40-17G/A 1 dfa17g1a.htm dfa17g1a.htm
 
 
Important Notice:
 
 
 
The SEC Requires Proof of Your Fidelity Insurance Policy
 
Your company is now required to file an electronic copy of your fidelity insurance coverage
(Chubb’s ICAP Bond policy) to the Securities and Exchange Commission (SEC), according to
rules adopted by the SEC on June 12, 2006.
 
Chubb is in the process of providing your agent/broker with an electronic copy of your insurance
policy as well as instructions on how to submit this proof of fidelity insurance coverage to the
SEC. You can expect to receive this information from your agent/broker shortly.
 
The electronic copy of your policy is provided by Chubb solely as a convenience and does not
affect the terms and conditions of coverage as set forth in the paper policy you receive by mail.
The terms and conditions of the policy mailed to you, which are the same as those set forth in
the electronic copy, constitute the entire agreement between your company and Chubb.
 
If you have any questions, please contact your agent or broker.
 
 
Form 14-02-12160 (ed. 7/2006)
 

 



 
 
POLICYHOLDER
DISCLOSURE NOTICE OF
TERRORISM INSURANCE COVERAGE
(for policies with no terrorism exclusion or sublimit)
 
You are hereby notified that, under the Terrorism Risk Insurance Act (the “Act”), effective
December 26, 2007, this policy makes available to you insurance for losses arising out of
certain acts of terrorism. Terrorism is defined as any act certified by the Secretary of the
Treasury, in concurrence with the Secretary of State and the Attorney General of the
United States, to be an act of terrorism; to be a violent act or an act that is dangerous to
human life, property or infrastructure; to have resulted in damage within the United
States, or outside the United States in the case of an air carrier or vessel or the premises
of a United States Mission; and to have been committed by an individual or individuals as
part of an effort to coerce the civilian population of the United States or to influence the
policy or affect the conduct of the United States Government by coercion.
 
You should know that the insurance provided by your policy for losses caused by acts of
terrorism is partially reimbursed by the United States under the formula set forth in the
Act. Under this formula, the United States pays 85% of covered terrorism losses that
exceed the statutorily established deductible to be paid by the insurance company
providing the coverage.
 
However, if aggregate insured losses attributable to terrorist acts certified under the Act
exceed $100 billion in a Program Year (January 1 through December 31), the Treasury
shall not make any payment for any portion of the amount of such losses that exceeds
$100 billion.
 
 
10-02-1281 (Ed. 1/2003)
 

 
 
 
If aggregate insured losses attributable to terrorist acts certified under the Act exceed
$100 billion in a Program Year (January 1 through December 31) and we have met our
insurer deductible under the Act, we shall not be liable for the payment of any portion of
the amount of such losses that exceeds $100 billion, and in such case insured losses up
to that amount are subject to pro rata allocation in accordance with procedures
established by the Secretary of the Treasury.
 
The portion of your policy’s annual premium that is attributable to insurance for such acts
of terrorism is: $ -0-.
 
If you have any questions about this notice, please contact your agent or broker.
 
 

10-02-1281 (Ed. 1/2003)
 
 

 
 
 
 
IMPORTANT NOTICE TO POLICYHOLDERS
 
 
 
All of the members of the Chubb Group of Insurance companies doing business in the United
States (hereinafter “Chubb”) distribute their products through licensed insurance brokers and agents
(“producers”). Detailed information regarding the types of compensation paid by Chubb to producers on
US insurance transactions is available under the Producer Compensation link located at the bottom of the
page at www.chubb.com, or by calling 1-866-588-9478. Additional information may be available from your
producer.
 
Thank you for choosing Chubb.
 
 
10-02-1295 (ed. 6/2007)
 

 

 
                                 
             
Chubb Group of Insurance Companies
DECLARATIONS
       
                   
FINANCIAL INSTITUTION INVESTMENT
 
             
15 Mountain View Road, Warren, New Jersey 07059
COMPANY ASSET PROTECTION BOND
 
   
   
NAME OF ASSURED (including its Subsidiaries):
Bond Number: 81906615
       
   
DIMENSIONAL FUND ADVISORS
               
                   
FEDERAL INSURANCE COMPANY
 
   
   
6300 BEE CAVE ROAD, BLDG 1
 
Incorporated under the laws of Indiana
 
AUSTIN, TX 78746
   
a stock insurance company herein called the COMPANY
 
         
                   
Capital Center, 251 North Illinois, Suite 1100
 
                   
Indianapolis, IN 46204-1927
       
   
   
ITEM 1.
 
BOND PERIOD:
 
from  12:01 a.m. on  October 31, 2014
 
           
               
 
to  12:01 a.m. on  October 31, 2015
 
           
   
ITEM 2.
 
LIMITS OF LIABILITY--DEDUCTIBLE AMOUNTS:
             
   
   
If “Not Covered” is inserted below opposite any specified INSURING CLAUSE, such INSURING CLAUSE and
 
   
any other reference shall be deemed to be deleted. There shall be no deductible applicable to any loss
 
   
under INSURING CLAUSE 1. sustained by any Investment Company.
       
   
                           
DEDUCTIBLE
 
   
INSURING CLAUSE
 
LIMIT OF LIABILITY
   
AMOUNT
 
      1.          
Employee
        $ 25,000,000     $ 0  
      2.          
On Premises
        $ 25,000,000     $ 250,000  
      3.          
In Transit
        $ 25,000,000     $ 250,000  
      4.          
Forgery or Alteration
      $ 25,000,000     $ 250,000  
      5.          
Extended Forgery
      $ 25,000,000     $ 250,000  
      6.          
Counterfeit Money
      $ 25,000,000     $ 250,000  
      7.          
Threats to Person
      $ 25,000,000     $ 250,000  
      8.          
Computer System
      $ 25,000,000     $ 250,000  
      9.          
Voice Initiated Funds Transfer Instruction
    $ 25,000,000     $ 250,000  
      10.          
Uncollectible Items of Deposit
    $ 25,000,000     $ 250,000  
      11.          
Audit Expense
        $ 25,000     $ 5,000  
      12.          
Extended Computer Systems
    $ 25,000,000     $ 250,000  
      13.          
Telefacsimile Instruction
    $ 25,000,000     $ 250,000  
      14.          
Automated Telephone Transactions
    $ 25,000,000     $ 250,000  
      15.          
Unauthorized Signature
      $ 25,000,000     $ 250,000  
      16.          
Claims Expense Coverage
    $ 25,000     $ 5,000  
   
ITEM 3.
 
THE LIABILITY OF THE COMPANY IS ALSO SUBJECT TO THE TERMS OF THE FOLLOWING
 
   
ENDORSEMENTS EXECUTED SIMULTANEOUSLY HEREWITH:
               
   
      1 - 12                          
   
IN WITNESS WHEREOF, THE COMPANY has caused this Bond to be signed by its authorized officers, but it shall not be
 
valid unless also signed by an authorized representative of the Company.
               

 
   
Secretary
President
   
 
 
Countersigned by November 10, 2014
 
 
 

 
 
Page 1 of 1

 

 
             
 
The COMPANY, in consideration of payment of the required premium, and in reliance
 
on the APPLICATION and all other statements made and information furnished to the
 
COMPANY by the ASSURED, and subject to the DECLARATIONS made a part of this
 
Bond and to all other terms and conditions of this Bond, agrees to pay the ASSURED
 
for:
         
 
 
Insuring Clauses
           
 
 
Employee
1
.
Loss resulting directly from Larceny or Embezzlement committed by any Employee, alone or in collusion with others.
 
 
 
 
 
On Premises
2
.
Loss of Property resulting directly from robbery, burglary, false pretenses,
     
common law or statutory larceny, misplacement, mysterious unexplainable
     
disappearance, damage, destruction or removal, from the possession, custody or
     
control of the ASSURED, while such Property is lodged or deposited at premises
     
located anywhere.
 
 
In Transit
3
.
Loss of Property resulting directly from common law or statutory larceny,
     
misplacement, mysterious unexplainable disappearance, damage or destruction,
     
while the Property is in transit anywhere:
 
     
a.
in an armored motor vehicle, including loading and unloading thereof,
 
     
b.
in the custody of a natural person acting as a messenger of the ASSURED,
       
or
   
 
     
c.
in the custody of a Transportation Company and being transported in a
       
conveyance other than an armored motor vehicle provided, however, that
       
covered Property transported in such manner is limited to the following:
 
       
(1
)
written records,
 
       
(2
)
securities issued in registered form, which are not endorsed or are restrictively endorsed, or
 
 
       
(3
)
negotiable instruments not payable to bearer, which are not endorsed
           
or are restrictively endorsed.
 
     
Coverage under this INSURING CLAUSE begins immediately on the receipt of
     
such Property by the natural person or Transportation Company and ends
     
immediately on delivery to the premises of the addressee or to any representative
     
of the addressee located anywhere.
 
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 1 of 19

 
 
           
Insuring Clauses
         
(continued)
         
 
 
Forgery Or Alteration
4
.
Loss resulting directly from:
       
     
a.
Forgery on, or fraudulent material alteration of, any bills of exchange,
       
checks, drafts, acceptances, certificates of deposits, promissory notes, due
       
bills, money orders, orders upon public treasuries, letters of credit, other
       
written promises, orders or directions to pay sums certain in money, or
       
receipts for the withdrawal of Property, or
 
     
b.
transferring, paying or delivering any funds or other Property, or establishing
       
any credit or giving any value in reliance on any written instructions, advices
       
or applications directed to the ASSURED authorizing or acknowledging the
       
transfer, payment, delivery or receipt of funds or other Property, which
       
instructions, advices or applications fraudulently purport to bear the
       
handwritten signature of any customer of the ASSURED, or shareholder or
       
subscriber to shares of an Investment Company, or of any financial
       
institution or Employee but which instructions, advices or applications either
       
bear a Forgery or have been fraudulently materially altered without the
       
knowledge and consent of such customer, shareholder, subscriber, financial
       
institution or Employee;
 
     
excluding, however, under this INSURING CLAUSE any loss covered under
     
INSURING CLAUSE 5. of this Bond, whether or not coverage for INSURING
     
CLAUSE 5. is provided for in the DECLARATIONS of this Bond.
 
     
For the purpose of this INSURING CLAUSE, a mechanically reproduced facsimile
     
signature is treated the same as a handwritten signature.
 
 
Extended Forgery
5
.
Loss resulting directly from the ASSURED having, in good faith, and in the
     
ordinary course of business, for its own account or the account of others in any
     
capacity:
 
 
     
a.
acquired, accepted or received, accepted or received, sold or delivered, or
       
given value, extended credit or assumed liability, in reliance on any original
       
Securities, documents or other written instruments which prove to:
 
       
(1)
bear a Forgery or a fraudulently material alteration,
 
       
(2)
have been lost or stolen, or
           
       
(3)
be Counterfeit, or
 
     
b.
guaranteed in writing or witnessed any signatures on any transfer,
       
assignment, bill of sale, power of attorney, guarantee, endorsement or other
       
obligation upon or in connection with any Securities, documents or other
       
written instruments.
 
     
Actual physical possession, and continued actual physical possession if taken as
     
collateral, of such Securities, documents or other written instruments by an
     
Employee, Custodian, or a Federal or State chartered deposit institution of the
     
ASSURED is a condition precedent to the ASSURED having relied on such items.
     
Release or return of such collateral is an acknowledgment by the ASSURED that it
     
no longer relies on such collateral.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 2 of 19

 
 
             
Insuring Clauses
           
 
 
Extended Forgery
   
For the purpose of this INSURING CLAUSE, a mechanically reproduced facsimile
(continued)
   
signature is treated the same as a handwritten signature.
 
 
Counterfeit Money
6
.
Loss resulting directly from the receipt by the ASSURED in good faith of any
     
Counterfeit money.
 
 
Threats To Person
7
.
Loss resulting directly from surrender of Property away from an office of the
     
ASSURED as a result of a threat communicated to the ASSURED to do bodily
     
harm to an Employee as defined in Section 1.e. (1), (2) and (5), a Relative or
     
invitee of such Employee, or a resident of the household of such Employee, who
     
is, or allegedly is, being held captive provided, however, that prior to the surrender
     
of such Property:
       
     
a.
the Employee who receives the threat has made a reasonable effort to
       
notify an officer of the ASSURED who is not involved in such threat, and
 
     
b.
the ASSURED has made a reasonable effort to notify the Federal Bureau of
       
Investigation and local law enforcement authorities concerning such threat.
         
     
It is agreed that for purposes of this INSURING CLAUSE, any Employee of the
     
ASSURED, as set forth in the preceding paragraph, shall be deemed to be an
     
ASSURED hereunder, but only with respect to the surrender of money, securities
     
and other tangible personal property in which such Employee has a legal or
     
equitable interest.
 
 
Computer System
8
.
Loss resulting directly from fraudulent:
     
a.
entries of data into, or
 
     
b.
changes of data elements or programs within, a
     
Computer System, provided the fraudulent entry or change causes:
 
       
(1
)
funds or other property to be transferred, paid or delivered,
 
       
(2
)
an account of the ASSURED or of its customer to be added, deleted,
debited or credited, or
             
        (3 an unauthorized account or a fictitious account to be debited or
            credited.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 3 of 19

 
 
         
Insuring Clauses
       
(continued)
       
 
 
Voice Initiated Funds
9
.
Loss resulting directly from Voice Initiated Funds Transfer Instruction directed
Transfer Instruction
   
to the ASSURED authorizing the transfer of dividends or redemption proceeds of
     
Investment Company shares from a Customer's account, provided such Voice
     
Initiated Funds Transfer Instruction was:
 
     
a.
received at the ASSURED'S offices by those Employees of the ASSURED
       
specifically authorized to receive the Voice Initiated Funds Transfer
       
Instruction,
 
     
b.
made by a person purporting to be a Customer, and
 
     
c.
made by said person for the purpose of causing the ASSURED or Customer
       
to sustain a loss or making an improper personal financial gain for such
       
person or any other person.
         
     
In order for coverage to apply under this INSURING CLAUSE, all Voice Initiated
     
Funds Transfer Instructions must be received and processed in accordance with
     
the Designated Procedures outlined in the APPLICATION furnished to the
     
COMPANY.
 
 
Uncollectible Items of
10
.
Loss resulting directly from the ASSURED having credited an account of a
Deposit
   
customer, shareholder or subscriber on the faith of any Items of Deposit which
     
prove to be uncollectible, provided that the crediting of such account causes:
 
     
a.
redemptions or withdrawals to be permitted,
         
     
b.
shares to be issued, or
 
     
c.
dividends to be paid,
from an account of an Investment Company.
 
 
     
In order for coverage to apply under this INSURING CLAUSE, the ASSURED
     
must hold Items of Deposit for the minimum number of days stated in the
     
APPLICATION before permitting any redemptions or withdrawals, issuing any
     
shares or paying any dividends with respect to such Items of Deposit.
 
     
Items of Deposit shall not be deemed uncollectible until the ASSURED'S
     
standard collection procedures have failed.
 
 
Audit Expense
11
.
Expense incurred by the ASSURED for that part of the cost of audits or
     
examinations required by any governmental regulatory authority or self-regulatory
     
organization to be conducted by such authority, organization or their appointee by
     
reason of the discovery of loss sustained by the ASSURED and covered by this
     
Bond.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 4 of 19

 
 
         
General Agreements
       
 
 
Additional Companies
A.
If more than one corporation, or Investment Company, or any combination of
Included As Assured
 
them is included as the ASSURED herein:
     
   
(1
)
The total liability of the COMPANY under this Bond for loss or losses
       
sustained by any one or more or all of them shall not exceed the limit for
       
which the COMPANY would be liable under this Bond if all such loss were
       
sustained by any one of them.
 
   
(2
)
Only the first named ASSURED shall be deemed to be the sole agent of the
       
others for all purposes under this Bond, including but not limited to the giving
       
or receiving of any notice or proof required to be given and for the purpose of
       
effecting or accepting any amendments to or termination of this Bond. The
       
COMPANY shall furnish each Investment Company with a copy of the
       
Bond and with any amendment thereto, together with a copy of each formal
       
filing of claim by any other named ASSURED and notification of the terms of
       
the settlement of each such claim prior to the execution of such settlement.
 
   
(3
)
The COMPANY shall not be responsible for the proper application of any
       
payment made hereunder to the first named ASSURED.
 
   
(4
)
Knowledge possessed or discovery made by any partner, director, trustee,
       
officer or supervisory employee of any ASSURED shall constitute knowledge
       
or discovery by all the ASSUREDS for the purposes of this Bond.
 
   
(5
)
If the first named ASSURED ceases for any reason to be covered under this
       
Bond, then the ASSURED next named on the APPLICATION shall thereafter
       
be considered as the first named ASSURED for the purposes of this Bond.
 
 
Representation Made By
B.
The ASSURED represents that all information it has furnished in the
Assured
 
APPLICATION for this Bond or otherwise is complete, true and correct. Such
   
APPLICATION and other information constitute part of this Bond.
 
   
The ASSURED must promptly notify the COMPANY of any change in any fact or
   
circumstance which materially affects the risk assumed by the COMPANY under
   
this Bond.
 
   
Any intentional misrepresentation, omission, concealment or incorrect statement of
   
a material fact, in the APPLICATION or otherwise, shall be grounds for recision of
   
this Bond.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 5 of 19

 
 
         
General Agreements
       
(continued)
       
 
 
Additional Offices Or
C.
If the ASSURED, other than an Investment Company, while this Bond is in force,
Employees - Consolidation,
 
merges or consolidates with, or purchases or acquires assets or liabilities of
Merger Or Purchase Or
 
another institution, the ASSURED shall not have the coverage afforded under this
Acquisition Of Assets Or
 
Bond for loss which has:
Liabilities - Notice To    
Company
 
(1
)
occurred or will occur on premises, or
 
       
   
(2
)
been caused or will be caused by an employee, or
         
   
(3
)
arisen or will arise out of the assets or liabilities,
 
   
of such institution, unless the ASSURED:
     
   
 
  a.  
gives the COMPANY written notice of the proposed consolidation, merger or
       
purchase or acquisition of assets or liabilities prior to the proposed effective
       
date of such action, and
         
      b.  
obtains the written consent of the COMPANY to extend some or all of the
       
coverage provided by this Bond to such additional exposure, and
         
      c.  
on obtaining such consent, pays to the COMPANY an additional premium.
 
 
Change Of Control -
D.
When the ASSURED learns of a change in control (other than in an Investment
Notice To Company
 
Company), as set forth in Section 2(a) (9) of the Investment Company Act of
    1940,the ASSURED shall within sixty (60) days give written notice to the
   
COMPANY setting forth:
     
   
(1
)
the names of the transferors and transferees (or the names of the beneficial
       
owners if the voting securities are registered in another name),
         
   
(2
)
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
         
   
(3
)
the total number of outstanding voting securities.
         
   
Failure to give the required notice shall result in termination of coverage for any
   
loss involving a transferee, to be effective on the date of such change in control.
 
 
Court Costs And
E.
The COMPANY will indemnify the ASSURED for court costs and reasonable
Attorneys’ Fees
 
attorneys' fees incurred and paid by the ASSURED in defense, whether or not
   
successful, whether or not fully litigated on the merits and whether or not settled,
   
of any claim, suit or legal proceeding with respect to which the ASSURED would
   
be entitled to recovery under this Bond. However, with respect to INSURING
   
CLAUSE 1., this Section shall only apply in the event that:
     
   
(1
)
an Employee admits to being guilty of Larceny or Embezzlement,
         
   
(2
)
an Employee is adjudicated to be guilty of Larceny or Embezzlement, or
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 6 of 19

 
 
     
General Agreements
   
 
 
Court Costs And
(3)
in the absence of 1 or 2 above, an arbitration panel agrees, after a review of
Attorneys’ Fees
 
an agreed statement of facts between the COMPANY and the ASSURED,
(continued)
 
that an Employee would be found guilty of Larceny or Embezzlement if
such Employee were prosecuted.
 
 
 
The ASSURED shall promptly give notice to the COMPANY of any such suit or
 
legal proceeding and at the request of the COMPANY shall furnish copies of all
 
pleadings and pertinent papers to the COMPANY. The COMPANY may, at its
 
sole option, elect to conduct the defense of all or part of such legal proceeding.
 
The defense by the COMPANY shall be in the name of the ASSURED through
 
attorneys selected by the COMPANY. The ASSURED shall provide all reasonable
 
information and assistance as required by the COMPANY for such defense.
 
 
If the COMPANY declines to defend the ASSURED, no settlement without the
 
prior written consent of the COMPANY nor judgment against the ASSURED shall
 
determine the existence, extent or amount of coverage under this Bond.
 
 
If the amount demanded in any such suit or legal proceeding is within the
 
DEDUCTIBLE AMOUNT, if any, the COMPANY shall have no liability for court
 
costs and attorney's fees incurred in defending all or part of such suit or legal
 
proceeding.
 
 
If the amount demanded in any such suit or legal proceeding is in excess of the
 
LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS for the applicable
 
INSURING CLAUSE, the COMPANY'S liability for court costs and attorney's fees
 
incurred in defending all or part of such suit or legal proceedings is limited to the
 
proportion of such court costs and attorney's fees incurred that the LIMIT OF
 
LIABILITY stated in ITEM 2. of the DECLARATIONS for the applicable INSURING
 
CLAUSE bears to the total of the amount demanded in such suit or legal
 
proceeding.
 
 
If the amount demanded is any such suit or legal proceeding is in excess of the
 
DEDUCTIBLE AMOUNT, if any, but within the LIMIT OF LIABILITY stated in ITEM
  2.of the DECLARATIONS for the applicable INSURING CLAUSE, the
 
COMPANY'S liability for court costs and attorney's fees incurred in defending all or
 
part of such suit or legal proceedings shall be limited to the proportion of such
 
court costs or attorney's fees that the amount demanded that would be payable
 
under this Bond after application of the DEDUCTIBLE AMOUNT, bears to the total
 
amount demanded.
 
 
Amounts paid by the COMPANY for court costs and attorneys' fees shall be in
 
addition to the LIMIT OF LIABILITY stated in ITEM 2. of the DECLARATIONS.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 7 of 19

 
             
Conditions And
           
Limitations
           
 
 
Definitions
1
.
As used in this Bond:
       
     
a.
Computer System means a computer and all input, output, processing,
       
storage, off-line media libraries, and communication facilities which are
       
connected to the computer and which are under the control and supervision
       
of the operating system(s) or application(s) software used by the ASSURED.
 
     
b.
Counterfeit means an imitation of an actual valid original which is intended
       
to deceive and be taken as the original.
 
     
c.
Custodian means the institution designated by an Investment Company to
       
maintain possession and control of its assets.
 
     
d.
Customer means an individual, corporate, partnership, trust customer,
       
shareholder or subscriber of an Investment Company which has a written
       
agreement with the ASSURED for Voice Initiated Funds Transfer
       
Instruction.
 
     
e.
Employee means:
 
       
(1
)
an officer of the ASSURED,
 
       
(2
)
a natural person while in the regular service of the ASSURED at any of
           
the ASSURED'S premises and compensated directly by the ASSURED
           
through its payroll system and subject to the United States Internal
           
Revenue Service Form W-2 or equivalent income reporting plans of
           
other countries, and whom the ASSURED has the right to control and
           
direct both as to the result to be accomplished and details and means
           
by which such result is accomplished in the performance of such
           
service,
 
       
(3
)
a guest student pursuing studies or performing duties in any of the
ASSURED'S premises,
 
 
       
(4
)
an attorney retained by the ASSURED and an employee of such
           
attorney while either is performing legal services for the ASSURED,
 
       
(5
)
a natural person provided by an employment contractor to perform
           
employee duties for the ASSURED under the ASSURED'S supervision
           
at any of the ASSURED'S premises,
 
       
(6
)
an employee of an institution merged or consolidated with the
           
ASSURED prior to the effective date of this Bond,
 
       
(7
)
a director or trustee of the ASSURED, but only while performing acts
           
within the scope of the customary and usual duties of any officer or
           
other employee of the ASSURED or while acting as a member of any
           
committee duly elected or appointed to examine or audit or have
           
custody of or access to Property of the ASSURED, or
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 8 of 19

 
 
         
Conditions And
       
Limitations
       
 
 
Definitions
(8
)
each natural person, partnership or corporation authorized by written
(continued)
   
agreement with the ASSURED to perform services as electronic data
     
processor of checks or other accounting records related to such checks but
     
only while such person, partnership or corporation is actually performing
     
such services and not:
 
     
a.
creating, preparing, modifying or maintaining the ASSURED'S
       
computer software or programs, or
 
     
b.
acting as transfer agent or in any other agency capacity in issuing
       
checks, drafts or securities for the ASSURED,
 
 
(9
)
any partner, officer or employee of an investment advisor, an underwriter
     
(distributor), a transfer agent or shareholder accounting recordkeeper, or an
     
administrator, for an Investment Company while performing acts coming
     
within the scope of the customary and usual duties of an officer or employee
     
of an Investment Company or acting as a member of any committee duly
     
elected or appointed to examine, audit or have custody of or access to
     
Property of an Investment Company.
 
     
The term Employee shall not include any partner, officer or employee of a
     
transfer agent, shareholder accounting recordkeeper or administrator:
 
     
a.
which is not an "affiliated person" (as defined in Section 2(a) of the
       
Investment Company Act of 1940) of an Investment Company or of
       
the investment advisor or underwriter (distributor) of such Investment
       
Company, or
 
     
b.
which is a "bank" (as defined in Section 2(a) of the Investment
Company Act of 1940).
 
       
This Bond does not afford coverage in favor of the employers of
       
persons as set forth in e. (4), (5) and (8) above, and upon payment to
       
the ASSURED by the COMPANY resulting directly from Larceny or
       
Embezzlement committed by any of the partners, officers or
       
employees of such employers, whether acting alone or in collusion with
       
others, an assignment of such of the ASSURED'S rights and causes of
       
action as it may have against such employers by reason of such acts
       
so committed shall, to the extent of such payment, be given by the
       
ASSURED to the COMPANY, and the ASSURED shall execute all
       
papers necessary to secure to the COMPANY the rights provided for
       
herein.
 
     
Each employer of persons as set forth in e.(4), (5) and (8) above and the
     
partners, officers and other employees of such employers shall collectively
     
be deemed to be one person for all the purposes of this Bond; excepting,
     
however, the fifth paragraph of Section 13.
 
     
Independent contractors not specified in e.(4), (5) or (8) above,
     
intermediaries, agents, brokers or other representatives of the same general
     
character shall not be considered Employees.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 9 of 19

 
 
     
Conditions And
   
Limitations
   
 
 
Definitions
f.
Forgery means the signing of the name of another natural person with the
(continued)
 
intent to deceive but does not mean a signature which consists in whole or in
   
part of one's own name, with or without authority, in any capacity for any
   
purpose.
 
 
g.
Investment Company means any investment company registered under the
   
Investment Company Act of 1940 and listed under the NAME OF ASSURED
   
on the DECLARATIONS.
 
 
h.
Items of Deposit means one or more checks or drafts drawn upon a
   
financial institution in the United States of America.
 
 
i.
Larceny or Embezzlement means larceny or embezzlement as defined in
   
Section 37 of the Investment Company Act of 1940.
 
 
j.
Property means money, revenue and other stamps; securities; including any
   
note, stock, treasury stock, bond, debenture, evidence of indebtedness,
   
certificate of deposit, certificate of interest or participation in any profit-
   
sharing agreement, collateral trust certificate, preorganization certificate or
   
subscription, transferable share, investment contract, voting trust certificate,
   
certificate of deposit for a security, fractional undivided interest in oil, gas, or
   
other mineral rights, any interest or instruments commonly known as a
   
security under the Investment Company Act of 1940, any other certificate of
   
interest or participation in, temporary or interim certificate for, receipt for,
   
guarantee of, or warrant or right to subscribe to or purchase any of the
   
foregoing; bills of exchange; acceptances; checks; withdrawal orders; money
   
orders; travelers' letters of credit; bills of lading; abstracts of title; insurance
   
policies, deeds, mortgages on real estate and/or upon chattels and interests
   
therein; assignments of such policies, deeds or mortgages; other valuable
   
papers, including books of accounts and other records used by the
   
ASSURED in the conduct of its business (but excluding all electronic data
   
processing records); and, all other instruments similar to or in the nature of
   
the foregoing in which the ASSURED acquired an interest at the time of the
   
ASSURED'S consolidation or merger with, or purchase of the principal
   
assets of, a predecessor or which are held by the ASSURED for any
   
purpose or in any capacity and whether so held gratuitously or not and
   
whether or not the ASSURED is liable therefor.
 
 
k.
Relative means the spouse of an Employee or partner of the ASSURED
   
and any unmarried child supported wholly by, or living in the home of, such
   
Employee or partner and being related to them by blood, marriage or legal
   
guardianship.
 
 
l.
Securities, documents or other written instruments means original
   
(including original counterparts) negotiable or non-negotiable instruments, or
   
assignments thereof, which in and of themselves represent an equitable
   
interest, ownership, or debt and which are in the ordinary course of business
   
transferable by delivery of such instruments with any necessary
   
endorsements or assignments.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
 
Page 10 of 19

 
 
         
Conditions And
       
Limitations
       
 
 
Definitions
   
m.
Subsidiary means any organization that, at the inception date of this Bond,
(continued)
     
is named in the APPLICATION or is created during the BOND PERIOD and
       
of which more than fifty percent (50%) of the outstanding securities or voting
       
rights representing the present right to vote for election of directors is owned
       
or controlled by the ASSURED either directly or through one or more of its
       
subsidiaries.
 
     
n.
Transportation Company means any organization which provides its own
       
or its leased vehicles for transportation or which provides freight forwarding
       
or air express services.
 
     
o.
Voice Initiated Election means any election concerning dividend options
       
available to Investment Company shareholders or subscribers which is
       
requested by voice over the telephone.
 
     
p.
Voice Initiated Redemption means any redemption of shares issued by an
       
Investment Company which is requested by voice over the telephone.
 
     
q.
Voice Initiated Funds Transfer Instruction means any Voice Initiated
       
Redemption or Voice Initiated Election.
 
     
For the purposes of these definitions, the singular includes the plural and the
     
plural includes the singular, unless otherwise indicated.
 
 
General Exclusions -
2
.
This bond does not directly or indirectly cover:
       
Applicable to All Insuring
   
a.
loss not reported to the COMPANY in writing within sixty (60) days after
Clauses
     
termination of this Bond as an entirety;
 
     
b.
loss due to riot or civil commotion outside the United States of America and
       
Canada, or any loss due to military, naval or usurped power, war or
       
insurrection. This Section 2.b., however, shall not apply to loss which occurs
       
in transit in the circumstances recited in INSURING CLAUSE 3., provided
       
that when such transit was initiated there was no knowledge on the part of
       
any person acting for the ASSURED of such riot, civil commotion, military,
       
naval or usurped power, war or insurrection;
 
     
c.
loss resulting from the effects of nuclear fission or fusion or radioactivity;
 
     
d.
loss of potential income including, but not limited to, interest and dividends
       
not realized by the ASSURED or by any customer of the ASSURED;
 
     
e.
damages of any type for which the ASSURED is legally liable, except
       
compensatory damages, but not multiples thereof, arising from a loss
       
covered under this Bond;
 
     
f.
costs, fees and expenses incurred by the ASSURED in establishing the
       
existence of or amount of loss under this Bond, except to the extent covered
       
under INSURING CLAUSE 11.;
 
     
g.
loss resulting from indirect or consequential loss of any nature;
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 11 of 19

 
 
               
Conditions And
             
Limitations
             
 
General Exclusions -
   
h.
loss resulting from dishonest acts by any member of the Board of Directors
Applicable to All Insuring
     
or Board of Trustees of the ASSURED who is not an Employee, acting
Clauses
     
alone or in collusion with others;
         
(continued)
   
i.
loss, or that part of any loss, resulting solely from any violation by the
 
ASSURED or by any Employee:
   
       
(1
)
of any law regulating:
             
           
a.
the issuance, purchase or sale of securities,
               
           
b.
securities transactions on security or commodity exchanges or
             
the over the counter market,
               
           
c.
investment companies,
               
           
d.
investment advisors, or
               
       
(2
)
of any rule or regulation made pursuant to any such law; or
             
     
j.
loss of confidential information, material or data;
         
     
k.
loss resulting from voice requests or instructions received over the
       
telephone, provided however, this Section 2.k. shall not apply to INSURING
       
CLAUSE 7. or 9.
 
 
Specific Exclusions -
3
.
This Bond does not directly or indirectly cover:
       
Applicable To All Insuring
   
a.
loss caused by an Employee, provided, however, this Section 3.a. shall not
Clauses Except Insuring
     
apply to loss covered under INSURING CLAUSE 2. or 3. which results
Clause 1.
     
directly from misplacement, mysterious unexplainable disappearance, or
 
damage or destruction of Property;
   
     
b.
loss through the surrender of property away from premises of the ASSURED
       
as a result of a threat:
         
       
(1
)
to do bodily harm to any natural person, except loss of Property in
           
transit in the custody of any person acting as messenger of the
           
ASSURED, provided that when such transit was initiated there was no
           
knowledge by the ASSURED of any such threat, and provided further
           
that this Section 3.b. shall not apply to INSURING CLAUSE 7., or
             
       
(2
)
to do damage to the premises or Property of the ASSURED;
             
     
c.
loss resulting from payments made or withdrawals from any account
       
involving erroneous credits to such account;
         
     
d.
loss involving Items of Deposit which are not finally paid for any reason
       
provided however, that this Section 3.d. shall not apply to INSURING
       
CLAUSE 10.;
         
     
e.
loss of property while in the mail;
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 12 of 19

 
 
                 
Conditions And
               
Limitations
               
 
 
Specific Exclusions -
   
f.
loss resulting from the failure for any reason of a financial or depository
Applicable To All Insuring
     
institution, its receiver or other liquidator to pay or deliver funds or other
Clauses Except Insuring
     
Property to the ASSURED provided further that this Section 3.f. shall not
Clause 1.
     
apply to loss of Property resulting directly from robbery, burglary,
(continued)
     
misplacement, mysterious unexplainable disappearance, damage
 
 
 
,
       
destruction or removal from the possession, custody or control of the
       
ASSURED.
       
                 
     
g.
loss of Property while in the custody of a Transportation Company,
       
provided however, that this Section 3.g. shall not apply to INSURING
       
CLAUSE 3.;
       
                 
     
h.
loss resulting from entries or changes made by a natural person with
       
authorized access to a Computer System who acts in good faith on
       
instructions, unless such instructions are given to that person by a software
       
contractor or its partner, officer, or employee authorized by the ASSURED to
       
design, develop, prepare, supply, service, write or implement programs for
       
the ASSURED's Computer System; or
   
             
     
i.
loss resulting directly or indirectly from the input of data into a Computer
       
System terminal, either on the premises of the customer of the ASSURED
       
or under the control of such a customer, by a customer or other person who
       
had authorized access to the customer's authentication mechanism.
 
 
Specific Exclusions -
4
.
This bond does not directly or indirectly cover:
   
Applicable To All Insuring          
Clauses Except Insuring
   
a.
loss resulting from the complete or partial non-payment of or default on any
Clauses 1., 4., And 5.
     
loan whether such loan was procured in good faith or through trick, artifice,
 
     
fraud or false pretenses; provided, however, this Section 4.a. shall not apply
       
to INSURING CLAUSE 8.;
     
 
     
b.
loss resulting from forgery or any alteration;
   
 
     
c.
loss involving a counterfeit provided, however, this Section 4.c. shall not
       
apply to INSURING CLAUSE 5. or 6.
   
 
 
Limit Of Liability/Non-
5
.
At all times prior to termination of this Bond, this Bond shall continue in force for
Reduction And Non-
   
the limit stated in the applicable sections of ITEM 2. of the DECLARATIONS,
Accumulation Of Liability
   
notwithstanding any previous loss for which the COMPANY may have paid or be
     
liable to pay under this Bond provided, however, that the liability of the COMPANY
     
under this Bond with respect to all loss resulting from:
 
 
     
a.
any one act of burglary, robbery or hold-up, or attempt thereat, in which no
       
Employee is concerned or implicated, or
   
 
     
b.
any one unintentional or negligent act on the part of any one person
       
resulting in damage to or destruction or misplacement of Property, or
 
     
c.
all acts, other than those specified in a. above, of any one person, or
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 13 of 19

 
 
         
Conditions And
       
Limitations
       
 
 
Limit Of Liability/Non-
     
d.
any one casualty or event other than those specified in a., b., or c. above,
Reduction And Non-
     
shall be deemed to be one loss and shall be limited to the applicable LIMIT OF
Accumulation Of Liability
     
LIABILITY stated in ITEM 2. of the DECLARATIONS of this Bond irrespective of
(continued)
     
the total amount of such loss or losses and shall not be cumulative in amounts
       
from year to year or from period to period.
 
       
All acts, as specified in c. above, of any one person which
 
       
i.
directly or indirectly aid in any way wrongful acts of any other person or
       
persons, or
 
       
ii.
permit the continuation of wrongful acts of any other person or persons
 
     
whether such acts are committed with or without the knowledge of the wrongful
     
acts of the person so aided, and whether such acts are committed with or without
     
the intent to aid such other person, shall be deemed to be one loss with the
     
wrongful acts of all persons so aided.
 
 
Discovery
6
.
This Bond applies only to loss first discovered by an officer of the ASSURED
     
during the BOND PERIOD. Discovery occurs at the earlier of an officer of the
     
ASSURED being aware of:
 
       
a.
facts which may subsequently result in a loss of a type covered by this Bond,
       
or
 
       
b.
an actual or potential claim in which it is alleged that the ASSURED is liable
       
to a third party,
 
     
regardless of when the act or acts causing or contributing to such loss occurred,
     
even though the amount of loss does not exceed the applicable DEDUCTIBLE
     
AMOUNT, or the exact amount or details of loss may not then be known.
 
 
Notice To Company -
7
.
 
a.
The ASSURED shall give the COMPANY notice thereof at the earliest
Proof - Legal Proceedings
     
practicable moment, not to exceed sixty (60) days after discovery of loss, in
Against Company
     
an amount that is in excess of 50% of the applicable DEDUCTIBLE
       
AMOUNT, as stated in ITEM 2. of the DECLARATIONS.
 
       
b.
The ASSURED shall furnish to the COMPANY proof of loss, duly sworn to,
       
with full particulars within six (6) months after such discovery.
 
       
c.
Securities listed in a proof of loss shall be identified by certificate or bond
       
numbers, if issued with them.
 
       
d.
Legal proceedings for the recovery of any loss under this Bond shall not be
       
brought prior to the expiration of sixty (60) days after the proof of loss is filed
       
with the COMPANY or after the expiration of twenty-four (24) months from
       
the discovery of such loss.
 
       
e.
This Bond affords coverage only in favor of the ASSURED. No claim, suit,
       
action or legal proceedings shall be brought under this Bond by anyone
       
other than the ASSURED.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 14 of 19

 
 
         
Conditions And
       
Limitations
       
 
 
Notice To Company -
   
f.
Proof of loss involving Voice Initiated Funds Transfer Instruction shall
Proof - Legal Proceedings
     
include electronic recordings of such instructions.
Against Company
       
(continued)
       
 
 
Deductible Amount
8
.
The COMPANY shall not be liable under any INSURING CLAUSES of this Bond
     
on account of loss unless the amount of such loss, after deducting the net amount
     
of all reimbursement and/or recovery obtained or made by the ASSURED, other
     
than from any Bond or policy of insurance issued by an insurance company and
     
covering such loss, or by the COMPANY on account thereof prior to payment by
     
the COMPANY of such loss, shall exceed the DEDUCTIBLE AMOUNT set forth in
     
ITEM 3. of the DECLARATIONS, and then for such excess only, but in no event
     
for more than the applicable LIMITS OF LIABILITY stated in ITEM 2. of the
     
DECLARATIONS.
 
     
There shall be no deductible applicable to any loss under INSURING CLAUSE 1.
     
sustained by any Investment Company.
 
 
Valuation
9
.
BOOKS OF ACCOUNT OR OTHER RECORDS
       
     
The value of any loss of Property consisting of books of account or other records
     
used by the ASSURED in the conduct of its business shall be the amount paid by
     
the ASSURED for blank books, blank pages, or other materials which replace the
     
lost books of account or other records, plus the cost of labor paid by the
     
ASSURED for the actual transcription or copying of data to reproduce such books
     
of account or other records.
 
     
The value of any loss of Property other than books of account or other records
     
used by the ASSURED in the conduct of its business, for which a claim is made
     
shall be determined by the average market value of such Property on the
     
business day immediately preceding discovery of such loss provided, however,
     
that the value of any Property replaced by the ASSURED with the consent of the
     
COMPANY and prior to the settlement of any claim for such Property shall be the
actual market value at the time of replacement.
 
 
     
In the case of a loss of interim certificates, warrants, rights or other securities, the
     
production of which is necessary to the exercise of subscription, conversion,
     
redemption or deposit privileges, the value of them shall be the market value of
     
such privileges immediately preceding their expiration if said loss is not discovered
     
until after their expiration. If no market price is quoted for such Property or for
     
such privileges, the value shall be fixed by agreement between the parties.
     
OTHER PROPERTY
 
     
The value of any loss of Property, other than as stated above, shall be the actual
     
cash value or the cost of repairing or replacing such Property with Property of
     
like quality and value, whichever is less.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 15 of 19

 
 
         
Conditions And
       
Limitations
       
(continued)
       
 
 
Securities Settlement
10
.
In the event of a loss of securities covered under this Bond, the COMPANY may,
     
at its sole discretion, purchase replacement securities, tender the value of the
     
securities in money, or issue its indemnity to effect replacement securities.
 
     
The indemnity required from the ASSURED under the terms of this Section
     
against all loss, cost or expense arising from the replacement of securities by the
     
COMPANY'S indemnity shall be:
 
     
a.
for securities having a value less than or equal to the applicable
       
DEDUCTIBLE AMOUNT - one hundred (100%) percent;
 
     
b.
for securities having a value in excess of the DEDUCTIBLE AMOUNT but
       
within the applicable LIMIT OF LIABILITY - the percentage that the
       
DEDUCTIBLE AMOUNT bears to the value of the securities;
 
     
c.
for securities having a value greater than the applicable LIMIT OF LIABILITY
       
- the percentage that the DEDUCTIBLE AMOUNT and portion in excess of
       
the applicable LIMIT OF LIABILITY bears to the value of the securities.
 
     
The value referred to in Section 10.a., b., and c. is the value in accordance with
     
Section 9, VALUATION, regardless of the value of such securities at the time the
     
loss under the COMPANY'S indemnity is sustained.
 
     
The COMPANY is not required to issue its indemnity for any portion of a loss of
     
securities which is not covered by this Bond; however, the COMPANY may do so
     
as a courtesy to the ASSURED and at its sole discretion.
 
     
The ASSURED shall pay the proportion of the Company's premium charge for the
     
Company's indemnity as set forth in Section 10.a., b., and c. No portion of the
     
LIMIT OF LIABILITY shall be used as payment of premium for any indemnity
     
purchased by the ASSURED to obtain replacement securities.
 
 
Subrogation - Assignment -
11
.
In the event of a payment under this Bond, the COMPANY shall be subrogated to
Recovery
   
all of the ASSURED'S rights of recovery against any person or entity to the extent
     
of such payment. On request, the ASSURED shall deliver to the COMPANY an
     
assignment of the ASSURED'S rights, title and interest and causes of action
     
against any person or entity to the extent of such payment.
 
     
Recoveries, whether effected by the COMPANY or by the ASSURED, shall be
     
applied net of the expense of such recovery in the following order:
 
     
a.
first, to the satisfaction of the ASSURED'S loss which would otherwise have
       
been paid but for the fact that it is in excess of the applicable LIMIT OF
       
LIABILITY,
 
     
b.
second, to the COMPANY in satisfaction of amounts paid in settlement of
       
the ASSURED'S claim,
 
     
c.
third, to the ASSURED in satisfaction of the applicable DEDUCTIBLE
       
AMOUNT, and
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 16 of 19

 

 
         
Conditions And
       
Limitations
       
 
 
Subrogation - Assignment -
   
d.
fourth, to the ASSURED in satisfaction of any loss suffered by the
Recovery
     
ASSURED which was not covered under this Bond.
         
(continued)
   
Recovery from reinsurance or indemnity of the COMPANY shall not be deemed a
     
recovery under this section.
 
 
Cooperation Of Assured
12
.
At the COMPANY'S request and at reasonable times and places designated by
     
the COMPANY, the ASSURED shall:
 
     
a.
submit to examination by the COMPANY and subscribe to the same under
       
oath,
 
     
b.
produce for the COMPANY'S examination all pertinent records, and
 
     
c.
cooperate with the COMPANY in all matters pertaining to the loss.
 
     
The ASSURED shall execute all papers and render assistance to secure to the
     
COMPANY the rights and causes of action provided for under this Bond. The
     
ASSURED shall do nothing after loss to prejudice such rights or causes of action.
 
 
Termination
13
.
If the Bond is for a sole ASSURED, it shall not be terminated unless written notice
     
shall have been given by the acting party to the affected party and to the
     
Securities and Exchange Commission, Washington, D.C., not less than sixty (60)
     
days prior to the effective date of such termination.
 
     
If the Bond is for a joint ASSURED, it shall not be terminated unless written notice
     
shall have been given by the acting party to the affected party, and by the
     
COMPANY to all ASSURED Investment Companies and to the Securities and
     
Exchange Commission, Washington, D.C., not less than sixty (60) days prior to
     
the effective date of such termination.
 
     
This Bond will terminate as to any one ASSURED, other than an Investment
     
Company:
 
     
a.
immediately on the taking over of such ASSURED by a receiver or other
       
liquidator or by State or Federal officials, or
 
     
b.
immediately on the filing of a petition under any State or Federal statute
       
relative to bankruptcy or reorganization of the ASSURED, or assignment for
       
the benefit of creditors of the ASSURED, or
 
     
c.
immediately upon such ASSURED ceasing to exist, whether through merger
       
into another entity, disposition of all of its assets or otherwise.
 
     
The COMPANY shall refund the unearned premium computed at short rates in
     
accordance with the standard short rate cancellation tables if terminated by the
     
ASSURED or pro rata if terminated for any other reason.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 17 of 19

 
 
         
Conditions And
       
Limitations
       
 
 
Termination
   
If any partner, director, trustee, or officer or supervisory employee of an
(continued)
   
ASSURED not acting in collusion with an Employee learns of any dishonest act
     
committed by such Employee at any time, whether in the employment of the
     
ASSURED or otherwise, whether or not such act is of the type covered under this
     
Bond, and whether against the ASSURED or any other person or entity, the
     
ASSURED:
       
     
a.
shall immediately remove such Employee from a position that would enable
       
such Employee to cause the ASSURED to suffer a loss covered by this
       
Bond; and
         
     
b.
within forty-eight (48) hours of learning that an Employee has committed
       
any dishonest act, shall notify the COMPANY, of such action and provide full
particulars of such dishonest act.
 
     
The COMPANY may terminate coverage as respects any Employee sixty (60)
     
days after written notice is received by each ASSURED Investment Company
     
and the Securities and Exchange Commission, Washington, D.C. of its desire to
     
terminate this Bond as to such Employee.
 
 
Other Insurance
14
.
Coverage under this Bond shall apply only as excess over any valid and collectible
     
insurance, indemnity or suretyship obtained by or on behalf of:
 
     
a.
the ASSURED,
         
     
b.
a Transportation Company, or
 
     
c.
another entity on whose premises the loss occurred or which employed the
       
person causing the loss or engaged the messenger conveying the Property
       
involved.
 
 
Conformity
15
.
If any limitation within this Bond is prohibited by any law controlling this Bond's
     
construction, such limitation shall be deemed to be amended so as to equal the
     
minimum period of limitation provided by such law.
 
 
Change or Modification
16
.
This Bond or any instrument amending or affecting this Bond may not be changed
     
or modified orally. No change in or modification of this Bond shall be effective
     
except when made by written endorsement to this Bond signed by an authorized
     
representative of the COMPANY.
 
     
If this Bond is for a sole ASSURED, no change or modification which would
     
adversely affect the rights of the ASSURED shall be effective prior to sixty (60)
     
days after written notice has been furnished to the Securities and Exchange
     
Commission, Washington, D.C., by the acting party.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 18 of 19

 
 
   
Conditions And
 
Limitations
 
 
 
Change or Modification
If this Bond is for a joint ASSURED, no charge or modification which would
(continued)
adversely affect the rights of the ASSURED shall be effective prior to sixty (60)
 
days after written notice has been furnished to all insured Investment Companies
 
and to the Securities and Exchange Commission, Washington, D.C., by the
 
COMPANY.
   
ICAP Bond (5-98)
 
Form 17-02-1421 (Ed. 5-98)
 
 
Page 19 of 19

 
 
             
         
FEDERAL INSURANCE COMPANY
 
         
Endorsement No.: 1
 
         
Bond Number:  81906615
 
 
 
NAME OF ASSURED: DIMENSIONAL FUND ADVISORS
 
 
EXTENDED COMPUTER SYSTEMS ENDORSEMENT
 
It is agreed that this Bond is amended as follows:
 
 
1
.
By adding the following INSURING CLAUSE:
 
       
   
12. Extended Computer Systems
 
       
   
A.
Electronic Data, Electronic Media, Electronic Instruction
 
     
Loss resulting directly from:
 
         
     
(1
)
the fraudulent modification of Electronic Data, Electronic Media or Electronic
         
Instruction being stored within or being run within any system covered under this
         
INSURING CLAUSE,
 
             
     
(2
)
robbery, burglary, larceny or theft of Electronic Data, Electronic Media or
         
Electronic Instructions,
 
 
     
(3
)
the acts of a hacker causing damage or destruction of Electronic Data, Electronic
         
Media or Electronic Instruction owned by the ASSURED or for which the
         
ASSURED is legally liable, while stored within a Computer System covered under
         
this INSURING CLAUSE, or
 
             
     
(4
)
the damage or destruction of Electronic Data, Electronic Media or Electronic
         
Instruction owned by the ASSURED or for which the ASSURED is legally liable
         
while stored within a Computer System covered under INSURING CLAUSE 12,
         
provided such damage or destruction was caused by a computer program or
         
similar instruction which was written or altered to intentionally incorporate a hidden
         
instruction designed to damage or destroy Electronic Data, Electronic Media, or
         
Electronic Instruction in the Computer System in which the computer program
         
or instruction so written or so altered is used.
 
   
ICAP2 Bond
 
Form 17-02-2976 (Ed. 1-02)
 
 
Page 1

 
 
     
   
B.
Electronic Communication
       
 
Loss resulting directly from the ASSURED having transferred, paid or delivered any
 
funds or property, established any credit, debited any account or given any value on the
 
faith of any electronic communications directed to the ASSURED, which were
 
transmitted or appear to have been transmitted through:
   
       
(1)
an Electronic Communication System,
           
   
(2)
an automated clearing house or custodian, or
       
   
(3)
a Telex, TWX, or similar means of communication,
      directly into the ASSURED'S Computer System or Communication Terminal, and
     
fraudulently purport to have been sent by a customer, automated clearing house,
     
custodian, or financial institution, but which communications were either not sent by said
     
customer, automated clearing house, custodian, or financial institution, or were
     
fraudulently modified during physical transit of Electronic Media to the ASSURED or
     
during electronic transmission to the ASSURED'S Computer System or
     
Communication Terminal.
 
 
   
C.
Electronic Transmission
       
 
Loss resulting directly from a customer of the ASSURED, any automated clearing house,
 
custodian, or financial institution having transferred, paid or delivered any funds or property,
 
established any credit, debited any account or given any value on the faith of any electronic
 
communications, purporting to have been directed by the ASSURED to such customer,
 
automated clearing house, custodian, or financial institution initiating, authorizing, or
 
acknowledging, the transfer, payment, delivery or receipt of funds or property, which
 
communications were transmitted through:
 
   
(1)
an Electronic Communication System,
       
   
(2)
an automated clearing house or custodian, or
       
   
(3)
a Telex, TWX, or similar means of communication,
          directly into a Computer System or Communication Terminal of said customer,
     
automated clearing house, custodian, or financial institution, and fraudulently purport to
     
have been directed by the ASSURED, but which communications were either not sent by
     
the ASSURED, or were fraudulently modified during physical transit of Electronic Media
     
from the ASSURED or during electronic transmission from the ASSURED'S Computer
     
System or Communication Terminal, and for which loss the ASSURED is held to be
     
legally liable.
   
 
   
ICAP2 Bond
 
Form 17-02-2976 (Ed. 1-02)
 
 
Page 2

 
 
         
2
.
By adding to Section 1., Definitions, the following:
 
   
r.
Communication Terminal means a teletype, teleprinter or video display terminal, or similar
     
device capable of sending or receiving information electronically. Communication Terminal
     
does not mean a telephone.
       
   
s.
Electronic Communication System means electronic communication operations by Fedwire,
     
Clearing House Interbank Payment System (CHIPS), Society of Worldwide International
     
Financial Telecommunication (SWIFT), similar automated interbank communication systems,
     
and Internet access facilities.
       
   
t.
Electronic Data means facts or information converted to a form usable in Computer
Systems and which is stored on Electronic Media for use by computer programs.
 
   
u.
Electronic Instruction means computer programs converted to a form usable in a Computer
     
System to act upon Electronic Data.
 
   
v.
Electronic Media means the magnetic tape, magnetic disk, optical disk, or any other bulk
     
media on which data is recorded.
       
3
.
By adding the following Section after Section 4., Specific Exclusions-Applicable to All INSURING
   
CLAUSES except 1., 4., and 5.:
 
   
Section 4.A. Specific Exclusions-Applicable to INSURING CLAUSE 12
 
   
This Bond does not directly or indirectly cover:
 
   
a.
loss resulting directly or indirectly from Forged, altered or fraudulent negotiable instruments,
     
securities, documents or written instruments used as source documentation in the preparation
     
of Electronic Data;
       
   
b.
loss of negotiable instruments, securities, documents or written instruments except as
     
converted to Electronic Data and then only in that converted form;
       
   
c.
loss resulting from mechanical failure, faulty construction, error in design, latent defect, wear or
     
tear, gradual deterioration, electrical disturbance, Electronic Media failure or breakdown or
     
any malfunction or error in programming or error or omission in processing;
       
   
d.
loss resulting directly or indirectly from the input of Electronic Data at an authorized electronic
     
terminal of an Electronic Funds Transfer System or a Customer Communication System
     
by a person who had authorized access from a customer to that customer's authentication
     
mechanism; or
       
   
e.
liability assumed by the ASSURED by agreement under any contract, unless such liability would
     
have attached to the ASSURED even in the absence of such agreement; or
 
   
f.
loss resulting directly or indirectly from:
 
     
(1)
written instruction unless covered under this INSURING CLAUSE; or
 
     
(2)
instruction by voice over the telephone, unless covered under this INSURING CLAUSE.
   
ICAP2 Bond
 
Form 17-02-2976 (Ed. 1-02)
 
 
Page 3

 
 
     
4
.
By adding to Section 9., Valuation, the following:
 
   
Electronic Data, Electronic Media, Or Electronic Instruction
 
   
In case of loss of, or damage to, Electronic Data, Electronic Media or Electronic Instruction used
   
by the ASSURED in its business, the COMPANY shall be liable under this Bond only if such items are
   
actually reproduced form other Electronic Data, Electronic Media or Electronic Instruction of the
   
same kind or quality and then for not more than the cost of the blank media and/or the cost of labor for
   
the actual transcription or copying of data which shall have been furnished by the ASSURED in order to
   
reproduce such Electronic Data, Electronic Media or Electronic Instruction subject to the
   
applicable SINGLE LOSS LIMIT OF LIABILITY.
 
   
However, if such Electronic Data can not be reproduced and said Electronic Data represents
   
Securities or financial instruments having a value, then the loss will be valued as indicated in the
   
SECURITIES and OTHER PROPERTY paragraphs of this Section.
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
 Date: November 10, 2014  
 
   
ICAP2 Bond
 
Form 17-02-2976 (Ed. 1-02)
 
 
Page 4

 
 
             
         
FEDERAL INSURANCE COMPANY
 
         
Endorsement No.: 2
 
         
Bond Number:  81906615
 
 
 
NAME OF ASSURED:  DIMENSIONAL FUND ADVISORS
 
 
 
TELEFACSIMILE INSTRUCTION FRAUD ENDORSEMENT
 
It is agreed that this Bond is amended as follows:
 
 
1
.
By adding the following INSURING CLAUSE:
 
 
   
13
.
Telefacsimile Instruction
 
 
       
Loss resulting directly from the ASSURED having transferred, paid or delivered any funds
       
or other Property or established any credit, debited any account or given any value on the
       
faith of any fraudulent instructions sent by a Customer, financial institution or another
       
office of the ASSURED by Telefacsimile directly to the ASSURED authorizing or
       
acknowledging the transfer, payment or delivery of funds or Property or the
       
establishment of a credit or the debiting of an account or the giving of value by the
       
ASSURED where such Telefacsimile instructions:
 
 
       
a.
bear a valid test key exchanged between the ASSURED and a Customer or
         
another financial institution with authority to use such test key for Telefacsimile
         
instructions in the ordinary course of business, but which test key has been
         
wrongfully obtained by a person who was not authorized to initiate, make, validate
         
or authenticate a test key arrangement, and
 
 
       
b.
fraudulently purport to have been sent by such Customer or financial institution
         
when such Telefacsimile instructions were transmitted without the knowledge or
         
consent of such Customer or financial institution by a person other than such
         
Customer or financial institution and which bear a Forgery of a signature,
         
provided that the Telefacsimile instruction was verified by a direct call back to an
         
employee of the financial institution, or a person thought by the ASSURED to be
         
the Customer, or an employee of another financial institution.
 
2
.
By deleting from Section 1., Definitions, the definition of Customer in its entirety, and substituting
   
the following:
   
 
   
d.
 
Customer means an individual, corporate, partnership, trust customer, shareholder or
       
subscriber of an Investment Company which has a written agreement with the ASSURED
       
for Voice Initiated Funds Transfer Instruction or Telefacsimile Instruction.
   
ICAP Bond
 
Form 17-02-2367 (Rev. 10-03)
 
 
Page 1

 
 
         
3
.
By adding to Section 1., Definitions, the following:
 
 
   
w.
Telefacsimile means a system of transmitting written documents by electronic signals
     
over telephone lines to equipment maintained by the ASSURED for the purpose of
     
reproducing a copy of said document.  Telefacsimile does not mean electronic
 
     
communication sent by Telex or similar means of communication, or through an
   
electronic communication system or through an automated clearing house.
 
4
.
By adding to Section 3., Specific Exclusions Applicable to All Insuring Clauses Except Insuring
   
Clause 1. the following:
 
 
   
j.
loss resulting directly or indirectly from Telefacsimile instructions provided, however, this
     
exclusion shall not apply to this INSURING CLAUSE.
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
 Date: November 10, 2014  
   
ICAP Bond
 
Form 17-02-2367 (Rev. 10-03)
 
 
Page 2

 
 
           
       
FEDERAL INSURANCE COMPANY
 
       
Endorsement No.: 3
 
       
Bond Number:  81906615
 
 
 
NAME OF ASSURED:  DIMENSIONAL FUND ADVISORS
 
 
AUTOMATED TELEPHONE TRANSACTION ENDORSEMENT
 
It is agreed that this Bond is amended as follows:
 
   
1
.
By adding the following INSURING CLAUSE:
 
       
   
14.  Automated Telephone System Transaction
 
       
   
Loss resulting directly from the ASSURED having transferred funds on the faith of any
   
Automated Phone System (APS) Transaction, where the request for such APS
   
Transaction is unauthorized or fraudulent and is made with the intent to deceive. In order for
   
coverage to apply under this INSURING CLAUSE the ASSURED shall maintain and follow all
   
APS Designated Procedures. A single failure of the ASSURED to maintain and follow a
   
particular APS Designated Procedure in a particular APS Transaction will not preclude
   
coverage under this INSURING CLAUSE.
 
       
2
.
By adding to Section 1., Definitions, the following:
 
       
    x.  APS Designated Procedures means all of the following procedures:
 
 
   
(1
)
No APS Transaction shall be executed unless the shareholder or unitholder to whose
       
account such an APS Transaction relates has previously elected to APS Transactions.
       
(Election in Application)
 
           
   
(2
)
All APS Transactions shall be logged or otherwise recorded and the records shall be
       
retained for at least six (6) months. (Logging)
 
           
       
Information contained in the records shall be capable of being retrieved and produced
       
within a reasonable time after retrieval of specific information is requested, at a success
       
rate of no less than 85 percent.
 
           
   
(3
)
The caller in any request for an APS Transaction, before executing that APS
       
Transaction must enter a personal identification number (PIN), social security number
       
and account number. (Identity Test)
 
           
       
If the caller fails to enter a correct PIN within three (3) attempts, the caller must not be
       
allowed additional attempts during the same telephone call to enter the PIN. The caller
       
may either be instructed to redial a customer service representative or may be
       
immediately connected to such a representative. (Limited attempts to Enter PIN)
   
ICAP Bond
 
Form 17-02-2345 (Ed. 10-00)
 
 
Page 1

 
 
           
     
(4
)
A written confirmation of any APS Transaction or change of address shall be mailed to
         
the shareholder or unitholder to whose account such transaction relates, at the record
         
address, by the end of the insured's next regular processing cycle, but in no event later
         
than five (5) business days following such APS Transaction. (Written Confirmation)
 
     
(5
)
Access to the equipment which permits the entity receiving the APS Transaction
         
request to process and effect the transaction shall be limited in the following manner:
         
(Access to APS Equipment)
 
   
y.
APS Election means any election concerning various account features available to the
     
shareholder or unitholder which is made through the Automated Phone System by means of
     
information transmitted by an individual caller through use of a Automated Phone System.
     
These features include account statements, auto exchange, auto asset builder, automatic
     
withdrawal, dividend/capital gain options, dividend sweep, telephone balance consent and
     
change of address.
       
   
z.
APS Exchange means any exchange of shares or units in a registered account of one fund
     
into shares or units in an account with the same tax identification number and same
     
ownership-type code of another fund in the same complex pursuant to exchange privileges of
     
the two funds, which exchange is requested through the Automated Phone System by
     
means of information transmitted by an individual caller through use of an Automated Phone
     
System.
 
   
aa.
APS Purchase means any purchase of shares or units issued by an Investment Company
     
which is requested through an Automated Phone System.
 
   
bb.
APS Redemption means any redemption of shares or units issued by an Investment
     
Company which it requested through the telephone by means of information transmitted by an
     
individual caller through use of a Automated Phone System.
 
   
cc.
APS Transaction means any APS Purchase, APS Redemption, APS Election or APS
     
Exchange.
 
   
dd.
Automated Phone System means an automated system which receives and converts to
     
executable instructions transmissions through the Automated Phone System through use of
     
a touch-tone keypad or other tone system; and always excluding transmissions from a
     
computer system or part thereof.
       
3
.
By adding the following Section after Section 4., Specific Exclusions-Applicable To All Insuring
   
Clauses Except 1., 4., 5.:
     
   
Section 4.A Specific Exclusion-Applicable to Insuring Clause 14
     
   
This Bond does not directly or indirectly cover under Insuring Clause 14:
     
   
Loss resulting from:
     
   
a.
the redemption of shares or units, where the proceeds of such redemption are made payable
     
to other than:
       
     
(1
)
the shares or units of record,
           
     
(2
)
a person designated to receive redemption proceeds, or
           
     
(3
)
a bank account designated to receive redemption proceeds, or
           
   
b.
the redemption of shares or units, where the proceeds of such redemption are paid by check
     
mailed to any address, unless such address has either been designated the shareholder or
     
unitholder by voice through an Automated Phone System or in writing, at least thirty (30) days
     
prior to such redemption, or
   
ICAP Bond
 
Form 17-02-2345 (Ed. 10-00)
 
 
Page 2

 
 
         
   
c.
the redemption of shares or units, where shareholder or unitholder of the ASSURED
 
 
 
 
designated bank account of record.
     
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
     
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
     
       
 
 Date: November 10, 2014        
   
ICAP Bond
 
Form 17-02-2345 (Ed. 10-00)
 
 
Page 3

 

 
 

 
               
           
FEDERAL INSURANCE COMPANY
             
           
Endorsement No.: 4
             
           
Bond Number:  81906615
 
 
NAME OF ASSURED:  DIMENSIONAL FUND ADVISORS
 
UNAUTHORIZED SIGNATURE ENDORSEMENT
It is agreed that this Bond is amended as follows:
 
   
1
.
By adding the following INSURING CLAUSE:
 
       
   
15
.
Unauthorized Signature
 
           
       
Loss resulting directly from the ASSURED having accepted, paid or cashed any check or
       
Withdrawal Order made or drawn on or against the account of the ASSURED’S customer
       
which bears the signature or endorsement of one other than a person whose name and signature
       
is on file with the ASSURED as a signatory on such account.
 
           
       
It shall be a condition precedent to the ASSURED'S right of recovery under this INSURING
       
CLAUSE that the ASSURED shall have on file signatures of all the persons who are signatories
       
on such account.
 
           
2
.
By adding to Section 1., Definitions, the following:
 
       
   
ee.
 
Instruction means a written order to the issuer of an Uncertificated Security requesting that the
       
transfer, pledge or release from pledge of the specified Uncertificated Security be registered.
         
   
ff.
 
Uncertificated Security means a share, participation or other interest in property of or an
       
enterprise of the issuer or an obligation of the issuer, which is:
 
           
       
(1
)
not represented by an instrument and the transfer of which is registered on books
           
maintained for that purpose by or on behalf of the issuer, and
 
               
       
(2
)
of a type commonly dealt in on securities exchanges or markets, and
             
       
(3
)
either one of a class or series or by its terms divisible into a class or series of shares,
           
participations, interests or obligations.
 
   
ICAP Bond
 
Form 17-02-5602 (Ed. 10-03)
 
 
Page 1

 
 
   
   
gg.
 
Withdrawal Order means a non-negotiable instrument, other than an Instruction, signed by a
   
customer of the ASSURED authorizing the ASSURED to debit the customer’s account in the
   
amount of funds stated therein.
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
 
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
 Date: November 10, 2014  
   
ICAP Bond
 
Form 17-02-5602 (Ed. 10-03)
 
 
Page 2

 

 
           
       
FEDERAL INSURANCE COMPANY
         
       
Endorsement No.:  5
           
       
Bond Number:  81906615
 
 
NAME OF ASSURED:  DIMENSIONAL FUND ADVISORS
 
CLAIMS EXPENSE ENDORSEMENT
It is agreed that this Bond is amended as follows:
 
   
1
.
By adding the following INSURING CLAUSE:
 
       
   
16. Claims Expense
 
       
   
Reasonable expense incurred by the ASSURED, solely for independent firms or individuals to
   
determine the amount of loss where:
 
       
   
(1
)
the loss is covered under the Bond, and
 
           
   
(2
)
the loss is in excess of the applicable DEDUCTIBLE AMOUNT.
 
           
2
.
Under General Exclusions-Applicable To All Insuring Clauses, Section 2.f. does not apply to loss
   
covered under this INSURING CLAUSE.
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
Date: November 10, 2014  
ICAP Bond
Form 17-02-6282 (Ed. 11-04)
 
Page 1

 

 
         
       
ENDORSEMENT/RIDER
Effective date of
   
this endorsement/rider: October 31, 2014
FEDERAL INSURANCE COMPANY
 
     
     
Endorsement/Rider No.  6
 
         
     
To be attached to and
 
     
form a part of Bond No.  81906615
 
 
 
Issued to:  DIMENSIONAL FUND ADVISORS
 
   
  DELETING VALUATION-OTHER PROPERTY AND AMENDING CHANGE OR MODIFICATION
ENDORSEMENT
 
In consideration of the premium charged, it is agreed that this Bond is amended as follows:
 
1
.
The paragraph titled Other Property in Section 9, Valuation, is deleted in its entirety.
     
2
.
The third paragraph in Section 16, Change or Modification, is deleted in its entirety and replaced with
   
the following:
   
         
   
If this Bond is for a joint ASSURED, no change or modification which would adversely affect the
   
rights of the ASSURED shall be effective prior to sixty (60) days after written notice has been
   
furnished to all insured Investment Companies and the Securities and Exchange Commission,
   
Washington, D.C., by the COMPANY.
   
 
 
The title and any headings in this endorsement/rider are solely for convenience and form no part of the
terms and conditions of coverage.
   
     
All other terms, conditions and limitations of this Bond shall remain unchanged.
 
   
 
     
17-02-2437 (12/2006) rev.
 
Page 1

 
 
       
   
FEDERAL INSURANCE COMPANY
     
   
Endorsement No:  7
       
   
Bond Number:  81906615
       
NAME OF ASSURED: DIMENSIONAL FUND ADVISORS
 
 
NAME OF ASSURED ENDORSEMENT
 
It is agreed that the NAME OF ASSURED in the DECLARATIONS is amended to read as follows:
 
   
Per the list of proposed Insured Investment Companies submitted to the Company, and on file
   
with the Company.
 
       
1
.
City of New York Deferred Compensation Plan, with their respects as customers of
   
Dimensional Fund Advisors.
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
 Date: November 10, 2014  
   
ICAP Bond
 
Form 17-02-0949 (Rev. 1-97)
 
 
Page 1

 
 
         
     
FEDERAL INSURANCE COMPANY
       
     
Endorsement No.:  8
         
     
Bond Number:  81906615
         
NAME OF ASSURED:  DIMENSIONAL FUND ADVISORS
 
 
 
AMEND DISCOVERY ENDORSEMENT
 
It is agreed that this Bond is amended by deleting Section 6., Discovery, in its entirety and substituting the
following:
   
     
6
.
Discovery
 
       
   
This Bond applies only to loss first discovered by the Office of Risk Manager, General Counsel,
   
Director or Officer of the ASSURED during the BOND PERIOD. Discovery occurs at the earlier of
   
the Office of Risk Manager, General Counsel, Director or Officer of the ASSURED being aware of:
     
   
a.
facts which may subsequently result in a loss of a type covered by this Bond, or
       
   
b.
an actual or potential claim in which it is alleged that the ASSURED is liable to a third party,
     
regardless of when the act or acts causing or contributing to such loss occurred, even though the
     
amount of loss does not exceed the applicable DEDUCTIBLE AMOUNT, or the exact amount or
     
details of loss may not then be known.
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
 
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
 Date: November 10, 2014  
ICAP Bond
Form 17-02-6260 (Ed. 6-04)
 
Page 1

 
 
       
     
ENDORSEMENT/RIDER
Effective date of
   
this endorsement/rider:  October 31, 2014
 
FEDERAL INSURANCE COMPANY
 
   
   
Endorsement/Rider No.  9
 
       
   
To be attached to and
 
   
form a part of Bond No.  81906615
 
       
Issued to:  DIMENSIONAL FUND ADVISORS
   
 
 
AMEND NOTICE TO COMPANY ENDORSEMENT
 
In consideration of the premium charged, it is agreed Section 7., Notice to Company-Proof-Legal Proceedings
Against Company, of the Conditions and Limitations, is amended by deleting paragraph a. and replacing it with
the following:
   
     
a.
The Office of Risk Manager, General Counsel, Director or Officer of the ASSURED shall give the
 
COMPANY notice thereof at the earliest practicable moment, not to exceed ninety (90) days after
 
discovery of loss, in an amount that is in excess of 50% of the applicable DEDUCTIBLE AMOUNT,
 
as stated in ITEM 2. of the DECLARATIONS.
 
 
The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms
and conditions of coverage.
   
 
All other terms, conditions and limitations of this Bond shall remain unchanged.
 
 
   
Q07-2394 (10/2007)
 
Page 1

 
 
                         
                     
ENDORSEMENT/RIDER
 
   
Effective date of
       
this endorsement/rider: October 31, 2014
 
FEDERAL INSURANCE COMPANY
 
 
   
                 
Endorsement/Rider No.  10
       
   
                 
To be attached to and
       
                 
form a part of Bond No.  81906615
       
   
Issued to:  DIMENSIONAL FUND ADVISORS
 
 
       
   
   
   
AMEND NAME OF ASSURED (NEW FUNDS) ENDORSEMENT
 
   
In consideration of the premium charged, is agreed that:
       
         
  1.   The Name of Assured, as set forth on the Declarations of this Bond, shall include, as of the Effective
      Date, any newly created, registered investment company sponsored by an ASSURED or any newly  
      created portfolio of an ASSURED, but only where the total committed capital or total asset size for such  
      newly-created investment company or portfolio is less than five billion dollars ($5,000,000,000).  
      Provided, however, that this provision shall not apply to a registered investment company that is created  
      as a result of a merger, consolidation or acquisition with another registered investment company.  
         
  2.   The Name of Assured, as set forth on the Declarations, shall include any newly created registered  
      investment company that is a result of a consolidation, merger, or acquisition with an ASSURED, for a  
      period of thirty (30) days after the Effective Date or until the BOND PERIOD expiration date, as set forth  
      in ITEM 1. of the Declarations, whichever is earlier.        
               
      Coverage for such newly created registered investment company as described in this paragraph 2. shall        
      lapse after the thirty (30) day period unless:        
               
       a. the COMPANY receives written notice of such creation along with any information the COMPANY  
      may require in its sole discretion;          
                 
       b. the ASSURED accepts any bond modifications required by the COMPANY in its sole discretion;  
      and          
                 
       c. the ASSURED pays the additional premium, if any, required by the COMPANY in its sole  
        discretion.          
                   
  3   For the purposes of this endorsement, the following definition is added:        
      Effective Date means the date that the newly created registered investment company or newly created  
      portfolio of an ASSURED is declared effective by the Securities and Exchange Commission.  
         
  4   Solely as respects the coverage provided by this Endorsement, the COMPANY shall not be liable for  
      loss on account of any actual or potential claim based upon, arising from, or in consequence of any fact,  
      circumstance or situation which, prior to the Effective Date, an ASSURED new or should have known  
      could give rise to such a claim under this Bond.        
 
Q08-210 (01/2008)
 
 
Page 1

 
 
 
The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms
and conditions of coverage.
 
All other terms, conditions and limitations of this Bond shall remain unchanged.
 
 
   
Q08-210 (01/2008)
 
Page 2

 
 
 
 

 
 

 
   
 
FEDERAL INSURANCE COMPANY
   
 
Endorsement No: 11
   
 
Bond Number: 81906615
 
NAME OF ASSURED: DIMENSIONAL FUND ADVISORS
 
TEXAS AMENDATORY ENDORSEMENT
 
It is agreed that this Bond is amended by adding an additional paragraph to Section 13.,Termination, as
follows:
 
   
"The COMPANY may not terminate or refuse to renew this Bond solely because the ASSURED is an
elected official."
 
 
 
 
 
This Endorsement applies to loss discovered after 12:01 a.m. on October 31, 2014.
 
ALL OTHER TERMS AND CONDITIONS OF THIS BOND REMAIN UNCHANGED.
 
 
Date: November 10, 2014  
State Amendatory-General Use Form 17-02-1429 (Ed. 1-97)
 
Page 1

 
 
   
 
ENDORSEMENT/RIDER
 
Effective date of
 
this endorsement/rider: October 31, 2014
FEDERAL INSURANCE COMPANY
   
 
Endorsement/Rider No. 12
   
 
To be attached to and
 
form a part of Policy No. 81906615
 
Issued to:  DIMENSIONAL FUND ADVISORS
 
   
COMPLIANCE WITH APPLICABLE TRADE SANCTION LAWS
 
It is agreed that this insurance does not apply to the extent that trade or economic sanctions or other similar laws or
regulations prohibit the coverage provided by this insurance.
 
The title and any headings in this endorsement/rider are solely for convenience and form no part of the terms and
conditions of coverage.
 
   
All other terms, conditions and limitations of this Policy shall remain unchanged.
 
 
   
 
14-02-9228 (2/2010)
 
Page 1

 
 
 
 
 
DECLARATIONS
EXCESS INSURANCE POLICY

ACCOUNT NUMBER
238348
COVERAGE PROVIDED BY (hereafter Insurer)
Continental Casualty Company
POLICY NUMBER
596512906
 
Item 1: NAMED ENTITY AND PRINCIPAL ADDRESS
 
PRODUCER
Dimensional Fund Advisors LP
6300 Bee Cave RoadBuilding 1
Austin, TX 78746
Willis of Texas
7000 N. Mopac Expressway, Suite 365
Austin, TX 78731
Attn:
 
Chris Shannon
Item 2.
Policy Period:
10/31/2014 To 10/31/2015
12:01 a.m. Standard Time at the Principal Address stated in Item 1.
Item 3. Limit of Liability
$25,000,000 maximum aggregate Limit of Liability under the Policy
Item 4.
Schedule of Underlying Insurance:
 
 
A. Followed Policy
 
 
 
Name of Carrier
 
Policy No
  Limits  
Ded/Ret Amount
 
 
Federal Insurance Company
  81906615   $25,000,000   $250,000  
 
 
B. Underlying Excess Policies:
 
 
Item 5.
Policy Premium
$43,922
 
 
Item 6.
Notices of Claims:
All other Notices:
 
CNA – Claims Reporting
P.O Box 8317
Chicago, IL 60680-8317
Email address: SpecialtyNewLoss@cna.com
Fax Number: 866-773-7504
Open Brokerage Global Specialty Lines
CNA Insurance Company
125 Broad Street – 8th Floor
New York, NY 10004
 
Item 7.
Endorsements forming a part of this Policy at inception:
G-145126-A Ed. 08/03 Policyholder Notice – Economic and Trade Sanctions Condition
G-145184-A Ed. 06/03 Economic and Trade Sanctions Condition
GSL-7541-TX Ed. 09/08 Cancellation/Non Renewal Endorsement - Texas
GSL-7785-TX Ed. 03/07 Texas Notice
 
These Declarations, along with the completed and signed Application, the Policy, and any written endorsements attached thereto shall constitute the contract between the Insureds and the Insurer.
Authorized Representative:
Date: December 3, 2014

 
 
1
G-22076-B(c) (ED. 06-10)
© CNA All Rights Reserved.

 

UNDERLYING EXCESS POLICY SCHEDULE
 
Name of Carrier Policy No. Limits Excess of
N/A
 
 
2
G-22076-B(c) (ED. 06-10)
© CNA All Rights Reserved.

 
 
EXCESS INSURANCE POLICY
Words defined in the Followed Policy have the same meaning in this Policy even if not defined herein. In consideration of the payment of the premium and in reliance upon the applications submitted to the Insurer or any insurer of the Underlying Insurance, and any other material submitted in connection with such applications (all of which are deemed attached hereto and made a part hereof) the Insurer and the Insureds agree as follows:
I.
FOLLOW FORM EXCESS COVERAGE
The Insurer shall provide coverage in accordance with all of the terms, conditions and limitations (including, but not limited to the exclusions and notice requirements) of the policy scheduled in Item 4.A. of the Declarations (hereafter “Followed Policy”) except as otherwise set forth herein. Coverage hereunder shall attach only after all of the aggregate Limits of Liability, as set forth in Item 4. of the Declarations have been exhausted through payment of covered loss under all policies scheduled in Item 4. of the Declarations (hereafter “Underlying Insurance”) by or on behalf of the insurers of such Underlying Insurance, or by or on behalf of the Insureds. The risk of uncollectibility of any Underlying Insurance (in whole or in part), whether because of financial impairment or insolvency of an underlying insurer or for any other reason, is expressly retained by the Insureds and is not insured by or assumed by the Insurer.
II.
LIMIT OF LIABILITY
The amount set forth in Item 3. of the Declarations shall be the maximum aggregate Limit of Liability of the Insurer for all loss under this Policy, regardless of the number of claims made against the Insureds or the time of payment and regardless of whether or not an extended reporting period applies. If the Limit of Liability under this Policy is exhausted by payment of loss, the Insurer's obligations under this Policy shall be deemed completely fulfilled and extinguished.
III.
CHANGES TO UNDERLYING INSURANCE/DEPLETION OF SUB-LIMITS
If, subsequent to the inception date of this Policy, there is a change to any Underlying Insurance which expands coverage, then this Policy shall become subject to such change only if the Insurer agrees thereto by written endorsement to this Policy. If any loss under any Underlying Insurance is subject to a sub-limit, then this Policy provides no coverage excess of such Underlying Insurance sub-limit, but the Underlying Insurance shall be deemed depleted by payment of any such sub-limit.
IV.
INSURER RIGHTS/COOPERATION CLAUSE
The Insurer has the same rights and protections as has the insurer of the Followed Policy and has the right, but not the obligation, at its sole discretion, to elect to participate in the investigation, settlement, prosecution or defense of any claim reasonably likely to attach to and be covered under this Policy or any Underlying Insurance, even if the Underlying Insurance has not been exhausted. The Insureds shall cooperate with the Insurer in such investigation, settlement, prosecution or defense and shall do nothing that prejudices the Insurer’s position or rights of recovery.
V.
NOTICES
Where notice is permitted or required by the Followed Policy, the Insureds have the same rights and obligations to notify the Insurer under this Policy, except that such notice shall be given to the Insurer at the applicable address specified in Item 6. of the Declarations.
 
IN WITNESS WHEREOF, the Insurer has caused this Policy to be executed by its Chairman and Secretary, but this Policy shall not be binding upon us unless completed by the attachment of the Declarations:
 
Chairman Secretary

 
 
- 1 -
G-22075-B (Ed. 06-10)
© CNA All Rights Reserved.

 

POLICYHOLDER NOTICE
Economic and Trade Sanctions Conditions

Ethics and proper business conduct has been the cornerstone of CNA since 1897. While much has changed during the last century, our commitment to these core values has not wavered. We strongly believe that proper business conduct is more than the practice of avoiding wrong; it is also a matter of choosing to do right. Nowhere is this more essential than helping in the fight against terrorism. As such, we are committed to complying with U.S. Department of Treasury Office of Foreign Asset Control (OFAC) requirements.

Through a variety of laws, OFAC administers and enforces economic sanctions against countries and groups of individuals, such as terrorists and narcotics traffickers. These laws prohibit all United States citizens (including corporations and other entities) and permanent residents from engaging in transactions with sanctioned countries and with individuals and entities on the Specially Designated Nationals (SDN) list. Because all U.S. citizens and companies are subject to this law, we wanted to be sure you were aware of its scope and restrictions. If you haven’t already done so, you may want to consider discussing this issue with your legal counsel to ensure you are in compliance.

For insurance companies, accepting premium from, issuing a policy to, insuring property of, or making a claim payment to an individual or entity that is the subject of U.S.-imposed economic sanctions or trade embargoes usually are violations of these laws and regulations. Fines for violating OFAC requirements can be substantial. CNA has established an OFAC compliance program part which includes the use of exclusionary policy language. We believe this makes good business sense for CNA and you.

The purpose of this letter is to advise you that your policy includes OFAC exclusionary policy language, which may reduce or eliminate certain coverage. Specifically, if it is determined that your policy violates certain Federal or State laws or regulations, such as the U.S. list of Specially Designated Nationals or Blocked Persons (organizations or individuals associated with terrorist groups), any term or condition of your policy will be null and void to the extent it violates the applicable laws or regulations of the United States.

We’re sure you share our commitment to compliance and thank you for your cooperation.

Your policy language reads as follows:

ECONOMIC AND TRADE SANCTIONS CONDITION

The following condition is added to the Policy:

ECONOMIC AND TRADE SANCTIONS CONDITION

In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy is void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following:

1.
Any insured, or any person or entity claiming the benefits of an insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to U.S. economic or trade sanctions;

2.
Any claim or “suit” that is brought in a Sanctioned Country or by a Sanctioned Country Government, where any action in connection with such claim or suit is prohibited by U.S. economic or trade sanctions;

3.
Any claim or “suit” that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to U.S. economic or trade sanctions;

________________________________________________________________________________________________
ENDORSEMENT NUMBER: 1
POLICY NUMBER: 596512906
ISSUED TO: Dimensional Fund Advisors LP
________________________________________________________________________________________________
G-145126-A (ED. 08/03)
Page 1 of 2
 
 

 
4.
Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country Government, where any activities related to such property are prohibited by U.S. economic or trade sanctions; or

5.
Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to U.S. economic or trade sanctions.

As used in this endorsement a Specially Designated National or Blocked Person is any person or entity that is on the list of Specially Designated Nationals and Blocked Persons issued by the U.S. Treasury Department’s Office of Foreign Asset Control (OFAC) as it may be from time to time amended.

As used in this endorsement a Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States of America.

THIS DISCLOSURE NOTICE DOES NOT PROVIDE COVERAGE NOR DOES THIS NOTICE REPLACE ANY PROVISIONS OF YOUR POLICY. YOU SHOULD READ YOUR POLICY AND REVIEW YOUR DECLARATIONS PAGE FOR COMPLETE INFORMATION ON THE COVERAGE AND PRICE OF YOUR POLICY. IF THERE IS ANY CONFLICT BETWEEN THE POLICY AND THIS NOTICE, THE PROVISIONS OF THE POLICY SHALL PREVAIL. YOUR INDEPENDENT INSURANCE AGENT WILL BE ABLE TO EXPLAIN THE TERMS OF THE CONTRACT IN DETAIL.


___________________________________________________________________________________________________________
ENDORSEMENT NUMBER: 1
POLICY NUMBER: 596512906
ISSUED TO: Dimensional Fund Advisors LP
EFFECTIVE DATE OF ENDORSEMENT:

This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy and expires concurrently with said Policy unless another effective date is shown above.


By Authorized Representative_________________________________________________________________________
(No signature is required if this endorsement is issued with the Policy or if it is effective on the Policy Effective Date)
 
________________________________________________________________________________________________
G-145126-A (ED. 08/03)
Page 2 of 2

 
 

 

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

ECONOMIC AND TRADE SANCTIONS CONDITION

The following condition is added to the Policy:

ECONOMIC AND TRADE SANCTIONS CONDITION

In accordance with laws and regulations of the United States concerning economic and trade embargoes, this policy is void from its inception with respect to any term or condition of this policy that violates any laws or regulations of the United States concerning economic and trade embargoes including, but not limited to the following:

1.
Any insured under this Policy, or any person or entity claiming the benefits of such insured, who is or becomes a Specially Designated National or Blocked Person or who is otherwise subject to U.S. economic or trade sanctions;

2.
Any claim or suit that is brought in a Sanctioned Country or by a Sanctioned Country Government, where any action in connection with such claim or suit is prohibited by U.S. economic or trade sanctions;

3.
Any claim or suit that is brought by any Specially Designated National or Blocked Person or any person or entity who is otherwise subject to U.S. economic or trade sanctions;

4.
Property that is located in a Sanctioned Country or that is owned by, rented to or in the care, custody or control of a Sanctioned Country Government, where any activities related to such property are prohibited by U.S. economic or trade sanctions; or

5.
Property that is owned by, rented to or in the care, custody or control of a Specially Designated National or Blocked Person, or any person or entity who is otherwise subject to U.S. economic or trade sanctions.

As used in this endorsement a Specially Designated National or Blocked Person is any person or entity that is on the list of Specially Designated Nationals and Blocked Persons issued by the U.S. Treasury Department’s Office of Foreign Asset Control (O.F.A.C.) as it may be from time to time amended.

As used in this endorsement a Sanctioned Country is any country that is the subject of trade or economic embargoes imposed by the laws or regulations of the United States of America.



______________________________________________________________________________________________
ENDORSEMENT NUMBER: 2
POLICY NUMBER: 596512906
ISSUED TO: Dimensional Fund Advisors LP
EFFECTIVE DATE OF ENDORSEMENT:

This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy and expires concurrently with said Policy unless another effective date is shown above.


By Authorized Representative _______________________________________________________________________
(No signature is required if this endorsement is issued with the Policy or if it is effective on the Policy Effective Date)

________________________________________________________________________________________________
G-145184-A (Ed. 6/03)
Page 1 of 1

 
 

 

CANCELLATION/NON-RENEWAL ENDORSEMENT- TEXAS

Wherever used in this endorsement: 1) Insurer means “we”, “us”, “our” or the “Company” as those terms are defined in the policy; and 2) Named Insured means the first person or entity named on the declarations page; and 3) “Insured(s)” means all persons or entities afforded coverage under the policy.

Any cancellation, non-renewal or termination provision(s) in the policy are deleted in their entirety and replaced with the following:

CANCELLATION AND NON-RENEWAL

A.
CANCELLATION

 
1.
The Named Insured may cancel the policy at any time. To do so, the Named Insured must return the policy to the Insurer or any of its authorized representatives, indicating the effective date of cancellation; or provide a written notice to the Insurer, stating when the cancellation is to be effective.

 
2.
The Insurer has the right to cancel this Policy at any time and for any reason within the first sixty (60) days. Notice of cancellation must be mailed at least ten (10) days prior to the effective date of such cancellation.

 
3.
After this policy has been in effect for sixty (60) days or more, or if it is a renewal or continuation of a policy issued by the Insurer, it may be canceled for one or more of the following reasons:

 
a.
Nonpayment of premium.
 
b.
Fraud in obtaining coverage
 
c.
Increase in hazard, within the insured’s control, that produces a rate increase.
 
d.
Loss of reinsurance, covering all or part of the risk covered by the policy; or
 
e.
If the Insurer is placed in supervision, conservatorship, or receivership and the cancellation is approved or directed by the supervisor, conservator or receiver.

 
Written notice of cancellation must be mailed or delivered to the Named Insured at the last mailing address known to the Insurer at least ten (10) days prior to the effective date of such cancellation. The grounds for such cancellation shall also be stated.
 
 
 
4.
Notice of cancellation will state the date the cancellation is effective. The Policy will end on that date. If notice is mailed, proof of mailing will be sufficient proof of notice.

B.
NON-RENEWAL

 
1.
Insurer can non-renew the policy by mailing or delivering advance written notice to the Named Insured, at the last mailing address known to the Insurer, at least sixty (60) days before the expiration date. The notice shall include the reason for such nonrenewal.

 
2.
If the Insurer fails to provide the required renewal notice, coverage shall remain in effect until the 61st day after the date on which notice is delivered or mailed. The earned premium for any period of coverage that extends beyond the expiration date of this policy shall be computed pro-rata based on the previous year’s rate.

 
A transfer of a policyholder between two admitted companies within the same insurance group is not considered a refusal to renew.
 
 

C.
OTHER CANCELLATION/NONRENEWAL PROVISIONS

The Insurer may not cancel or non-renew based solely on the fact that the policyholder is an elected official.


GSL7541TX (9-08)
Policy No:
596512906
Page 1
Endorsement No:
3
Continental Casualty Company
Effective Date:
 
Insured Name: Dimensional Fund Advisors LP
© CNA All Rights Reserved.

 
 

 
All other terms and conditions of the Policy remain unchanged.
This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy and expires concurrently with said Policy unless another effective date is shown below.
By Authorized Representative ________________________________________________________________________
(No signature is required if issued with the Policy or if it is effective on the Policy Effective Date)



GSL7541TX (9-08)
Policy No:
596512906
Page 2
Endorsement No:
3
Continental Casualty Company
Effective Date:
 
Insured Name: Dimensional Fund Advisors LP
© CNA All Rights Reserved.

 
 

 

TEXAS NOTICE


IMPORTANT NOTICE
AVISO IMPORTANTE
To obtain information or make a complaint
Para obtener informacion o para someter una queja:
You may contact CNA at:
1-312-822-5000
Puede comunicarse con su CNA al
1-312-822-5000
You may call contact CNA toll-free telephone
number for information or to make a complaint at
Usted puede llamar al numero de telephono gratis de
contact CNA para informacion o para someter una queja al:
1-312-822-5000
1-312-822-5000
You may also write to CNA at:
Used tambien puede escribir a CNA:
CNA
333 S. Wabash Avenue
Chicago, Illinois 60604
You may contact the Texas Department of Insurance
to obtain information on companies, coverages, rights
or complaints at:
CNA
333 S. Wabash Avenue
Chicago, Illinois 60604
Puede comunicarse con el Departamento de Seguros de
Texas para obtener informacion acerca de companias
coberturas, derechos o quejas al:
1-800-252-3439
1-800-252-3439
 
You may write the Texas Department of Insurance
P. O. Box 149104
Austin, TX 78714-9104
FAX # (512) 475-1771
Web http://www.tdi.state.tx.us
E-mail: ConsumerProtection@tdi.state.tx.us
 
Puede escribir al Departamento de Seguros de Texas
P. O. Box 149104
Austin, TX 78714-9104
FAX # (512) 475-1771
Web http://www.tdi.state.tx.us
E-mail: ConsumerProtection@tdi.state.tx.us
 
PREMIUM OR CLAIM DISPUTES:
Should you have a dispute concerning your premium
or about a claim you should contact the (agent)
(company) (agent or the company) first. If the dispute
is not resolved, you may contact the Texas
Department of Insurance
 
DISPUTAS SOBRE PRIMAS O RECLAMOS:
Si tiene una disputa concerniente a su prima o a un reclamo,
debe comunicarse con el (agente) (la compania) (agente o
la compania) primero. Si no se resuelve la disputa, puede
entonces comunicarse con el departamento (TDI).


GSL7785TX (3-07)
Policy No:
596512906
Page 1
Endorsement No:
4
Continental Casualty Company
Effective Date:
 
Insured Name: Dimensional Fund Advisors LP
© CNA All Rights Reserved.

 
 

 

ATTACH THIS NOTICE TO YOUR POLICY: This notice is
for information only and does not become a part or
condition of the attached document.
UNA ESTE AVISO A SU POLIZA: Este aviso es solo para
proposito de informacion y no se convierte en parte o
condicion del documento adjunto.

All other terms and conditions of the Policy remain unchanged.
This endorsement, which forms a part of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy and expires concurrently with said Policy unless another effective date is shown below.
By Authorized Representative ________________________________________________________________________
(No signature is required if issued with the Policy or if it is effective on the Policy Effective Date)





GSL7785TX (3-07)
Policy No:
596512906
Page 2
Endorsement No:
4
Continental Casualty Company
Effective Date:
 
Insured Name: Dimensional Fund Advisors LP
© CNA All Rights Reserved.
 
 

 
 
 
 
 

 
 


 
An excerpt from the Minutes of the Meetings of the Board of Directors/Trustees of The DFA Investment Trust Company, DFA Investment Dimensions Group Inc., Dimensional Investment Group Inc. and Dimensional Emerging Markets Value Fund held on November 3, 2014

FURTHER RESOLVED, that the Trustees, including the Independent Trustees, have considered all relevant factors relating to the participation of each Fund of each Dimensional Fund under a joint fidelity bond, including, among other factors, the value of the aggregate assets of the Dimensional Funds, the type and terms of the arrangements made for the custody and safekeeping of such assets, and the nature of the securities in which the Funds invest; and
FURTHER RESOLVED, that the Trustees, including the Independent Trustees, have determined that it would be in the best interests of each Fund of each Dimensional Fund to maintain the fidelity bond coverage required under Rule 17g-1 under the 1940 Act, jointly with the other Insureds; and

FURTHER RESOLVED, that the Fidelity Bond described at this Meeting and issued by Federal Insurance Company and Continental Casualty Insurance Company, which Fidelity Bond provides for aggregate coverage for the Insureds in the amount of $50 million, will provide adequate coverage for each Fund of the Dimensional Funds, and it is hereby ratified and approved for the Dimensional Funds by the Board, and separately by the Independent Trustees, taking into consideration all relevant factors, including the number of parties named as Insureds, their respective assets, and the requirements of Rule 17g-1, the nature of the business activities of such other parties who are named as Insureds, the amount of the Fidelity Bond, the amount of the premium for such Bond, the proportionate allocation of the premium for the Fidelity Bond among all parties named as Insureds, the extent to which the share of the premium allocated to each Fund is less than the premium the Fund would be required to pay to provide and maintain a single insured bond, and the coverage provided under the Fidelity Bond; and

FURTHER RESOLVED, that the amount of the Fidelity Bond and the proportionate allocation of the premium for the Fidelity Bond to the Funds that are Insureds, on the basis of the Funds’ net assets, are hereby ratified and approved by the Board, and separately by the Independent Trustees; and

FURTHER RESOLVED, that the Proposed Joint Bond Agreement between the Insureds under the Fidelity Bond relating to the sharing of premiums and the division of insurance proceeds in the event of a joint fidelity loss, as required by subparagraph (f) of Rule 17g-1, be, and it hereby is, ratified and approved by the Board, and separately by the Independent Trustees, with such changes as the officers of the Dimensional Funds, in consultation with Fund Counsel, shall recommend; and

FURTHER RESOLVED, that the Secretary or an Assistant Secretary of each Dimensional Fund be, and such officer hereby is, designated as the officer to make filings with the SEC and to give notices as may be required, from time to time, pursuant to Rules 17g-1(g) and 17g-1(h) under the 1940 Act.



 
 
 

 

 
STATEMENT

All premiums have been paid for the period of October 31, 2014 through October 31, 2015 covered by the attached bond.

The amount of the single insured bond that each Fund would have provided and maintained had the fund not been named as an insured under the joint insured bond is as follows:
 
 
The DFA Investment Trust Company
 $2,500,000  
 
DFA Investment Dimensions Group Inc.
 $2,500,000  
 
Dimensional Emerging Markets Value Fund
 $2,500,000  
 
Dimensional Investment Group Inc.
 $2,500,000  


Dimensional Fund Advisors LP (SEC File #801-16283) on behalf of:
 
 
The DFA Investment Trust Company (SEC File #811-7436)
 
 
DFA Investment Dimensions Group Inc. (SEC File #811-3258)
 
 
Dimensional Investment Group Inc. (SEC File #811-6067)
 
 
Dimensional Emerging Markets Value Fund (SEC File #811-7440)



 
By:          /s/ Valerie A. Brown                                  
Valerie A. Brown
Vice President and Assistant Secretary



 
 

 

AMENDED AND RESTATED JOINT BOND AGREEMENT


This Amended and Restated Joint Bond Agreement made this 19th day of November, 2014, by and among DFA Investment Dimensions Group Inc. (“DFAIDG”), Dimensional Emerging Markets Value Fund (“DEM”), The DFA Investment Trust Company (“DFAITC”), Dimensional Investment Group Inc. (“DIG”), Dimensional Fund Advisors LP (“DFA”), its wholly-owned subsidiaries, DFA Securities LLC (“DFAS”), Dimensional Fund Advisors Ltd. (“DFAL”), DFA Australia Limited (“DFA Australia”), DFA Canada LLC (“DFA Canada”), Dimensional Fund Advisors Canada ULC (“DFAC”), Dimensional Fund Advisors Pte. Ltd. (“DFAPL”), Dimensional Hong Kong Limited (“DHKL”), Dimensional Japan Ltd. (“DJL”), DFA, on behalf of The DFA Group Trust (the “Group Trust”), DFAC, on its own behalf and on behalf of the Dimensional Funds (the “Canadian Trusts”), DFA Australia, on behalf of the Dimensional Australian Resident Trusts (the “Australian Trusts”), DFAL, on behalf of Dimensional Funds ICVC (the “OEICs”), Dimensional Funds plc (“DFP”), and Dimensional Funds II plc (“DFPII”).
 
WITNESSETH:
 
WHEREAS, DFAIDG, DEM, DFAITC, DIG, DFA, DFAS, DFAL, DFA Australia, DFA Canada, DFAC, DFAPL, DHKL, DJL, the Group Trust, DFP, DFPII, the Canadian Trusts, the Australian Trusts, and the OEICs (sometimes herein referred to collectively as the “Insureds”) jointly maintain a fidelity bond that provides insurance for losses incurred by them as a result of certain acts and omissions of other persons (such fidelity bond and any amendments, supplements or replacements thereof, or successors thereto, being referred to herein as the “Joint Bond”); and
 
WHEREAS, the Joint Bond satisfies:  (i) with respect to the Insureds that are U.S. registered management investment companies (together, the “DFA US Funds”), the requirements of paragraph (d) of Rule 17g-1 (the “Rule”) under the Investment Company Act of 1940, as amended (the “1940 Act”), as the Rule is in effect on the date hereof; and (ii) with respect to DFAC, the requirements of Sections 12.4 and 12.5 of National Instrument 31-103 (“NI 31-103”); and
 
WHEREAS, the DFA US Funds desire to satisfy the requirements of paragraph (f) of the Rule, as it is in effect on the date hereof, and DFAC desires to satisfy the requirements of Section 12.6 of NI 31-103; and
 
WHEREAS, the DFA US Funds and DFAC (together, the “DFA Funds”) further desire: (i) to confirm the criteria by which recoveries under the Joint Bond should be allocated among the Insureds; and (ii) to secure the benefits afforded by the Joint Bond; and
 
WHEREAS, the Board of Directors of each DFA US Fund, after giving due consideration to all factors relevant to the Joint Bond’s amount, type, form and coverage, and the apportionment of recoveries and premiums on the Joint Bond, has approved the form, term, and amount of the Joint Bond, the portion of the premiums payable by each DFA US Fund, and the manner by which proceeds of a recovery under the Joint Bond, if any, shall be shared by and among the Insureds as hereinafter set forth, such approval having been accomplished by the vote of a majority of such Board’s members, including a majority of those members of the Board of each DFA US Fund who are not “interested persons,” as that term is defined in Section 2(a)(19) of the 1940 Act; and
 
WHEREAS, the Board of Directors of DFAC, after giving due consideration to all factors relevant to the Joint Bond’s amount, type, form, and coverage, and the apportionment of recoveries and premiums on the Joint Bond, has approved the form, term, and amount of the Joint Bond,
 



 
 
 

 

the portion of the premiums payable by DFAC, and the manner by which proceeds of a recovery under the Joint Bond, if any, shall be shared by and among the Insureds as hereinafter set forth; and
 
WHEREAS, certain of the Insureds previously had entered into a Joint Bond Agreement, dated October 18, 2003, as amended on October 29, 2004, December 18, 2008, December 18, 2009, October 29, 2010, November 16, 2011, and April 23, 2013, to establish the manner by which proceeds of a recovery under the Joint Bond, if any, shall be shared by and among the Insureds, and the Insureds now desire to amend such agreement and to restate the agreement in its entirety by this Agreement;
 
NOW, THEREFORE, intending to be legally bound, the parties hereto agree as follows:
 
1.           In the event that a recovery is received under the Joint Bond as a result of a loss sustained by any DFA Fund and one or more of the other named Insureds, the DFA Fund, as its interests may appear, shall receive an equitable and proportionate share of the recovery in relation to the respective claims, but at least equal to the amount that the DFA Fund would have received had the DFA Fund provided and maintained a single insured bond with the minimum coverage required by paragraph (d)(1) of the Rule or Sections 12.4 and 12.5 of NI 31-103, as applicable.
 
2.           The term “Insured,” as applicable to any DFA US Fund hereunder, shall be deemed to include each and every Portfolio or Series of such Insured that is in existence on the date hereof, or that is organized by a DFA US Fund hereafter, during the term of this Agreement, provided that for the purpose of paragraph (d)(1) of the Rule, all such Portfolios of any DFA US Fund shall be deemed to comprise a single U.S. registered management investment company and all such Series of a DFA US Fund shall be deemed to comprise a single U.S. registered management investment company and, in the event that a recovery provided for in paragraph  1 above is received that covers losses incurred by more than one Portfolio or Series, the portion thereof required to be received by the DFA US Fund pursuant to such paragraph shall be apportioned among such Portfolios and/or Series by the Board of Directors in a fair and equitable manner that takes into account the respective losses of such Portfolios and/or Series.
 
3.           This Agreement shall become effective upon approval by the Boards of Directors of the DFA Funds and by the other Insureds, and shall automatically terminate as to any party that ceases to be an Insured under the Joint Bond.
 
4.           The provisions of paragraph 3 notwithstanding, any recovery received pursuant to the Joint Bond as to which the parties hereto were Insureds and that is subject to the provisions of paragraph 1 herein shall be disbursed in accordance with the provisions of such paragraph.
 
5.           This Agreement shall apply to the Joint Bond and any renewals or replacements thereof, and shall continue until terminated.  So long as this Agreement shall remain in effect, each DFA Fund shall make such filings and take such other actions in respect of the Joint Bond and this Agreement as shall be necessary to comply with applicable law.
 
6.           The term “Board of Directors,” as used herein, shall include the Board of Trustees of any DFA US Fund that is a statutory trust.
 
7.           This Agreement shall be governed by the laws of the State of Texas, to the extent not inconsistent with applicable provisions of the 1940 Act and the rules and regulations promulgated thereunder, including the Rule.
 

 
2

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their duly authorized officers as of the date first written above.
 

ATTEST:
DFA INVESTMENT DIMENSIONS GROUP INC.
   
   
/s/ Valerie A. Brown
/s/ David R. Martin
Name: Valerie A. Brown
Name: David R. Martin
Title: Vice President and Assistant Secretary
Title: Vice President, Chief Financial Officer and Treasurer
   
   
ATTEST:
DIMENSIONAL EMERGING MARKETS VALUE FUND
   
   
/s/ Carolyn O
/s/ Valerie A. Brown
Name: Carolyn O
Name: Valerie A. Brown
Title: Vice President
Title: Vice President and Assistant Secretary
   
   
ATTEST:
THE DFA INVESTMENT TRUST COMPANY
   
   
/s/ Valerie A. Brown
/s/ Carolyn L. O
Name: Valerie A. Brown
Name: Carolyn L. O
Title: Vice President and Assistant Secretary
Title: Vice President
   
   
ATTEST:
DIMENSIONAL INVESTMENT GROUP INC.
   
   
/s/ Carolyn O
/s/ Julie C. Henderson
Name: Carolyn O
Name: Julie C. Henderson
Title: Vice President
Title: Vice President and Controller
   
   
ATTEST:
DIMENSIONAL FUND ADVISORS LP
 
By: DIMENSIONAL HOLDINGS INC., Its General Partner
   
   
/s/ Valerie A. Brown
/s/ David R. Martin
Name: Valerie A. Brown
Name: David R. Martin
Title: Vice President and Assistant Secretary
Title: Vice President, Chief Financial Officer and Treasurer
   
   

 
3

 


ATTEST:
DFA SECURITIES LLC
   
   
/s/ Valerie A. Brown
/s/ David R. Martin
Name: Valerie A. Brown
Name: David R. Martin
Title: Vice President and Assistant Secretary
Title: Vice President, Chief Financial Officer and Treasurer
   
   
ATTEST:
DIMENSIONAL FUND ADVISORS LTD.
   
   
/s/ Arthur Barlow
/s/ John Romiza
Name: Arthur Barlow
Name: John Romiza
Title: Managing Director
Title: Director
   
   
ATTEST:
DFA AUSTRALIA LIMITED
 
For Itself and On Behalf of the
Dimensional Australian Resident Trusts
   
   
/s/ Andrew Kuo
/s/ J. Glenn Crane
Name: Andrew Kuo
Name: J. Glenn Crane
Title: Vice President and Secretary
Title: Chairman and Chief Executive Officer
   
   
ATTEST:
DFA CANADA LLC
   
   
   
/s/ Valerie A. Brown
/s/ David R. Martin
Name: Valerie A. Brown
Name: David R. Martin
Title: Vice President and Assistant Secretary
Title: Chief Financial Officer
   
   
ATTEST:
DIMENSIONAL FUND ADVISORS CANADA ULC
 
For Itself and On Behalf of the Dimensional Funds
   
   
/s/ David R. Martin
/s/ Valerie A. Brown
Name: David R. Martin
Name: Valerie A. Brown
Title: Vice President, Chief Financial Officer and Treasurer
Title: Vice President and Assistant Secretary
   
   

 
4

 


ATTEST:
DIMENSIONAL FUND ADVISORS LP
 
By: DIMENSIONAL HOLDINGS INC., Its General Partner
 
On Behalf of The DFA Group Trust
   
   
/s/ Valerie A. Brown
/s/ David R. Martin
Name: Valerie A. Brown
Name: David R. Martin
Title: Vice President and Assistant Secretary
Title: Vice President, Chief Financial Officer and Treasurer
   
   
ATTEST:
DIMENSIONAL FUNDS PLC
   
   
/s/ Eduardo A. Repetto
/s/ David R. Martin
Name: Eduardo A. Repetto
Name: David R. Martin
Title: Director
Title: Director
   
   
ATTEST:
DIMENSIONAL FUNDS II PLC
   
   
/s/ David R. Martin
/s/ Eduardo A. Repetto
Name: David R. Martin
Name: Eduardo A. Repetto
Title: Director
Title: Director
   
   
ATTEST:
DIMENSIONAL FUND ADVISORS LTD.
 
On Behalf of Dimensional Funds ICVC
   
   
/s/ John Romiza
/s/ Arthur Barlow
Name: John Romiza
Name: Arthur Barlow
Title: Director
Title: Managing Director
   
   
ATTEST:
DIMENSIONAL FUND ADVISORS PTE. LTD.
   
   
/s/ Valerie A. Brown
/s/ Patrick M. Keating
Name: Valerie A. Brown
Name: Patrick M. Keating
Title: Vice President and Assistant Secretary
Title: Director and Vice President
   

 
5

 
 
   
ATTEST:
DIMENSIONAL HONG KONG LIMITED
   
   
/s/ Patrick M. Keating
/s/ David R. Martin
Name: Patrick M. Keating
Name: David R. Martin
Title: Director and Vice President
Title: Director, Vice President, Chief Financial Officer and Treasurer
   
   
ATTEST:
DIMENSIONAL JAPAN LTD.
   
   
/s/ Eduardo A. Repetto
/s/ Patrick M. Keating
Name: Eduardo A. Repetto
Name: Patrick M. Keating
Title: Director
Title: Director, Vice President and Chief Operating Officer
   
 
6