Dear Shareholder:
The ING Clarion Global Real Estate Income Fund (the Fund) delivered high income return and a fairly stable Net Asset Value (NAV) over the course of 2005. The funds total distributions for the year were $1.547 per share to common shareholders including two special dividends, one paid in January and one in December. In October the Fund increased its regular monthly dividend to $0.115 per month. Based on share price appreciation and dividends received, our shareholders gained 18.53%1 for the year. The Funds stock price closed at $16.30 per share and the NAV was $17.23 per share at 12/31/05. The NAV return (NAV per share change plus dividends) for the fund was 8.13% for the year. The market value return (share price appreciation plus dividends) was higher as the share price moved from a 12.8% discount to a much smaller 5.3% discount to NAV during the year. In 2005, the S&P/ Citigroup World Property Index (WPI) increased 14.75% and the Morgan Stanley REIT Preferred Index (MSRP) rose 3.62%. A blend of 80% WPI and 20% MSRP rose 12.51% for the year. The Funds market return exceeded the blended benchmark by 6.02% in 2005. The NAV return trailed the blended benchmark due to the Funds focus on income yielding securities. | |
The Funds investments were well diversified by property type and by geography as shown in the charts below. Over the course of the year the funds investments in US Common Stocks was reduced by 5% and we increased the Funds exposure to Europe +2%, Asia +1%, and preferred stocks +2%. Our choice to keep the preferred stock investments well below the 30% allowed in the prospectus was a good decision given the underperformance of preferred stock relative to common stock. However, the yield bias of our common stock portfolio, while consistent with the Funds primary investment objective of high current income, led to underperformance versus the WPI index. Specifically, our low weighting in the low-yielding Japan real estate operating companies (i.e., non-REITs) was a missed opportunity. Japanese real estate stocks rose 66% in local currency in the second half of the year. A high-yield index created from the WPI but including only stocks with at least a 4% dividend yield, underperformed the WPI total return by more than 8% in 2005, a proxy for the cost of the Funds yield focus in this period of unusually large gains for the Asian low-yielding real estate stocks. That said, the Funds yield focus over the period since inception has not been too costly as the annualized NAV return since inception has been 18.6% verses 18.8% for the blended benchmark while delivering an average yield on the underlying portfolio of nearly 200 basis points more (i.e. +2%)-not a bad trade-off for an income-oriented fund. |
Total preferred stock and debt of the Fund was $829 million (or 32% of the Funds total assets), which is well below the 35% leverage discussed in the Funds offering documents. In May 2004 we chose to lock in attractive longer-term rates on $400 million by executing two interest rate swaps. The swaps have an average rate of 4.0%, thus assuring an attractive low interest cost for the average remaining term of 2.5 years as of 12/31/05. In October, the Fund increased its monthly dividend distribution 10% to $0.115 a month per share equivalent to an annual dividend of $1.38 per share. The board also authorized a special distribution in December of $0.18 per share. This was in addition to the $0.077 per share special dividend paid in January based on the high realized investment income of the fund in 2004. The Funds dividend level is established by the board with consideration of the actual and anticipated level of investment income and the expectation that we might realize some part of the significant unrealized capital appreciation of the Funds investments over the course of time as part of the active management of the investment portfolio. Our goal is to establish a level monthly dividend which is supported by the dividends received from our investment portfolio and realized capital gains from the investment portfolio while minimizing the need for large special dividends. The current dividend policy reflects the boards consideration of a range of market scenarios for global real estate stocks in 2006. We believe the Fund remains well positioned to meet its primary objective of delivering a high level of stable monthly income as well as its secondary objective of capital appreciation. | |
Global real estate companies recorded another exceptional year in 2005 with total return of 21.7% in local currency, which exceeded the performance of broad equities of 10.0% (MSCI World Index) and bonds -6.5% (JP Morgan Global Government Bond Index). The broad strengthening of the US dollar (USD) versus other |
major currencies muted some of the local currency returns. The USD strengthened +13.0% versus the Japanese yen, +12.7% versus the Euro, +10.2% versus the British Pound, and +6.2% versus the Australian dollar. A strengthening US dollar hinders overall returns to US-based investor as returns earned in local currencies translated back to USD are reduced by the lower exchange rates. The dollar strengthening reduced the WPIs returns in US dollar terms by approximately 7% in 2005. This represents a reversal of a trend in recent years wherein the US dollar weakened versus other major currencies. Many observers expect the US dollars gains versus other currencies to cease and possibly reverse in 2006. We had no currency hedges in place at year-end. | |
Mergers and acquisitions (M&A) continued unabated in 2005 and had a material impact on the portfolio. In the US, a total of 14 deals worth $36 billion were announced or consummated this past year. Five of the deals involved mergers between existing public companies and nine were going-private transactions where shareholders were paid cash prices which were generally 10% or more above the pre-deal stock price. M&A deals also occurred in Europe and Canada. Turnover and realized gains in the portfolio are often the result of our active management to reposition the portfolios investments based on changing valuations and market outlook. However, in 2005 M&A activity affecting several of our portfolio companies caused higher turnover and realized gains than normal in part prompting our special capital gain distribution in December. We realized significant gains in several positions within the fund including takeover targets: Arden Realty, Gables Residential, AMLI Residential, Prentiss Properties, and O&Y REIT in Canada. The active transaction pace continues to validate value in the publicly traded companies in relation to values in the private or direct property markets. | |
Global property companies should continue to deliver positive performance in 2006 based on continued attractive relative dividend yields and improving real estate market fundamentals which lead in turn to accelerating earnings growth. 2005 saw a slowdown in the recent trend of declining capitalization rates or yield compression leading to strong price appreciation. In 2006 we look for NAV growth tied much more closely to earnings growth. With dividend yields of 4% and 8-9% earnings growth expected in 2006, real estate stocks can still deliver attractive positive returns even with some modest earnings multiple contraction. | |
We expect continued growth in the public property sector. The introduction of REITs in the UK was delayed until 2006 but still seems likely to happen. Germany took up the REIT banner in late 2004 but efforts to fast track the enabling legislation have been thwarted by concerns about how to avoid the loss of significant tax revenues if foreign investors end up as large holders of German REIT stocks. The advent of German REITs still seems likely and could help spur a growth in the public real estate sector for the largest of the European economies. Continuing the trend of 2005, we look for several new public real estate companies in Europe and Asia. Real estate continues to be underrepresented in the public markets and thus we expect a long-term growth trend in the sector driven by the increased appetite for real estate by an increasingly income-focused investor base around the globe. The fund is well positioned to take advantage of the increasing globalization of real estate. | |
We appreciate your continued faith and confidence. |
Sincerely,
T. Ritson Ferguson
|
Steven D. Burton | |
President and
|
Co-Portfolio Manager | |
Chief Executive Officer
|
Index Definitions: | |
The S&P/Citigroup World Property Index is an unmanaged market-weighted total return index which consists of over 350 real estate companies from 18 developed markets with a free float total market capitalization of at least U.S. $100 million that derive more than 60% of their revenue from real estate development, management, rental and/or direct investment in physical property. | |
The Morgan Stanley REIT Preferred Index is a preferred stock market capitalization weighted index of all exchange traded preferred securities of equity REITS. | |
The MSCI World Index is an unmanaged market capitalization-weighted index of equity securities of companies domiciled in various countries. The Index is designed to represent the performance of developed stock markets throughout the world and excludes certain market segments unavailable to U.S. based investors. | |
The JP Morgan Global Government Bond Index measures the performance of leading government bond markets based on total return in U.S. currency. |
1 | Market value total investment return does not take into effect open market purchases under the dividend re-investment plan as required by generally accepted accounting principles. Such market value total investment return calculated in accordance with generally accepted accounting principles is disclosed in the financial highlights table of the annual report. |
U.S. $ | ||||||||
Shares | Value | |||||||
Common Stock 125.2% | ||||||||
Real Estate Investment Trusts (REIT) 125.2% | ||||||||
Australia 15.5% | ||||||||
29,967,000 | DB RREEF Trust | $ | 30,555,378 | |||||
32,035,794 | Investa Property Group | 46,647,202 | ||||||
11,384,178 | Macquarie CountryWide Trust | 16,534,705 | ||||||
11,059,530 | Macquarie Goodman Industrial Trust | 38,778,781 | ||||||
28,584,000 | Macquarie ProLogis Trust | 24,532,311 | ||||||
8,484,633 | Westfield Group | 113,026,036 | ||||||
270,074,413 | ||||||||
Canada 11.7% | ||||||||
1,761,900 | Boardwalk Real Estate Investment Trust | 31,960,503 | ||||||
205,100 | Calloway Real Estate Investment Trust | 4,168,192 | ||||||
599,900 | Dundee Real Estate Investment Trust | 13,198,159 | ||||||
884,800 | H&R Real Estate Investment Trust | 15,754,689 | ||||||
2,239,900 | InnVest Real Estate Investment Trust | 24,045,153 | ||||||
700,000 | Primaris Retail Real Estate Investment Trust | 9,791,551 | ||||||
879,900 | Retirement Residences Real Estate Investment Trust | 6,590,870 | ||||||
2,276,600 | RioCan Real Estate Investment Trust | 44,415,284 | ||||||
2,166,800 | Summit Real Estate Investment Trust | 45,574,863 | ||||||
691,000 | Sunrise Senior Living Real Estate Investment Trust | 7,962,043 | ||||||
203,461,307 | ||||||||
France 5.7% | ||||||||
397,200 | Societe de la Tour Eiffel | 34,904,533 | ||||||
489,478 | Unibail | 64,895,683 | ||||||
99,800,216 | ||||||||
Hong Kong 2.8% | ||||||||
20,900,000 | Agile Property Holdings Ltd. (a) | 10,108,273 | ||||||
8,133,000 | Hang Lung Properties Ltd. | 12,692,160 | ||||||
2,400,000 | Sun Hung Kai Properties Ltd. | 23,369,940 | ||||||
1,153,000 | The Link REIT (a) | 2,185,979 | ||||||
48,356,352 | ||||||||
Japan 2.3% | ||||||||
2,388 | Japan Retail Fund Investment Corp. | 18,532,644 | ||||||
1,025,000 | Mitsubishi Estate Co., Ltd. | 21,276,370 | ||||||
39,809,014 | ||||||||
Netherlands 11.3% | ||||||||
116,780 | Corio NV | 6,322,626 | ||||||
357,401 | Eurocommercial Properties NV | 12,234,029 | ||||||
1,136,730 | Nieuwe Steen Investments NV | 27,460,194 | ||||||
436,686 | Rodamco Europe NV | 36,211,033 | ||||||
417,161 | VastNed Retail NV | 26,448,344 | ||||||
935,400 | Wereldhave NV | 87,881,906 | ||||||
196,558,132 | ||||||||
United Kingdom 8.2% | ||||||||
1,167,200 | British Land Co. Plc | 21,360,408 | ||||||
1,209,242 | Hammerson Plc | 21,216,374 | ||||||
1,604,300 | Land Securities Group Plc | 45,802,047 | ||||||
853,400 | Liberty International Plc | 14,365,055 | ||||||
3,923,700 | Slough Estates Plc | 40,315,031 | ||||||
143,058,915 | ||||||||
United States 67.7% | ||||||||
147,300 | AMB Property Corp. | 7,242,741 | ||||||
898,200 | American Campus Communities, Inc. | 22,275,360 | ||||||
1,119,600 | Amli Residential Properties Trust | 42,600,780 | ||||||
289,000 | Apartment Investment & Management Co. Class A | 10,944,430 | ||||||
1,162,000 | Archstone-Smith Trust | 48,676,180 | ||||||
570,400 | Arden Realty, Inc. | 25,571,032 | ||||||
65,200 | AvalonBay Communities, Inc. | 5,819,100 | ||||||
322,500 | BNP Residential Properties, Inc. | 5,160,000 | ||||||
422,000 | Boston Properties, Inc. | 31,282,860 | ||||||
100,000 | Brandywine Realty Trust | 2,791,000 | ||||||
1,086,700 | Camden Property Trust | 62,941,664 | ||||||
1,231,800 | Cedar Shopping Centers, Inc. | 17,331,426 | ||||||
402,900 | Colonial Properties Trust | 16,913,742 | ||||||
570,700 | Commercial Net Lease Realty | 11,625,159 | ||||||
419,300 | Developers Diversified Realty Corp. | 19,715,486 | ||||||
532,600 | Equity Office Properties Trust | 16,153,758 | ||||||
1,208,500 | Extra Space Storage, Inc. | 18,610,900 | ||||||
87,000 | Federal Realty Investment Trust | 5,276,550 | ||||||
1,211,100 | First Industrial Realty Trust, Inc. | 46,627,350 | ||||||
315,000 | Glenborough Realty Trust, Inc. | 5,701,500 | ||||||
675,000 | Gramercy Capital Corp. | 15,376,500 | ||||||
1,258,500 | Health Care REIT, Inc. | 42,663,150 | ||||||
2,697,530 | Heritage Property Investment Trust | 90,097,502 | ||||||
371,000 | Hersha Hospitality Trust | 3,342,710 | ||||||
308,000 | Hospitality Properties Trust | 12,350,800 | ||||||
941,484 | HRPT Properties Trust | 9,744,360 | ||||||
717,600 | iStar Financial, Inc. | 25,582,440 | ||||||
1,580,990 | Liberty Property Trust | 67,745,422 | ||||||
2,733,400 | Maguire Properties, Inc. | 84,462,060 | ||||||
637,700 | Mid-America Apartment Communities, Inc. | 30,928,450 | ||||||
2,490,700 | Nationwide Health Properties, Inc. | 53,300,980 | ||||||
170,700 | New Plan Excel Realty Trust | 3,956,826 | ||||||
1,972,270 | OMEGA Healthcare Investors, Inc. | 24,830,879 | ||||||
297,000 | Pan Pacific Retail Properties, Inc. | 19,866,330 | ||||||
994,000 | Pennsylvania Real Estate Investment Trust | 37,135,840 | ||||||
1,657,000 | Prentiss Properties Trust | 67,406,760 | ||||||
325,000 | ProLogis | 15,184,000 |
U.S. $ | ||||||||
Shares | Value | |||||||
Common Stock (continued) | ||||||||
United States (continued) | ||||||||
714,700 | Reckson Associates Realty Corp. | $ | 25,714,906 | |||||
364,700 | Regency Centers Corp. | 21,499,065 | ||||||
432,400 | SL Green Realty Corp. | 33,031,036 | ||||||
171,100 | Sovran Self Storage, Inc. | 8,036,567 | ||||||
300,500 | Strategic Hotel Capital, Inc. | 6,184,290 | ||||||
547,800 | The Macerich Co. | 36,779,292 | ||||||
440,000 | Trizec Properties, Inc. | 10,084,800 | ||||||
800,000 | Trustreet Properties, Inc. | 11,696,000 | ||||||
1,180,261,983 | ||||||||
Total Common Stock (cost $1,835,696,424) |
2,181,380,332 | |||||||
Master Limited Partnerships 0.6% | ||||||||
United States 0.6% | ||||||||
303,030 |
Verde Realty MLP (cost $9,999,990) |
9,999,990 |
||||||
Preferred Stock 15.3% | ||||||||
Real Estate Investment Trusts (REIT) 15.3% | ||||||||
United States 15.3% | ||||||||
125,800 | Affordable Residential Communities, Series A | 2,440,520 | ||||||
450,000 | Alexandria Real Estate Corp., Series C | 11,589,750 | ||||||
80,500 | Apartment Investment & Management Co., Series U | 1,999,620 | ||||||
400,000 | Apartment Investment & Management Co., Series V | 10,084,000 | ||||||
400,000 | Apartment Investment & Management Co., Series Y | 10,040,000 | ||||||
174,000 | Associated Estates Realty Corp. | 4,351,740 | ||||||
170,000 | Bedford Property Investors, Inc. | 4,258,500 | ||||||
36,000 | Bedford Property Investors, Inc. (b) | 1,760,627 | ||||||
207,700 | Cedar Shopping Centers, Inc. | 5,473,933 | ||||||
125,000 | Digital Realty Trust, Inc., Series B | 3,026,250 | ||||||
126,800 | Eagle Hospitality Properties Trust, Inc., Series A | 3,100,260 | ||||||
20,000 | FelCor Lodging Trust, Inc. | 480,400 | ||||||
430,700 | Glimcher Realty Trust, Series G | 10,786,882 | ||||||
520,000 | Health Care REIT, Inc., Series F | 12,922,000 | ||||||
905,600 | Host Marriott Corp, Series E | 24,224,800 | ||||||
222,600 | Innkeepers USA Trust, Series C | 5,438,118 | ||||||
1,015,000 | iStar Financial, Inc., Series I | 24,984,225 | ||||||
200,000 | LaSalle Hotel Properties | 4,610,000 | ||||||
1,000,000 | LTC Properties, Inc., Series F | 25,150,000 | ||||||
291,800 | Maguire Properties, Inc., Series A | 7,149,100 | ||||||
200,000 | Mid-America Apartment Communities, Inc., Series H | 5,133,000 | ||||||
120,000 | OMEGA Healthcare Investors, Inc., Series D | 3,026,400 | ||||||
240,000 | RAIT Investment Trust, Series A | 5,769,600 | ||||||
160,000 | RAIT Investment Trust, Series B | 4,016,000 | ||||||
192,500 | SL Green Realty Corp., Series C | 4,849,075 | ||||||
200,000 | SL Green Realty Corp., Series D | 5,020,000 | ||||||
275,000 | Strategic Hotel Capital, Inc. (b) | 7,270,313 | ||||||
268,000 | Sunstone Hotel Investors, Inc., Series A | 6,753,600 | ||||||
342,600 | Taubman Centers, Inc., Series G | 8,682,786 | ||||||
573,500 | Taubman Centers, Inc., Series H | 14,588,406 | ||||||
155,100 | The Mills Corp, Series E | 3,970,560 | ||||||
507,900 | The Mills Corp, Series G | 12,697,500 | ||||||
464,400 | Winston Hotels, Inc., Series B | 11,575,170 | ||||||
Total Preferred Stock (cost $266,311,212) |
267,223,135 | |||||||
Convertible Preferred Stock 1.9% | ||||||||
Real Estate Investment Trusts (REIT) 1.9% | ||||||||
United States 1.9% | ||||||||
974,000 | FelCor Lodging Trust, Inc., Series A | 23,083,800 | ||||||
200,000 | Ramco-Gershenson Properties Trust, 7.95%, Series C | 6,035,000 | ||||||
200,000 | Windrose Medical Properties Trust, 7.50%, Series A | 5,050,000 | ||||||
Total Convertible Preferred Stock (cost $30,290,308) |
34,168,800 | |||||||
Investment Companies 2.7% | ||||||||
United Kingdom 2.7% | ||||||||
399,119 | Eurocastle Investment Ltd. | 9,180,225 | ||||||
15,495,600 | ING UK Real Estate Income Trust, Ltd. (a)+ | 28,796,742 | ||||||
4,620,000 | Insight Foundation Property Trust Ltd. | 9,002,122 | ||||||
Total Investment Companies (cost $45,646,790) |
46,979,089 | |||||||
Total Investments 145.7% (cost $2,187,944,724) |
2,539,751,346 | |||||||
Liabilities in Excess of Other Assets (5.0%) | (86,816,673 | ) | ||||||
Preferred shares, at redemption value (40.7%) | (710,000,000 | ) | ||||||
Net Assets Applicable to Common Shares 100% (c) |
$ | 1,742,934,673 | ||||||
(a) | Non-income producing security. |
(b) | Securities are exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions that are exempt from registration, normally to qualified institutional buyers. At December 31, 2005, the securities amounted to $9,030,940 or 0.5% of net assets. |
(c) | Portfolio percentages are calculated based on net assets applicable to Common Shares. |
+ | Investments in companies considered to be an affiliate of the Trust (such companies are defined as Affiliated Companies in Section 2(a)(3) of the Investment Company Act of 1940) were as follows: |
Dividend Income | ||||||||
Affiliate | Net Activity | (In Thousands) | ||||||
ING UK Real Estate Income Trust, Ltd.
|
$ | 28,796,742 | $ | | ||||
Assets
|
||||||
Investments, at value (cost $2,160,438,578)
|
$ | 2,510,954,604 | ||||
Investment in affiliate (cost $27,506,146)
|
28,796,742 | |||||
Cash (including foreign currency of $12,311,544)
with a cost of $12,523,884
|
12,293,696 | |||||
Receivable for investment securities sold
|
79,596,319 | |||||
Dividends receivable
|
18,688,575 | |||||
Unrealized appreciation on swap contracts
|
5,868,985 | |||||
Dividend withholding reclaims receivable
|
1,107,513 | |||||
Other assets
|
130,663 | |||||
Total Assets
|
2,657,437,097 | |||||
Liabilities
|
||||||
Line of credit payable
|
119,462,000 | |||||
Payable for investment securities purchased
|
82,350,731 | |||||
Management fee payable
|
1,287,984 | |||||
Dividends payable preferred shares
|
810,169 | |||||
Accrued expenses and other liabilities
|
591,540 | |||||
Total Liabilities
|
204,502,424 | |||||
Preferred Shares, at redemption
value
|
||||||
$.001 par value per share;
28,400 Auction Preferred Shares authorized,
issued and outstanding at $25,000 per share liquidation preference |
710,000,000 | |||||
Net Assets Applicable to Common
Shares
|
$ | 1,742,934,673 | ||||
Composition of Net Assets Applicable to Common
Shares
|
||||||
Common Shares, $.001 par value per share;
unlimited number of shares authorized, 101,161,287 shares issued and outstanding |
$ | 101,161 | ||||
Additional paid-in capital
|
1,439,286,634 | |||||
Distributions in excess of net investment income
|
(76,686,744 | ) | ||||
Accumulated net realized gain on investments,
swap contracts and foreign currency transactions
|
22,626,239 | |||||
Net unrealized appreciation on investments, swap
contracts and foreign currency denominated assets and liabilities
|
357,607,383 | |||||
Net Assets Applicable to Common
Shares
|
$ | 1,742,934,673 | ||||
Net Asset Value Applicable to Common
Shares
|
||||||
(based on 101,161,287 common shares outstanding)
|
$ | 17.23 | ||||
Investment Income
|
||||||||||
Dividends (net of foreign withholding taxes of
$8,297,157)
|
$ | 132,027,978 | ||||||||
Interest
|
1,300,522 | |||||||||
Total Investment Income
|
$ | 133,328,500 | ||||||||
Expenses
|
||||||||||
Management fees
|
21,380,684 | |||||||||
Interest expense on line of credit
|
3,939,698 | |||||||||
Auction agent fees preferred shares
|
1,871,130 | |||||||||
Administration fees
|
517,774 | |||||||||
Custodian fees
|
369,921 | |||||||||
Transfer agent fees
|
381,236 | |||||||||
Insurance fees
|
173,516 | |||||||||
Printing fees
|
231,161 | |||||||||
Trustees fees and expenses
|
44,953 | |||||||||
Audit fees
|
31,999 | |||||||||
Legal fees
|
31,624 | |||||||||
AMEX listing fee
|
14,362 | |||||||||
Rating agency fees
|
1,899 | |||||||||
Miscellaneous expenses
|
65,457 | |||||||||
Total Expenses
|
29,055,414 | |||||||||
Management fee waived
|
(6,288,436 | ) | ||||||||
Net Expenses
|
22,766,978 | |||||||||
Net Investment Income
|
110,561,522 | |||||||||
Net Realized and Unrealized Gain (Loss) on
Investments, Swap Contracts and Foreign Currency
Transactions
|
||||||||||
Net realized gain (loss) on:
|
||||||||||
Investments
|
32,928,472 | |||||||||
Swap contracts
|
(3,549,165 | ) | ||||||||
Foreign currency transactions
|
(1,241,318 | ) | ||||||||
28,137,989 | ||||||||||
Net change in unrealized
appreciation/depreciation on:
|
||||||||||
Investments
|
7,525,969 | |||||||||
Swap contracts
|
11,100,594 | |||||||||
Foreign currency denominated assets and
liabilities
|
(65,149 | ) | ||||||||
18,561,414 | ||||||||||
Net Gain on Investments, Swap Contracts and
Foreign Currency Transactions
|
46,699,403 | |||||||||
Dividends and Distributions on Preferred
Shares from
|
||||||||||
Net investment income
|
(23,717,912 | ) | ||||||||
Net Increase in Net Assets Applicable to Common Shares Resulting from Operations | $ | 133,543,013 | ||||||||
For the Period | |||||||||
For the | February 18, 2004* | ||||||||
Year Ended | through | ||||||||
December 31, 2005 | December 31, 2004 | ||||||||
Change in Net Assets Applicable to Common
Shares Resulting from Operations
|
|||||||||
Net investment income
|
$ | 110,561,522 | $ | 83,233,372 | |||||
Net realized gain (loss) on investments, swap
contracts and foreign currency transactions
|
28,137,989 | (11,917,462 | ) | ||||||
Net change in unrealized
appreciation/depreciation on investments, swap contracts and
foreign currency denominated assets and liabilities
|
18,561,414 | 339,045,969 | |||||||
Dividends and distributions on Preferred Shares
from net investment income
|
(23,717,912 | ) | (8,005,004 | ) | |||||
Net increase in net assets applicable to Common
Shares resulting from operations
|
133,543,013 | 402,356,875 | |||||||
Dividends and Distributions on Common
Shares
|
|||||||||
Distribution of net investment income
|
(139,299,092 | ) | (75,856,499 | ) | |||||
Distribution of capital gains
|
(17,197,419 | ) | | ||||||
Total dividends and distributions on Common Shares
|
(156,496,511 | ) | (75,856,499 | ) | |||||
Capital Share Transactions
|
|||||||||
Net proceeds from the issuance of Common Shares
|
88,896 | 1,437,274,404 | |||||||
Reinvestment of dividends
|
| 2,024,495 | |||||||
Net increase from capital share transactions
|
88,896 | 1,439,298,899 | |||||||
Net Increase (Decrease) in Net Assets
|
(22,864,602 | ) | 1,765,799,275 | ||||||
Net Assets Applicable to Common
Shares
|
|||||||||
Beginning of period
|
1,765,799,275 | | |||||||
End of period (net of distributions in excess of
net investment income of $76,686,744 and $17,056,942,
respectively)
|
$ | 1,742,934,673 | $ | 1,765,799,275 | |||||
* | Commencement of operations. |
Cash Flows from Operating
Activities:
|
||||||
Net increase in net assets applicable to Common
Shares resulting from operations
|
$ | 133,543,013 | ||||
Adjustments to Reconcile Net Increase in Net
Assets Applicable to Common Shares Resulting From Operations to
Net Cash Provided by Operating and Investing
Activities:
|
||||||
Increase in unrealized appreciation on swap
contracts
|
(11,100,594 | ) | ||||
Net change in unrealized appreciation on
investments
|
(7,525,969 | ) | ||||
Net realized gain on investments
|
(32,928,472 | ) | ||||
Cost of long-term securities purchased
|
(547,453,903 | ) | ||||
Proceeds from sale of long-term securities
|
642,874,593 | |||||
Decrease in receivable for investment securities
sold
|
38,909,039 | |||||
Increase in dividends and interest receivable
|
(3,150,205 | ) | ||||
Increase in reclaims receivable
|
(833,493 | ) | ||||
Decrease in other assets
|
7,013 | |||||
Decrease in payable for investment securities
purchased
|
(83,635,329 | ) | ||||
Decrease in payable to advisor for offering costs
|
(965,321 | ) | ||||
Increase in management fee payable
|
26,353 | |||||
Decrease in accrued expenses and other liabilities
|
(386,919 | ) | ||||
(6,163,207 | ) | |||||
Net Cash Provided by Operating and Investing
Activities
|
127,379,806 | |||||
Cash Flows From Financing
Activities:
|
||||||
Cash distributions paid on Common Shares
|
(156,496,511 | ) | ||||
Increase in line of credit payable
|
40,516,400 | |||||
Increase in dividends payable
preferred shares
|
411,509 | |||||
Net Cash Used in Financing Activities
|
(115,568,602 | ) | ||||
Net increase in cash
|
11,811,204 | |||||
Cash at Beginning of Year
|
482,492 | |||||
Cash at End of Year
|
$ | 12,293,696 | ||||
For the Period | ||||||||||
For the | February 18, 2004(1) | |||||||||
Per share operating performance for a Common Share outstanding | Year Ended | through | ||||||||
throughout the period | December 31, 2005 | December 31, 2004 | ||||||||
Net asset value, beginning of period
|
$ | 17.46 | $ | 14.33 | (2) | |||||
Income from investment operations
|
||||||||||
Net investment income(3)
|
1.09 | 0.84 | ||||||||
Net realized and unrealized gain on investments,
swap contracts and foreign currency transactions
|
0.46 | 3.12 | ||||||||
Dividends and distributions on Preferred Shares
from net investment income (common stock equivalent basis)
|
(0.23 | ) | (0.08 | ) | ||||||
Total from investment operations
|
1.32 | 3.88 | ||||||||
Dividends and distributions on Common
Shares
|
||||||||||
Net investment income
|
(1.38 | ) | (0.75 | ) | ||||||
Capital gains
|
(0.17 | ) | | |||||||
Total dividends and distributions to Common
Shareholders
|
(1.55 | ) | (0.75 | ) | ||||||
Net asset value, end of period
|
$ | 17.23 | $ | 17.46 | ||||||
Market value, end of period
|
$ | 16.30 | $ | 15.21 | ||||||
Total investment return
|
||||||||||
Net asset value
|
8.13 | % | 28.20 | %(4) | ||||||
Market value
|
18.32 | % | 7.16 | % | ||||||
Ratios and supplemental data
|
||||||||||
Net assets, applicable to Common Shares, end of
period (thousands)
|
$ | 1,742,935 | $ | 1,765,799 | ||||||
Ratios to average net assets applicable to Common
Shares of:
|
||||||||||
Net expenses, after fee waiver+
|
1.34 | % | 1.17 | %(5) | ||||||
Net expenses, before fee waiver+
|
1.71 | % | 1.53 | %(5) | ||||||
Net investment income, after preferred share
dividends
|
5.11 | % | 6.20 | %(5) | ||||||
Preferred share dividends
|
1.39 | % | 0.66 | %(5) | ||||||
Net investment income, before preferred share
dividends+
|
6.50 | % | 6.86 | %(5) | ||||||
Ratios to average net assets applicable to
Common & Preferred Shares of:
|
||||||||||
Net expenses, after fee waiver+
|
0.91 | % | 0.82 | %(5) | ||||||
Net expenses, before fee waiver+
|
1.16 | % | 1.07 | %(5) | ||||||
Net investment income, after preferred share
dividends
|
3.45 | % | 4.35 | %(5) | ||||||
Preferred share dividends
|
0.94 | % | 0.46 | %(5) | ||||||
Net investment income, before preferred share
dividends+
|
4.39 | % | 4.81 | %(5) | ||||||
Portfolio turnover rate
|
21.79 | % | 21.54 | % | ||||||
Leverage analysis:
|
||||||||||
Preferred shares, at redemption value,
($25,000 per share liquidation preference) (thousands)
|
$ | 710,000 | $ | 710,000 | ||||||
Net asset coverage per share of preferred shares
|
$ | 86,368 | $ | 87,176 |
(1) | Commencement of operations. |
(2) | Net asset value at February 18, 2004. |
(3) | Based on average shares outstanding. |
(4) | Total investment return on net asset value is calculated assuming a purchase at the offering price of $15.00 (less $0.675 sales load) per share paid by the initial shareholder on the first day and a sale at net asset value on the last day of the period reported. Total investment return based upon market value is calculated assuming a purchase of common shares at the then current price of $15.00 on February 25, 2004 (initial public offering). Total investment return does not reflect brokerage commissions. A return calculated for a period of less than one year is not annualized. Dividends and distributions are assumed to be reinvested at the prices obtained under the Trusts Dividend Reinvestment Plan. |
(5) | Annualized. |
+ | Does not reflect the effect of dividends to Preferred Shareholders. |
1. Fund Organization
2. Significant Accounting Policies
Securities Valuation The net asset value of the common shares of the Trust will be computed based upon the value of the Trusts portfolio securities and other assets. The Trust calculates net asset value per common share by subtracting the Trusts liabilities (including accrued expenses, dividends payable and any borrowings of the Trust) and the liquidation value of any outstanding preferred shares from the Trusts total assets (the value of the securities the Trust holds, plus cash or other assets, including interest accrued but not yet received) and dividing the result by the total number of common shares of the Trust outstanding. Net asset value per common share will be determined as of the close of the regular trading session (usually 4:00 p.m., EST) on the New York Stock Exchange (NYSE) on each business day on which the NYSE is open for trading.
For purposes of determining the net asset value of the Trust, readily marketable portfolio assets traded principally on an exchange, or on a similar regulated market reporting contemporaneous transaction prices, are valued, except as indicated below, at the last sale price for such assets on such principal markets on the business day on which such value is being determined. If there has been no sale on such day, the securities are valued at the mean of the closing bid and asked prices on such day. If no bid or asked prices are quoted on such day, then the security is valued by such method as the Trusts board of trustees (the Board) shall determine in good faith to reflect its fair market value. Readily marketable assets not traded on such a market are valued at the current bid prices provided by dealers or other sources approved by the Board, including pricing services when such prices are believed by the Board to reflect the fair market value of such assets. The prices provided by a pricing service take into account institutional size trading in similar groups of assets and any developments related to specific assets. Foreign securities are valued based upon quotations from the primary market in which they are traded and are translated from the local currency into U.S. dollars using current exchange rates. In addition, if quotations are not readily available, or if the values have been materially affected by events occurring after the closing of a foreign market, assets may be valued by another method that the Board of Trustees believes accurately reflects fair value. Other assets are valued at fair value by or pursuant to guidelines approved by the Board.
Short-term securities which mature in more than 60 days are valued at current market quotations. Short-term securities which mature in 60 days or less are valued at amortized cost, which approximates market value.
Foreign Currency Translation The books and records of the Trust are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on the following basis:
(i) | market value of investment securities, other assets and liabilities at the current rates of exchange; |
(ii) | purchases and sales of investment securities, income and expenses at the rate of exchange prevailing on the respective dates of such transactions. |
Although the net assets of the Trust are presented at the foreign exchange rates and market values at the close of each fiscal period, the Trust does not isolate that portion of the results of operations arising as a result of changes in the foreign exchange rates from the fluctuations arising from changes in the market prices of long-term securities held at the end of the fiscal period. Similarly, the Trust does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of portfolio securities sold during the fiscal period. Accordingly, realized foreign currency gains or losses will be included in the reported net realized gains or losses on investment transactions.
Net realized gains or losses on foreign currency transactions represent net foreign exchange gains or losses from the holding of foreign currencies, currency gains or losses realized between the trade date and settlement date on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Trusts books and the U.S. dollar equivalent amounts actually received or paid. Net unrealized currency gains or losses from valuing foreign currency denominated assets or liabilities (other than investments) at period end exchange rates are reflected as a component of net unrealized appreciation or depreciation on investments and foreign currencies.
Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of domestic origin as a result of, among other factors, the possibility of political or economic instability, or the level of governmental supervision and regulation of foreign securities markets.
Forward Exchange Currency Contracts The Trust may enter into forward exchange currency contracts in order to hedge its exposure to changes in foreign currency exchange rates on it foreign portfolio holdings, to hedge certain firm purchase and sales commitments denominated in foreign currencies and for investment purposes. A forward exchange currency contract is a commitment to purchase or sell a foreign currency on a future date at a negotiated forward rate. The gain or loss arising from the difference between the original contracts and the closing of such contracts would be included in net realized gain or loss on foreign currency transactions.
Fluctuations in the value of open forward exchange currency contracts are recorded for financial reporting purposes as unrealized appreciation and depreciation by the Trust.
The Trusts custodian will place and maintain cash not available for investment or other liquid assets in a separate account of the Trust having a value at least equal to the aggregate amount of the Trusts commitments under forward exchange currency contracts entered into with respect to position hedges.
Risks may arise from the potential inability of a counterparty to meet the terms of a contract and from unanticipated movements in the value of a foreign currency relative to the U.S. dollar. The face or contract amount, in U.S. dollars, reflects the total exposure the Trust has in that particular currency contract. As of December 31, 2005, the Trust did not hold any forward exchange currency contracts.
Securities Transactions and Investment Income Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost. Dividend income is recorded on the ex-dividend date. Distributions received from investments in REITs are recorded as dividend income on ex-dividend date, subject to reclassification upon notice of the character of such distributions by the issuer. The portion of dividend attributable to the return of capital is recorded against the cost basis of the security. Withholding taxes on foreign dividends are recorded net of reclaimable amounts, at the time the related income is earned. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income, including accretion of original issue discount, where applicable, and accretion of discount on short-term investments, is recorded on the accrual basis. Realized gains and losses from securities transactions are recorded on the basis of identified cost.
Swaps The Trust may enter into swap agreements. A swap is an agreement to exchange the return generated by one instrument for the return generated by another instrument. The Trust enters into interest rate swap agreements to manage its exposure to interest rate and credit risk. Interest rate swap agreements involve the exchange by the Trust with another party of their respective commitments to pay or receive interest. Dividends and interest on the securities in the swap are included in the value of the exchange. The swaps are valued daily at current market value and any unrealized gain or loss is included in the Statement of Assets and Liabilities. Gain or loss is realized on the termination date of the swap and is equal to the difference between the Trusts basis in the swap and the proceeds of the closing transaction, including any fees. During the period that the swap agreement is open, the Trust may be subject to risk from the potential inability of the counterparty to meet the terms of the agreement. The swaps involve elements of both market and credit risk in excess of the amounts reflected on the Statements of Assets and Liabilities.
The Trust entered into interest rate swap agreements for the year ended December 31, 2005. Details of the swap agreements outstanding as of December 31, 2005 were as follows:
Notional | ||||||||||||||||||||
Termination | Amount | Fixed | Floating | Unrealized | ||||||||||||||||
Counterparty | Date | (000) | Rate | Rate | Appreciation | |||||||||||||||
Citigroup
|
07/01/2007 | $200,000 | 3.68% | 1 Month LIBOR | $ | 3,208,412 | ||||||||||||||
Royal Bank of Canada
|
07/01/2009 | 200,000 | 4.32% | 1 Month LIBOR | 2,660,573 | |||||||||||||||
$ | 5,868,985 | |||||||||||||||||||
For each swap noted, the Trust pays a fixed rate and receives a floating rate.
Dividends and Distributions to Shareholders Dividends from net investment income, if any, are declared and paid on a monthly basis. Distributions from net realized capital gains, if any, are normally distributed in December. Income dividends and capital gain distributions to common shareholders are recorded on the ex-dividend date. To the extent the Trusts net realized capital gains, if any, can be offset by capital loss carryforwards, it is the policy of the Trust not to distribute such gains.
The current monthly rate is $0.115 per share. The Trust continues to evaluate its monthly distribution policy in light of ongoing economic and market conditions and may change the amount of the monthly distributions in the future.
Use of Estimates The preparation of financial statements, in conformity with U.S. generally accepted accounting principles, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates.
Organizational and Offering Costs Costs incurred in connection with the Trusts organization and offering of its common shares will be borne by the Trust up to and including $0.03 per common share as of February 18, 2004. The Advisor has contractually agreed to pay all organizational and offering costs in excess of this amount. Organizational costs of approximately $35,000 were expensed by the Trust. Offering costs of approximately $2,585,596 incurred by the Trust in connection with the offering of its common and preferred shares were charged to paid-in capital upon the sale of those shares.
3. Concentration of Risk
4. Investment Management Agreement and Other Agreements
The Trust has multiple service agreements with The Bank of New York (BNY). Under the servicing agreements, BNY will perform custodial, fund accounting, certain administrative services, and transfer agency services for the Trust. As custodian, BNY is responsible for the custody of the Trusts assets. As administrator, BNY is responsible for maintaining the books and records of the Trusts securities and cash. As transfer agent, BNY is responsible for performing transfer agency services for the Trust.
5. Portfolio Securities
6. Federal Income Taxes
The Trust distinguishes between dividends on a tax basis and on a financial reporting basis and only distributions in excess of tax basis earnings and profits are reported in the financial statements as a tax return of capital. Differences in the recognition or classification of income between the financial statements and tax earnings and profits which result in temporary over-distributions for financial statement purposes are classified as distributions in excess of net investment income or accumulated net realized gains in the components of net assets on the Statement of Assets and Liabilities. The tax character of current year distributions will be determined at the end of the current fiscal year.
In order to present paid-in capital in excess of par and accumulated net realized gains or losses on the Statement of Assets and Liabilities that more closely represent their tax character, certain adjustments have been made to additional paid-in capital, undistributed net investment income and accumulated net realized gains or losses on investments. For the period ended December 31, 2005, the adjustments were to increase accumulated net realized gain on investments by $7,174,320, and decrease undistributed net investment income by $7,174,320 due to the difference in the treatment for book and tax purposes of certain investments.
Currency losses incurred after October 31, 2005 (post-October losses) within the taxable year are deemed to arise on the first business day of the Trusts next taxable year. The Trust incurred and will elect to defer net currency losses during 2005 in the amount of $641,237.
Information on the tax components of net assets as of December 31, 2005 is as follows:
Net Tax | ||||||||||||||
Unrealized | ||||||||||||||
Net Tax | Appreciation | Undistributed | Undistributed | |||||||||||
Cost of | Unrealized | on Swap | Ordinary | Long-Term | ||||||||||
Investments | Gross Tax | Gross Tax | Appreciation | Contracts and | Income/ | Other | Capital Gains/ | |||||||
for Tax | Unrealized | Unrealized | on | Foreign | (Accumulated | Temporary | (Accumulated | |||||||
Purposes | Appreciation | Depreciation | Investments | Currency | Ordinary Loss) | Differences | Capital Loss) | |||||||
$2,285,496,561
|
$269,024,421 | $(14,769,637) | $254,254,785 | $5,800,761 | $21,355,781 | $(663,294) | $22,798,846 |
For the year ended December 31, 2005 and the period ended December 31, 2004, the tax character of distributions paid, as reflected in the Statement of Changes in Net Assets, were $163,017,004 and $83,861,503 of ordinary income and $17,197,419 and $0 of long-term capital gain, respectively.
7. Borrowings
The Trust has access to a secured line of credit up to $700,000,000 from BNY for borrowing purposes. Borrowings under this arrangement bear interest at the Federal funds rate plus 50 basis points. At December 31, 2005, there was an outstanding borrowing of $119,462,000 in connection with the Trusts line of credit.
The average daily amount of borrowings during the year ended December 31, 2005 was $105,721,716, with a related weighted average interest rate of 3.72%. The maximum amount outstanding for the year ended December 31, 2005, was $188,726,000.
8. Capital
On February 26, 2004, the Trusts Board authorized the issuance of preferred shares, in addition to the existing common shares, as part of its leverage strategy. Preferred shares issued by the Trust have seniority over the common shares.
The Trust issued 4,000 shares of Preferred Shares Series T28A, 4,000 shares of Preferred Shares Series W28B, 4,000 shares of Preferred Shares Series T28C, 4,000 shares of Preferred Shares Series W28D, 6,200 shares of Preferred Shares Series T7 and 6,200 shares of Preferred Shares Series W7, each with a liquidation value of $25,000 per share plus accumulated and unpaid dividends. Dividends will be accumulated daily at an annual rate set through auction procedures. Distributions of net realized capital gains, if any, will be paid annually.
For the year ended December 31, 2005, the annualized dividend rates range from:
High | Low | At December 31, 2005 | ||||||||||||
Series T28A
|
4.36% | 2.30% | 4.36% | |||||||||||
Series W28B
|
4.52 | 2.41 | 4.52 | |||||||||||
Series T28C
|
4.38 | 2.40 | 4.38 | |||||||||||
Series W28D
|
4.24 | 2.27 | 4.24 | |||||||||||
Series T7
|
4.48 | 2.20 | 4.48 | |||||||||||
Series W7
|
4.50 | 2.24 | 4.50 | |||||||||||
The Trust is subject to certain limitations and restrictions while preferred shares are outstanding. Failure to comply with these limitations and restrictions could preclude the Trust from declaring any dividends or distributions to common shareholders or repurchasing common shares and/or could trigger the mandatory redemption of preferred shares at their liquidation value.
The holders of preferred shares have voting rights equal to the holders of common shares (one vote per share) and will vote together with holders of common shares as a single class. However, holders of preferred shares, voting as a separate class, are also entitled to elect two Trustees. In addition, the Investment Company Act of 1940, as amended, requires that, along with approval by shareholders that might otherwise be required, the approval of the holders of a majority of any outstanding preferred shares, voting separately as a class, would be required to (a) adopt any plan of reorganization that would adversely affect the preferred shares, (b) change a Trusts sub-classification as a closed-end investment company or change its fundamental investment restrictions and (c) change the nature of its business so as to cease to be an investment company.
9. Indemnifications
To the Shareholders and Board of Trustees of
We have audited the accompanying statement of assets and liabilities of the ING Clarion Global Real Estate Income Fund (the Trust), including the portfolio of investments, as of December 31, 2005, and the related statements of operations and cash flows for the year then ended, and the statements of changes in net assets and the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Trusts management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits. | |
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Trusts internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Trusts internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2005, by correspondence with the Trusts custodian and brokers, or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion. | |
In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Trust at December 31, 2005, the results of its operations and its cash flows for the year then ended, and the changes in its net assets and financial highlights for each of the periods indicated therein, in conformity with U.S. generally accepted accounting principles. | |
PHILADELPHIA, PENNSYLVANIA
Federal Income Tax Information
For corporate shareholders, $212,017 of investment income qualified for the dividends-received deduction.
In January 2006, you will be advised on IRS Form 1099 DIV or substitute 1099 DIV as to the federal tax status of the distributions received by you in the calendar year 2005.
Trustees
Number of | ||||||||||||
Portfolios in | ||||||||||||
the Fund | ||||||||||||
Term of Office | Principal Occupations | Complex | Other Directorships | |||||||||
Name, Address | and Length of | During The Past | Overseen | Held by | ||||||||
and Age | Time Served(1) | Title | Five Years | by Trustee | Trustee | |||||||
Interest Trustees: | ||||||||||||
T. Ritson Ferguson* 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 46 |
1 year/since inception | Trustee, President and Chief Executive Officer | Managing Director and Chief Investment Officer of ING Clarion Real Estate Securities, L.P. since 1995. | 2 | Board member of Community Coalition of Chester County (since 2005). | |||||||
Jarrett B. Kling* 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 62 |
2 years/since inception | Trustee | Managing Director of ING Clarion Real Estate Securities, L.P., member of the Investment Advisory Committee of the TDH Group of venture funds. | 2 | Trustee of The Hirtle and Callaghan Trust (1995 to present); National Trustee of the Boys and Girls Clubs of America (1997 to present); Board of Old Mutual Advisor Funds (since 2005). | |||||||
Independent Trustees: | ||||||||||||
Asuka Nakahara 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 49 |
2 years/since inception | Trustee | Associate Director of the Zell-Lurie Real Estate Center at the Wharton School, University of Pennsylvania, since July 1999; Lecturer of Real Estate at the Wharton School, University of Pennsylvania; Chief Financial Officer of Trammell Crow Company from January 1, 1996 to September 1, 1998; Chief Knowledge Officer of Trammell Crow Company from September 1, 1998 to December 31, 1999. | 2 | Serves on the Advisory board member of the HBS Club of Philadelphia (2000-present) and the board of The Philadelphia Foundation (2004-present). | |||||||
Frederick S. Hammer 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 69 |
1 year/since inception | Trustee | Co-Chairman of Inter-Atlantic Group since 1994 and a member of its investment committee; Co-Chairman of Guggenheim Securities Holdings, LLC from 2002 to 2003; non-executive. | 2 | Chairman of the Board of Annuity and Life Re (Holdings), Ltd. (1998 to present); Director on the Boards of Tri-Arc Financial Services, Inc. (1989- 2004) and Magellan Insurance Company Ltd. (1995-2004); former Director of Medallion Financial Corporation (1999-2002), IKON Office Solutions, Inc. (1986-1999)and VISA International (1978-1989); trustee of the Madison Square Boys and Girls Club (1978 to present). | |||||||
Richard L. Sutton 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 70 |
3 years/since inception | Trustee | Of Counsel, Morris, Nichols, Arsht & Tunnell, 2000 to present; Partner, Morris, Nichols, Arsht & Tunnel, 1966-2000. | 2 | Trustee of the Unidel Foundation, Inc. since 2000; Board of Directors of Wilmington Country Club 1999-2004, Grand Opera House, Inc., 1976-92, University of Delaware Library Associates, Inc. 1981-99, Wilmington Club 1987-2003, American Judicature Society 1995-99. | |||||||
John Bartholdson 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 61 |
3 years/1 year | Trustee/Audit Committee Financial Expert | Senior Vice President and CFO of Triumph Group, Inc., 1993- present. | 2 | Serves on the Board of PBHG Funds, Inc. and PBHG Insurance Series Fund (since 1997); the Philadelphia/ Washington Advisory Board of FM Global (since 2004); and Board of Old Mutual Advisor Funds (since 2004). |
(1) | After a Trustees initial term, each Trustee is expected to serve a three year term concurrent with the class of Trustees for which he serves. Messrs. Kling and Nakahara, as Class II Trustees, are expected to stand for re-election at the Trusts 2006 annual meeting of shareholders; Mr. Sutton, as a Class III Trustee, is expected to stand for re-election at the Trusts 2007 annual meeting of shareholders; Messrs. Ferguson and Hammer, as Class I Trustees, are expected to stand for re-election at the Trusts 2008 annual meeting of shareholders. |
* | Messrs. Ferguson and Kling are deemed to be interested persons of the Trust as defined in the Investment Company Act of 1940, as amended, due to their position with the Advisor. |
Officers
Name, Address*, Age | Term of Office and | Principal Occupations | ||
and Position(s) held | Length of Time | During the Past | ||
with Registrant | Served | Five Years and Other Affiliations | ||
Officers: | ||||
Jonathan A. Blome 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 28 Chief Financial Officer |
/since 2006 | Vice President of ING Clarion Real Estate Securities, L.P. since 2005 | ||
Heather Trudel 259 N. Radnor-Chester Road Radnor, PA 19087 Age: 33 Secretary |
/since inception | Director of ING Clarion Real Estate Securities, L.P. since 1995 |
Additional Information
The Trust has delegated the voting of the Trusts voting securities to the Trusts advisor pursuant to the proxy voting policies and procedures of the advisor. You may obtain a copy of these policies and procedures by calling 1-888-711-4CRA. The policies may also be found on the web site of the Securities and Exchange Commission (http://www.sec.gov).
Information regarding how the Trust voted proxies for portfolio securities, if applicable, during the most recent 12-month period ended June 30, 2005, is also available, without charge and upon request by calling the Trust at 1-888-711-4CRA or by accessing the Trusts Form N-PX on the Commissions website at http://www.sec.gov.
The Trust files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Trusts Form N-Q are available on the SEC website at http://www.sec.gov. The Trusts Form N-Q may also be viewed and copied at the Commissions Public Reference Room in Washington, DC; information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330.
Board Considerations in Approving the Advisory Agreement
In particular, the Board considered the nature, extent and quality of advisory services provided by the Advisor. The Board considered both the performance of the Trust, as well as other services provided to the Trust by the Advisor. In concluding that the services provided by the Advisor were satisfactory and supported continuation of the Advisory Agreement, the Board evaluated the Advisors personnel, experience, investment process (including brokerage practices) and compliance program, as well as the administrative oversight of the Trusts operations provided by the Advisor. With respect to the Trusts performance, the Board concluded that the Trusts performance, particularly in light of the Trusts income objective was satisfactory, and generally consistent with the performance achieved by a peer group of similarly managed investment companies and other accounts managed by the Advisor, as well as appropriate performance indices.
The Board also considered the level of compensation and other benefits received by the Advisor as a result of its relationship with the Trust. The Board took into account the quality of the Advisors services as well as advisory fees charged to other comparable closed-end global real estate funds and other assets comparably managed by the Advisor. Based on this review, the Board concluded that the advisory fee structure under the Advisory Agreement is reasonable and supports renewal of the investment management agreement. During the course of its review, the Board also considered information relating to the costs incurred by the Advisor in connection with the provision of services to the Trust and the potential that the Advisor may realize fall out benefits as a result of its relationship with the Trust. The Board concluded that, based on the profit levels reported by the Advisor and in light of the specific circumstances of the Trust, the advisory fees paid to the Advisor has not resulted in a profit (including allowance for return on entrepreneurial risk) to the Advisor that is excessive or beyond the range that would have been negotiated at arms length. In this regard, the Board did not specifically consider the potential for realization of economies of scale because the Trust is a closed-end vehicle with limited potential for asset growth.
Pursuant to the Trusts Dividend Reinvestment Plan (the Plan), shareholders of the Trust are automatically enrolled, to have all distributions of dividends and capital gains reinvested by The Bank of New York (the Plan Agent) in the Trusts shares pursuant to the Plan. You may elect not to participate in the Plan and to receive all dividends in cash by sending written instructions or by contacting The Bank of New York, as dividend disbursing agent, at the address set forth below. Participation in the Plan is completely voluntary and may be terminated or resumed at any time without penalty by contacting the Plan Agent before the dividend record date; otherwise such termination or resumption will be effective with respect to any subsequently declared dividend or other distribution. Shareholders who do not participate in the Plan will receive all distributions in cash paid by check and mailed directly to the shareholders of record (or if the shares are held in street or other nominee name, then to the nominee) by the Plan Agent, which serves as agent for the shareholders in administering the Plan.
After the Trust declares a dividend or determines to make a capital gain distribution, the Plan Agent will acquire shares for the participants account, depending upon the circumstances described below, either (i) through receipt of unissued but authorized shares from the Trust (newly issued shares) or (ii) by open market purchases. If, on the dividend payment date, the NAV is equal to or less than the market price per share plus estimated brokerage commissions (such condition being referred to herein as market premium), the Plan Agent will invest the dividend amount in newly issued shares on behalf of the participants. The number of newly issued shares to be credited to each participants account will be determined by dividing the dollar amount of the dividend by the NAV on the date the shares are issued. However, if the NAV is less than 95% of the market price on the payment date, the dollar amount of the dividend will be divided by 95% of the market price on the payment date. If, on the dividend payment date, the NAV is greater than the market value per share plus estimated brokerage commissions (such condition being referred to herein as market discount), the Plan Agent will invest the dividend amount in shares acquired on behalf of the participants in open-market purchases.
The Plan Agents fees for the handling of the reinvestment of dividends and distributions will be paid by the Trust. However, each participant will pay a pro rata share of brokerage commissions incurred with respect to the Plan Agents open market purchases in connection with the reinvestment of dividends and distributions. The automatic reinvestment of dividends and distributions will not relieve participants of any Federal income tax that may be payable on such dividends or distributions.
The Trust reserves the right to amend or terminate the Plan. There is no direct service charge to participants in the Plan; however, the Trust reserves the right to amend the Plan to include a service charge payable by the participants. Participants that request a sale of shares through the Plan Agent are subject to a $2.50 sales fee and a $0.15 per share sold brokerage commission. All correspondence concerning the Plan should be directed to the Plan Agent at The Bank of New York, P.O. Box 463, East Syracuse, New York 13057-0463; Attention: Shareholder Services Department, Phone number: (800) 433-8191.
ING Clarion Global Real Estate Income Fund |
Fund Information | |
Board of Trustees | |
T. Ritson Ferguson | |
Jarrett B. Kling | |
Asuka Nakahara | |
Frederick S. Hammer | |
Richard L. Sutton | |
John Bartholdson | |
Officers | |
T. Ritson Ferguson | |
President and | |
Chief Executive Officer | |
Jonathan A. Blome | |
Chief Financial Officer | |
Heather Trudel | |
Secretary | |
Investment Advisor | |
ING Clarion Real Estate Securities, L.P. | |
259 N. Radnor-Chester Road | |
Radnor, PA 19087 | |
Administrator, Custodian and | |
Transfer Agent | |
The Bank of New York | |
New York, New York | |
Preferred Shares Dividend Paying Agent | |
The Bank of New York | |
New York, New York | |
Legal Counsel | |
Morgan, Lewis & Bockius, LLP | |
Washington, DC | |
Independent Registered Public Accounting Firm | |
Ernst & Young LLP | |
Philadelphia, Pennsylvania |
(Registrant) ING Clarion Global Real Estate Income Fund | ||||
By:
|
/s/ T. Ritson Ferguson
|
|||
Name:
|
T. Ritson Ferguson | |||
Title:
|
President and Chief Executive Officer | |||
Date:
|
March 3, 2006 |
By:
|
/s/ T. Ritson Ferguson
|
|||
Name:
|
T. Ritson Ferguson | |||
Title:
|
President and Chief Executive Officer | |||
Date:
|
March 3, 2006 | |||
By:
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/s/ Jonathan A. Blome
|
|||
Name:
|
Jonathan A. Blome | |||
Title:
|
Treasurer and Chief Financial Officer | |||
Date:
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March 3, 2006 |