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March - Putnam Investments

March - Putnam Investments

March - Putnam Investments

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necessary or desirable for the coming year. Followingthese discussions and in consultationwith the Contract Committee, the IndependentTrustees’ independent legal counsel requestedthat <strong>Putnam</strong> Management furnish specifiedinformation, together with any additional informationthat <strong>Putnam</strong> Management consideredrelevant, to the Contract Committee. Over thecourse of several months ending in June 2013,the Contract Committee met on a numberof occasions with representatives of <strong>Putnam</strong>Management, and separately in executive session,to consider the information that <strong>Putnam</strong>Management provided. Throughout this process,the Contract Committee was assistedby the members of the Board’s independentstaff and by independent legal counsel for the<strong>Putnam</strong> funds and the Independent Trustees.In May 2013, the Contract Committee met inexecutive session to discuss and consider itspreliminary recommendations with respectto the continuance of the contracts. At theTrustees’ June 20, 2013 meeting, the ContractCommittee met in executive session with theother Independent Trustees to review a summaryof the key financial data that the ContractCommittee considered in the course of itsreview. The Contract Committee then presentedits written report, which summarizedthe key factors that the Committee had consideredand set forth its final recommendations.The Contract Committee then recommended,and the Independent Trustees approved, thecontinuance of your fund’s management, submanagementand sub- advisory contracts,effective July 1, 2013, subject to certain changesin the sub- management and sub- advisory contractsnoted below. (Because PIL and PAC areaffiliates of <strong>Putnam</strong> Management and <strong>Putnam</strong>Management remains fully responsible for allservices provided by PIL and PAC, the Trusteeshave not evaluated PIL or PAC as separate entities,and all subsequent references to <strong>Putnam</strong>Management below should be deemed toinclude reference to PIL and PAC as necessaryor appropriate in the context.)The Independent Trustees’ June 2013 approvalwas based on the following conclusions:• That the fee schedule in effect for your fundrepresented reasonable compensation in lightof the nature and quality of the services beingprovided to the fund, the fees paid by competitivefunds, and the costs incurred by <strong>Putnam</strong>Management in providing services to thefund, and• That the fee schedule represented an appropriatesharing between fund shareholders and<strong>Putnam</strong> Management of such economies ofscale as may exist in the management of thefund at current asset levels.These conclusions were based on a comprehensiveconsideration of all information providedto the Trustees and were not the result of anysingle factor. Some of the factors that figuredparticularly in the Trustees’ deliberations andhow the Trustees considered these factors aredescribed below, although individual Trusteesmay have evaluated the information presenteddifferently, giving different weights to variousfactors. It is also important to recognize that themanagement arrangements for your fund andthe other <strong>Putnam</strong> funds are the result of manyyears of review and discussion between theIndependent Trustees and <strong>Putnam</strong> Management,that some aspects of the arrangementsmay receive greater scrutiny in some yearsthan others, and that the Trustees’ conclusionsmay be based, in part, on their consideration offee arrangements in previous years. For example,with some minor exceptions, the currentfee arrangements in the management contractsfor the <strong>Putnam</strong> funds were implementedat the beginning of 2010 following extensivereview and discussion by the Trustees, as wellas approval by shareholders.As noted above, the Trustees consideredadministrative revisions to your fund’sDynamic Asset Allocation Growth Fund 19

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