New Certificate to Pledgee. A pledgee of
Shares transferred as collateral security shall be entitled to a
new certificate if the instrument of transfer substantially
describes the debt or duty that is intended to be secured
thereby. Such new certificate shall express on its face that it
is held as collateral security, and the name of the pledgor shall
be stated thereon, who alone shall be liable as a Shareholder and
entitled to vote thereon.
9.5 Discontinuance of Issuance of Certificates. The
Trustees may at any time discontinue the issuance of Share
certificates and may, by written notice to each Shareholder whom
the Trust believes to hold a Share certificate, require the
surrender of Share certificates to the Trust for cancellation.
Such surrender and cancellation shall not affect the ownership of
Shares in the Trust.
ARTICLE 10
Shareholders
10.1 Call of a Meeting. The Clerk shall provide notice of
a meeting of the Shareholders whenever ordered by the Trustees or
requested in writing by the holder or holders of at least one
tenth of the outstanding Shares entitled to vote at such meeting.
If the Clerk, when so ordered or requested, refuses or neglects
for more than 30 days to provide such notice, the Trustees or the
Shareholders so requesting may, in the name of the Clerk, call
the meeting by giving notice thereof in the manner required when
notice is given by the Clerk. Any previously scheduled meeting
of Shareholders may be postponed or cancelled by the Trustees
upon public notice given prior to the time previously scheduled
for such meeting.
10.2 Adjournment. Any meeting of Shareholders may, by
action of the chair of the meeting, be adjourned from time to
time without notice other than announcement at the meeting at
which the adjournment is taken with respect to one or more
matters to be considered at such meeting to a designated date
which may be more than 120 days after the date initially set for
the meeting, time and place, whether or not a quorum is present
with respect to such matter. Upon motion of the chair of the
meeting, the question of adjournment may be (but is not required
by these Bylaws to be) submitted to a vote of the Shareholders,
and in that case, any adjournment with respect to one or more
matters must be approved by the vote of holders of a majority of
the Shares present and entitled to vote with respect to the
matter or matters adjourned and, if approved, such adjournment
shall take place without further notice other than announcement
at the meeting at which the adjournment is taken. Unless a proxy
is otherwise limited in this regard, any Shares present and
entitled to vote at a meeting, including any Shares that are
represented by broker non votes, may, at the discretion of the
proxies named therein, be voted in favor of such an adjournment.
Any proposal for which sufficient favorable votes have been
received may (but need not) be acted upon and considered final
and effective regardless of whether the meeting is adjourned to
permit additional solicitation with respect to any other proposal
that is properly before the meeting.
10.3 Conduct of Meetings. Meetings of the Shareholders
shall be presided over by the Chair of the Trustees, or, if the
Chair is not present at the meeting, then by a Trustee or officer
designated by the Chair or authorized by the Trustees, or if
there is no such person present at the meeting, then by any
officer of the Trust present at the meeting, and such person
shall be deemed for all purposes the chair of the meeting. The
chair of the meeting shall have the right and authority to
prescribe such rules, regulations and procedures and to do all
such acts as, in the judgment of such chair, are necessary,
appropriate or convenient for the proper conduct of the meeting,
including, without limitation, establishing: an agenda or order
of business for the meeting; rules and procedures for maintaining
order at the meeting and the safety of those present; conditions
on the recording of the meeting; limitations on participation in
such meeting to Shareholders of record of the Trust and their
duly authorized and constituted proxies, and such other persons
as the chair shall permit; restrictions on entry to the meeting
after the time fixed for the commencement thereof; limitations on
the time allotted to questions or comments by participants;
conditions for the removal of any Shareholder or any other person
who refuses to comply with meeting procedures, rules or
guidelines as set forth by the chair of the meeting; and
regulations for the opening and closing of the polls for
balloting on matters which are to be voted on by ballot. For any
matter to be properly before any meeting of Shareholders, the
matter must be a proper matter for Shareholder action under the
Declaration of Trust, these Bylaws and applicable law and must be
specifically identified in the notice of meeting given by or at
the direction of a majority of the Trustees then in office or
otherwise brought before the meeting by or at the direction of
the chair of the meeting, in the chairs sole discretion. With
the exception of Shareholder proposals submitted in accordance
with, and otherwise meeting the requirements of, Rule 14a 8 under
the Securities Exchange Act of 1934, as amended, or any successor
provisions, only matters proposed by the Trustees may be included
in the Trusts proxy materials. At all meetings of Shareholders,
unless voting is conducted by inspectors, all questions relating
to the qualification of voters and the validity of proxies and
the acceptance or rejection of votes shall be decided by the
chair of the meeting. The chair of the meeting shall determine,
in the chairs sole discretion, whether to appoint an inspector
for any meeting. Unless otherwise determined by the chair of the
meeting, meetings shall not be required to be held in accordance
with any rules of parliamentary procedure.
10.4 Access to Shareholder List. Shareholders of record
may apply in writing to the Trustees for assistance in
communicating with other Shareholders for the purpose of calling
a meeting in order to vote upon the question of removal of a
Trustee. With respect to any Fund as to which the Trust has
given such an undertaking in its registration statement, and only
such a Fund, or for any other Fund as the Trustees may determine
in their sole discretion, when ten or more Shareholders of record
who have been such for at least six months preceding the date of
application and who hold in the aggregate Shares having a net
asset value of at least $25,000 so apply, the Trustees shall
within five business days either:
(i) afford to such applicants access to a list of
names and addresses of all Shareholders as recorded on
the books of the Trust; or
(ii) inform such applicants of the approximate
number of Shareholders of record and the approximate
cost of mailing material to them, and, within a
reasonable time thereafter, mail, at the applicants
expense, materials submitted by the applicants, to all
such Shareholders of record. The Trustees shall not be
obligated to mail materials which they believe to be
misleading or in violation of applicable law.
10.5 Record Dates. For the purpose of determining the
Shareholders of any class or series of Shares of the Trust who
are entitled to vote or act at any meeting or any adjournment
thereof, or who are entitled to receive payment of any dividend
or of any other distribution, the Trustees (or their designees)
may from time to time fix a time, which shall be not more than 90
days before the date of any meeting of Shareholders or more than
60 days before the date of payment of any dividend or of any
other distribution, as the record date for determining the
Shareholders of such class or series having the right to notice
of and to vote at such meeting and any adjournment thereof or the
right to receive such dividend or distribution, and in such case
only Shareholders of record on such record date shall have such
right notwithstanding any transfer of Shares on the books of the
Trust after the record date; or without fixing such record date
the Trustees may for any such purposes close the register or
transfer books for all or part of such period.
10.6 Communications with Shareholders. Any notices,
reports, statements or other communications with Shareholders of
any kind required under the Declaration of Trust, these Bylaws or
applicable law may be sent, delivered or made available in any
reasonable manner as may be determined by the Trustees or
officers if not otherwise prohibited by applicable law,
including, without limitation, by mail, courier, email, facsimile
or other electronic means or by posting on a website; and such
communications may be sent, delivered or otherwise made available
to Shareholders in accordance with householding or other similar
rules under which a single copy of such notice or report may be
sent to Shareholders who reside at the same address. No
communication need be given to any Shareholder who shall have
failed to inform the Trust of the Shareholders current address
and the Trustees may from time to time adopt, or may authorize
the officers or agents of the Trust to adopt, procedures or
policies with respect to communications to Shareholders that are
returned to the Trust or its agents as undeliverable and similar
matters. Any Shareholder may waive receipt of any notice or
other communication.
10.7 Proxies. The placing of a Shareholders name on a proxy
pursuant to telephone or electronically transmitted instructions
(including instructions submitted via the Internet) obtained
pursuant to procedures reasonably designed to verify that such
instructions have been authorized by such Shareholder shall
constitute execution of such proxy by or on behalf of such
Shareholder.
ARTICLE 11
11.1 Inspection of Books. The Trustees shall from time to
time determine whether and to what extent, at what times and
places and under what conditions and regulations any of the
accounts and books of the Trust or any series thereof shall be
open to the inspection of the Shareholders, and no Shareholder
shall have any right to inspect any account or book or document
of the Trust or any series thereof except as conferred by law or
otherwise by the Trustees or by these Bylaws.
ARTICLE 12
Preferences, Rights and Privileges of the
Trusts Classes of Shares
12.1 General. Each class of Shares of the Trust or of a
particular series of the Trust, as the case may be, will
represent interests in the same portfolio of investments of the
Trust (or that series) and be identical in all respects, except
as set forth in the Rule 18f 3 Plan (the Plan) of the Trust, as
amended from time to time. The Plan is incorporated herein by
reference and any amendments to the Plan adopted by the Trustees
after the date hereof shall be incorporated herein by reference
effective upon approval of such amendments unless determined
otherwise by the Trustees at such time.
12.2. Conversion of Class B Shares. Except as hereinafter
provided with respect to Shares acquired by exchange or
reinvestment of distributions, Class B Shares of the Trust will
automatically convert into Class A Shares of the Trust at the end
of the month eight years after the month of purchase, or at such
earlier time as the Trustees may in their sole discretion
determine from time to time as to all Class B Shares purchased on
or before such date as the Trustees may specify. Class B Shares
acquired by exchange from Class B Shares of another Putnam Fund
will convert into Class A Shares based on the date of the initial
purchase of the Class B Shares of such other Fund. Class B
Shares acquired through reinvestment of distributions will
convert into Class A Shares based on the date of the initial
purchase of Class B Shares to which such reinvestment Shares
relate. For this purpose, Class B Shares acquired through
reinvestment of distributions will be attributed to particular
purchases of Class B Shares in accordance with such procedures,
which may include without limitation methods of proration or
approximation, as the Trustees may in their sole discretion
determine from time to time.
ARTICLE 13
Amendments to the Bylaws
13.1 General. These Bylaws may be amended or repealed, in
whole or in part, by a majority of the Trustees then in office.
These Bylaws may not be amended by Shareholders.
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Dates Referenced Herein and Documents Incorporated by Reference
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