EX-99 24 f24379d24.htm (G)(1)(IV) (g)(1)(iv)

AMENDMENT

(g)(1)(iv)

 

This Amendment is an amendment to the Multi-Broker Supplement to the Custody Agreement Hong Kong - China Connect Service dated January 31, 2017 relating to each separate Portfolio listed on Annex A thereto and The Bank of New York Mellon (the "Supplement").

The date of this Amendment is as of October 16, 2019.

Intending to be legally bound, and acknowledging sufficient consideration with respect to this Amendment, the parties to this Amendment hereby agree as follows:

1.The second sentence of paragraph (c) of the Supplement is hereby amended and restated as follows:

Client shall be responsible for all trade instructions issued to its broker engaged for trades in China Connect Securities and is responsible for engaging its own broker or brokers (Broker; which term will include HSBC Broker and any Designated Connect Broker unless otherwise specified) for Connect.

2.The fourth sentence of paragraph (c) of the Supplement is hereby amended and restated as follows:

Where Client engages any of Hong Kong and Shanghai Banking Corporation Limited and its broker affiliate company, HSBC Securities Brokers (Asia) Limited (HSBC Broker) or such other brokers as it may from time to time include in its SPSA "Plus" service (any such other broker being a Designated Connect Broker), the special terms outlined in paragraph (e)(ii) below will apply.

3.The first paragraph of paragraph (e) of the Supplement is hereby re-designated as paragraph (e)(i).

4.The second paragraph of paragraph (e) of the Supplement is hereby amended and restated as follows:

(ii)Where however HSBC Broker or a Designated Connect Broker is the executing Broker for Client on a sale trade, the settlement mentioned above is always on the basis that the trade will be on a delivery versus payment basis on trade date subject to Client meeting its requirements under paragraph (c) above and BNYM thereby issuing settlement instructions (i.e., this is synthetic delivery versus payment). The third paragraph of paragraph (e) of the Supplement is hereby re- designated as paragraph (e)(iii).

5.Paragraph (g) of the Supplement is hereby amended and restated as follows:

(g)Trades can fail in certain circumstances (including if Client fails to adhere to the terms of this Letter and including if instructions to BNYM are not forthcoming or are late). Where there is a failure of delivery of China Connect Securities from the relevant SPSA account/China Connect Account to the executing Broker, a buy-in procedure may be commenced under provisions of the General Rules of CCASS against that executing Broker. The executing

Broker will be permitted to submit an explanation to HKSCC within a short duration at the end of that trading day to explain the shortfall due from a failed delivery from an SPSA account/China Connect Account. If HKSCC accepts the explanation, the "Securities on-hold" provisions for delivery (and withholding from selling arrangement) will not apply to all China Connect Securities of that same security/share or ISIN in the relevant SPSA account/China Connect Account and pending deliveries will be processed for settlement with the failed trade being subject to buy-in procedure. HKSCC may grant a buy-in exemption in respect of a failed delivery from an SPSA account/China Connect Account but this will be subject to evidencing that there are sufficient securities available to cover the shortfall. If the conditions are met, the buy-in will be waived; however, in the absence of waiver a buy-in will be enforced the next trading day. Client may be made responsible for the costs/penalty resulting from any default by the executing Broker where buy-in is utilised. Where there is a failure on a purchase, the Broker may settle in the market and hold shares on its participant account, but cash will not be debited from the applicable Cash Account; the Broker may claim its cost of funding and expenses from Client. Client acknowledges and agrees it understands and accepts the matters set out in this paragraph (g) (together with paragraph (e) above).

6.Annex A of the Supplement is hereby amended and restated as set forth in Annex A to this Amendment.

Agreed:

Each Separate Legal Entity Listed on Annex A Hereto

By:

/s/ Todd Modic____________________

Name:

Todd Modic

Title:

Senior Vice President

The Bank of New York Mellon

By:

/s/ Michael Rothemeyer_____________

Name:

Michael Rothemeyer

Title:

Vice President

ANNEX A

This Annex A, amended and restated effective as of October 16, 2019, is the Annex A to that certain Multi- Broker Supplement to the Custody Agreement Hong Kong - China Connect Service dated as of January 31, 2017 by and between each of the Portfolios listed on this Annex A and The Bank of New York Mellon.

PORTFOLIO

CUSTODY ACCOUNT

SLEEVE (if applicable)

 

NUMBER

 

 

 

 

Voya Asia Pacific High

405906

405907

Dividend Equity Income Fund

 

 

Voya Emerging Markets High

405899

405901

Dividend Equity Fund

 

 

Voya Emerging Markets Index

472592

N/A

Portfolio

 

 

Voya Infrastructure, Industrials

471153

471149

and Materials Fund

 

 

Voya Multi-Manager Emerging

472158

472392

Markets Equity Fund

 

 

Voya Multi-Manager

472499

472492

International Equity Fund

 

941468

Voya Multi-Manager

464301

464216

International Small Cap Fund

 

471162

VY® Invesco Oppenheimer

464508

N/A

Global Portfolio

 

 

VY® JPMorgan Emerging

58096

N/A

Markets Equity Portfolio

 

 

VY® T. Rowe Price

464576

N/A

International Stock Portfolio

 

 

Note: (1) each entity listed in the Portfolio column is a Client, although with respect to each sleeve listed in the Sleeve column, for purposes of the account structure set forth in paragraph (a) that structure is established with respect to a particular sleeve commensurate with the account structure established under the CA with respect to such sleeve (and the terms China Connect Account and Cash Account have the meanings that correspond to that account structure established under the CA), (2) the provisions of paragraph (q) (including with respect to an HSBC Termination) are intended to apply on a sleeve-by- sleeve basis and (3) a sleeve may be considered to be the investor in China Connect Securities.