Re: | Highland Credit Strategies Fund (the Fund) File No. 811-21869 |
1) | a copy of Fidelity Bond No. 04704110B in the amount of $4,050,000 for the period July 31, 2010 through July 31, 2011 (the Fidelity Bond); | |
2) | a copy of the resolutions adopted at a meeting of the Board of Trustees of the Fund held on August 3, 2010, at which a majority of the Trustees who are not interested persons of the Fund, as defined by Section 2(a)(19) of the Act, ratified the amount, type, form and coverage of the Fidelity Bond; and | |
3) | a copy of the Joint Insured Bond Agreement, entered into on July 31, 2010 among the Fund and all other named insureds, pursuant to paragraph (f) of the Rule. |
/s/ M. Jason Blackburn |
M. Jason Blackburn |
Secretary |
Item 1. | Name of Insured (the Insured) |
Bond Number | ||
Highland Floating Rate Fund |
04704110B |
Principal Office:
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c/o Highland Capital Management | Mailing Address: | c/o Highland Capital Management | |||
13455 Noel Road, Suite 900 | 13455 Noel Road, Suite 900 | |||||
Dallas, TX 75240 | Dallas, TX 75240 |
Item 2. | Bond Period: from 12:01 a.m. on July 31, 2010, to 12:01 a.m. on July 31, 2011 or the earlier effective date of the termination of this Bond, standard time at the Principal Office as to each of said dates. |
LIMIT OF | DEDUCTIBLE | |||||||||
LIABILITY | AMOUNT | |||||||||
Insuring Agreement A |
FIDELITY | $ | 4,050,000 | N/A | ||||||
Insuring Agreement B |
AUDIT EXPENSE | $ | 50,000 | $ | 10,000 | |||||
Insuring Agreement C |
ON PREMISES | $ | 4,050,000 | $ | 50,000 | |||||
Insuring Agreement D |
IN TRANSIT | $ | 4,050,000 | $ | 50,000 | |||||
Insuring Agreement E |
FORGERY OR ALTERATION | $ | 4,050,000 | $ | 50,000 | |||||
Insuring Agreement F |
SECURITIES | $ | 4,050,000 | $ | 50,000 | |||||
Insuring Agreement G |
COUNTERFEIT CURRENCY | $ | 4,050,000 | $ | 50,000 | |||||
Insuring Agreement H |
UNCOLLECTIBLE ITEMS OF DEPOSIT | $ | 25,000 | $ | 5,000 | |||||
Insuring Agreement I |
PHONE/ELECTRONIC TRANSACTIONS | $ | 4,050,000 | $ | 50,000 |
If Not Covered is inserted opposite any Insuring Agreement above, such Insuring Agreement and any reference thereto shall be deemed to be deleted from this Bond. OPTIONAL INSURING AGREEMENTS ADDED BY RIDER: |
Insuring Agreement J |
COMPUTER SECURITY | $ | 4,050,000 | $ | 50,000 |
Item 4. | Offices or Premises CoveredAll the Insureds offices or other premises in existence at the time this Bond becomes effective are covered under this Bond, except the offices or other premises excluded by Rider. Offices or other premises acquired or established after the effective date of this Bond are covered subject to the terms of General Agreement A. |
Item 5. | The liability of ICI Mutual Insurance Company, a Risk Retention Group (the Underwriter)
is subject to the terms of the following Riders attached hereto: Riders: 1-2-3-4-5-6-7 and of all Riders applicable to this Bond issued during the Bond Period. |
By: | /S/ John T. Mulligan | |||
Authorized Representative | ||||
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(1) | uncollectible Items of Deposit of a Funds customer, shareholder or subscriber credited by the Insured or its agent to such persons Fund account, or | ||
(2) | any Item of Deposit processed through an automated clearing house which is reversed by a Funds customer, shareholder or subscriber and is deemed uncollectible by the Insured; |
(1) | is transmitted to the Insured or its agents by voice over the telephone or by Electronic Transmission; and |
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(2) | is made by an individual purporting to be a Fund shareholder or subscriber or an authorized agent of a Fund shareholder or subscriber; and | ||
(3) | is unauthorized or fraudulent and is made with the manifest intent to deceive; |
(1) | the failure to pay for shares attempted to be purchased; or | ||
(2) | any redemption of Investment Company shares which had been improperly credited to a shareholders account where such shareholder (a) did not cause, directly or indirectly, such shares to be credited to such account, and (b) directly or indirectly received any proceeds or other benefit from such redemption; or | ||
(3) | any redemption of shares issued by an Investment Company where the proceeds of such redemption were requested to be paid or made payable to other than (a) the Shareholder of Record, or (b) any other person or bank account designated to receive redemption proceeds (i) in the initial account application, or (ii) in writing (not to include Electronic Transmission) accompanied by a signature guarantee; or | ||
(4) | any redemption of shares issued by an Investment Company where the proceeds of such redemption were requested to be sent to other than any address for such account which was designated (a) in the initial account application, or (b) in writing (not to include Electronic Transmission), where such writing is received at least one (1) day prior to such redemption request, or (c) by voice over the telephone or by Electronic Transmission at least fifteen (15) days prior to such redemption; or | ||
(5) | the intentional failure to adhere to one or more Phone/Electronic Transaction Security Procedures; or | ||
(6) | a Phone/Electronic Transaction request transmitted by electronic mail or transmitted by any method not subject to the Phone/Electronic Transaction Security Procedures; or | ||
(7) | the failure or circumvention of any physical or electronic protection device, including any firewall, that imposes restrictions on the flow of electronic traffic in or out of any Computer System. |
This Insuring Agreement I does not cover loss covered under Insuring Agreement A, Fidelity or Insuring Agreement J, Computer Security. |
1. | Except as provided in paragraph 2 below, this Bond shall apply to any additional office(s) established by the Insured during the Bond Period and to all Employees during the Bond Period, without the need to give notice thereof or pay additional premiums to the Underwriter for the Bond Period. | ||
2. | If during the Bond Period an Insured Investment Company shall merge or consolidate with an institution in which such Insured is the surviving entity, or purchase substantially all the assets or capital stock of another institution, or acquire or create a separate investment portfolio, and shall |
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within sixty (60) days notify the Underwriter thereof, then this Bond shall automatically apply to the Property and Employees resulting from such merger, consolidation, acquisition or creation from the date thereof; provided, that the Underwriter may make such coverage contingent upon the payment of an additional premium. |
1. | an Employee admits to having committed or is adjudicated to have committed a Dishonest or Fraudulent Act or Theft which caused the loss; or | ||
2. | in the absence of such an admission or adjudication, an arbitrator or arbitrators acceptable to the Insured and the Underwriter concludes, after a review of an agreed statement of facts, that an Employee has committed a Dishonest or Fraudulent Act or Theft which caused the loss. |
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A. | Alteration means the marking, changing or altering in a material way of the terms, meaning or legal effect of a document with the intent to deceive. | |
B. | Application means the Insureds application (and any attachments and materials submitted in connection therewith) furnished to the Underwriter for this Bond. | |
C. | Computer System means (1) computers with related peripheral components, including storage components, (2) systems and applications software, (3) terminal devices, (4) related communications networks or customer communication systems, and (5) related electronic funds transfer systems; by which data or monies are electronically collected, transmitted, processed, stored or retrieved. | |
D. | Counterfeit means, with respect to any item, one which is false but is intended to deceive and to be taken for the original authentic item. | |
E. | Deductible Amount means, with respect to any Insuring Agreement, the amount set forth under the heading Deductible Amount in Item 3 of the Declarations or in any Rider for such Insuring Agreement, applicable to each Single Loss covered by such Insuring Agreement. | |
F. | Depository means any securities depository (other than any foreign securities depository) in which an Investment Company may deposit its Securities in accordance with Rule 17f-4 under the Investment Company Act of 1940. | |
G. | Dishonest or Fraudulent Act means any dishonest or fraudulent act, including larceny and embezzlement as defined in Section 37 of the Investment Company Act of 1940, committed with the conscious manifest intent (1) to cause the Insured to sustain a loss and (2) to obtain financial benefit for the perpetrator or any other person (other than salaries, commissions, fees, bonuses, awards, profit sharing, pensions or other employee benefits). A Dishonest or Fraudulent Act does not mean or include a reckless act, a negligent act, or a grossly negligent act. | |
H. | Electronic Transmission means any transmission effected by electronic means, including but not limited to a transmission effected by telephone tones, Telefacsimile, wireless device, or over the Internet. | |
I. | Employee means: |
(1) | each officer, director, trustee, partner or employee of the Insured, and | ||
(2) | each officer, director, trustee, partner or employee of any predecessor of the Insured whose principal assets are acquired by the Insured by consolidation or merger with, or purchase of assets or capital stock of, such predecessor, and | ||
(3) | each attorney performing legal services for the Insured and each employee of such attorney or of the law firm of such attorney while performing services for the Insured, and | ||
(4) | each student who is an authorized intern of the Insured, while in any of the Insureds offices, and | ||
(5) | each officer, director, trustee, partner or employee of |
(a) | an investment adviser, |
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(b) | an underwriter (distributor), | ||
(c) | a transfer agent or shareholder accounting recordkeeper, or | ||
(d) | an administrator authorized by written agreement to keep financial and/or other required records, |
for an Investment Company named as an Insured, BUT ONLY while (i) such officer, partner or employee is performing acts coming within the scope of the usual duties of an officer or employee of an Insured, or (ii) such officer, director, trustee, partner or employee is acting as a member of any committee duly elected or appointed to examine or audit or have custody of or access to the Property of the Insured, or (iii) such director or trustee (or anyone acting in a similar capacity) is acting outside the scope of the usual duties of a director or trustee;PROVIDED, that the term Employee shall not include any officer, director, trustee, partner or employee of a transfer agent, shareholder accounting recordkeeper or administrator (x) which is not an affiliated person (as defined in Section 2(a) of the Investment Company Act of 1940) of an Investment Company named as Insured or of the adviser or underwriter of such Investment Company, or (y) which is a Bank (as defined in Section 2(a) of the Investment Company Act of 1940), and | |||
(6) | each individual assigned, by contract or by any agency furnishing temporary personnel, in either case on a contingent or part-time basis, to perform the usual duties of an employee in any office of the Insured, and | ||
(7) | each individual assigned to perform the usual duties of an employee or officer of any entity authorized by written agreement with the Insured to perform services as electronic data processor of checks or other accounting records of the Insured, but excluding a processor which acts as transfer agent or in any other agency capacity for the Insured in issuing checks, drafts or securities, unless included under subsection (5) hereof, and | ||
(8) | each officer, partner or employee of |
(a) | any Depository or Exchange, | ||
(b) | any nominee in whose name is registered any Security included in the systems for the central handling of securities established and maintained by any Depository, and | ||
(c) | any recognized service company which provides clerks or other personnel to any Depository or Exchange on a contract basis, |
while such officer, partner or employee is performing services for any Depository in the operation of systems for the central handling of securities, and | |||
(9) | in the case of an Insured which is an employee benefit plan (as defined in Section 3 of the Employee Retirement Income Security Act of 1974 (ERISA)) for officers, directors or employees of another Insured (In-House Plan), any fiduciary or other plan official (within the meaning of Section 412 of ERISA) of such In-House Plan, provided that such fiduciary or other plan official is a director, partner, officer, trustee or employee of an Insured (other than an In-House Plan). |
Each employer of temporary personnel and each entity referred to in subsections (6) and (7) and their respective partners, officers and employees shall collectively be deemed to be one person for all the purposes of this Bond. | ||
Brokers, agents, independent contractors, or representatives of the same general character shall not be considered Employees, except as provided in subsections (3), (6), and (7). | ||
J. | Exchange means any national securities exchange registered under the Securities Exchange Act of 1934. | |
K. | Forgery means the physical signing on a document of the name of another person (whether real or fictitious) with the intent to deceive. A Forgery may be by means of mechanically reproduced facsimile signatures as well as handwritten signatures. Forgery does not include the signing of an individuals own name, regardless of such individuals authority, capacity or purpose. |
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L. | Items of Deposit means one or more checks or drafts. | |
M. | Investment Company or Fund means an investment company registered under the Investment Company Act of 1940. | |
N. | Limit of Liability means, with respect to any Insuring Agreement, the limit of liability of the Underwriter for any Single Loss covered by such Insuring Agreement as set forth under the heading Limit of Liability in Item 3 of the Declarations or in any Rider for such Insuring Agreement. | |
O. | Mysterious Disappearance means any disappearance of Property which, after a reasonable investigation has been conducted, cannot be explained. | |
P. | Non-Fund means any corporation, business trust, partnership, trust or other entity which is not an Investment Company. | |
Q. | Phone/Electronic Transaction Security Procedures means security procedures for Phone/ Electronic Transactions as provided in writing to the Underwriter. | |
R. | Phone/Electronic Transaction means any (1) redemption of shares issued by an Investment Company, (2) election concerning dividend options available to Fund shareholders, (3) exchange of shares in a registered account of one Fund into shares in an identically registered account of another Fund in the same complex pursuant to exchange privileges of the two Funds, or (4) purchase of shares issued by an Investment Company, which redemption, election, exchange or purchase is requested by voice over the telephone or through an Electronic Transmission. | |
S. | Property means the following tangible items: money, postage and revenue stamps, precious metals, Securities, bills of exchange, acceptances, checks, drafts, or other written orders or directions to pay sums certain in money, certificates of deposit, due bills, money orders, letters of credit, financial futures contracts, conditional sales contracts, abstracts of title, insurance policies, deeds, mortgages, and assignments of any of the foregoing, and other valuable papers, including books of account and other records used by the Insured in the conduct of its business, and all other instruments similar to or in the nature of the foregoing (but excluding all data processing records), (1) in which the Insured has a legally cognizable interest, (2) in which the Insured acquired or should have acquired such an interest by reason of a predecessors declared financial condition at the time of the Insureds consolidation or merger with, or purchase of the principal assets of, such predecessor or (3) which are held by the Insured for any purpose or in any capacity. | |
T. | Securities means original negotiable or non-negotiable agreements or instruments which represent an equitable or legal interest, ownership or debt (including stock certificates, bonds, promissory notes, and assignments thereof), which are in the ordinary course of business and transferable by physical delivery with appropriate endorsement or assignment. Securities does not include bills of exchange, acceptances, certificates of deposit, checks, drafts, or other written orders or directions to pay sums certain in money, due bills, money orders, or letters of credit. | |
U. | Security Company means an entity which provides or purports to provide the transport of Property by secure means, including, without limitation, by use of armored vehicles or guards. | |
V. | Self Regulatory Organization means any association of investment advisers or securities dealers registered under the federal securities laws, or any Exchange. | |
W. | Shareholder of Record means the record owner of shares issued by an Investment Company or, in the case of joint ownership of such shares, all record owners, as designated (1) in the initial account application, or (2) in writing accompanied by a signature guarantee, or (3) pursuant to procedures as set forth in the Application. |
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X. | Single Loss means: |
(1) | all loss resulting from any one actual or attempted Theft committed by one person, or | ||
(2) | all loss caused by any one act (other than a Theft or a Dishonest or Fraudulent Act) committed by one person, or | ||
(3) | all loss caused by Dishonest or Fraudulent Acts committed by one person, or | ||
(4) | all expenses incurred with respect to any one audit or examination, or | ||
(5) | all loss caused by any one occurrence or event other than those specified in subsections (1) through (4) above. |
All acts or omissions of one or more persons which directly or indirectly aid or, by failure to report or otherwise, permit the continuation of an act referred to in subsections (1) through (3) above of any other person shall be deemed to be the acts of such other person for purposes of this subsection. | ||
All acts or occurrences or events which have as a common nexus any fact, circumstance, situation, transaction or series of facts, circumstances, situations, or transactions shall be deemed to be one act, one occurrence, or one event. | ||
Y. | Telefacsimile means a system of transmitting and reproducing fixed graphic material (as, for example, printing) by means of signals transmitted over telephone lines or over the Internet. | |
Z. | Theft means robbery, burglary or hold-up, occurring with or without violence or the threat of violence. |
A. | Loss resulting from (1) riot or civil commotion outside the United States of America and Canada, or (2) war, revolution, insurrection, action by armed forces, or usurped power, wherever occurring; except if such loss occurs while the Property is in transit, is otherwise covered under Insuring Agreement D, and when such transit was initiated, the Insured or any person initiating such transit on the Insureds behalf had no knowledge of such riot, civil commotion, war, revolution, insurrection, action by armed forces, or usurped power. | |
B. | Loss in time of peace or war resulting from nuclear fission or fusion or radioactivity, or biological or chemical agents or hazards, or fire, smoke, or explosion, or the effects of any of the foregoing. | |
C. | Loss resulting from any Dishonest or Fraudulent Act committed by any person while acting in the capacity of a member of the Board of Directors or any equivalent body of the Insured or of any other entity. | |
D. | Loss resulting from any nonpayment or other default of any loan or similar transaction made by the Insured or any of its partners, directors, officers or employees, whether or not authorized and whether procured in good faith or through a Dishonest or Fraudulent Act, unless such loss is otherwise covered under Insuring Agreement A, E or F. | |
E. | Loss resulting from any violation by the Insured or by any Employee of any law, or any rule or regulation pursuant thereto or adopted by a Self Regulatory Organization, regulating the issuance, purchase or sale of securities, securities transactions upon security exchanges or over the counter markets, Investment Companies, or investment advisers, unless such loss, in the absence of such law, rule or regulation, would be covered under Insuring Agreement A, E or F. |
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F. | Loss resulting from Property that is the object of Theft, Dishonest or Fraudulent Act, or Mysterious Disappearance while in the custody of any Security Company, unless such loss is covered under this Bond and is in excess of the amount recovered or received by the Insured under (1) the Insureds contract with such Security Company, and (2) insurance or indemnity of any kind carried by such Security Company for the benefit of, or otherwise available to, users of its service, in which case this Bond shall cover only such excess, subject to the applicable Limit of Liability and Deductible Amount. | |
G. | Potential income, including but not limited to interest and dividends, not realized by the Insured because of a loss covered under this Bond, except when covered under Insuring Agreement H. | |
H. | Loss in the form of (1) damages of any type for which the Insured is legally liable, except direct compensatory damages, or (2) taxes, fines, or penalties, including without limitation two-thirds of treble damage awards pursuant to judgments under any statute or regulation. | |
I. | Loss resulting from the surrender of Property away from an office of the Insured as a result of a threat |
(1) | to do bodily harm to any person, except where the Property is in transit in the custody of any person acting as messenger as a result of a threat to do bodily harm to such person, if the Insured had no knowledge of such threat at the time such transit was initiated, or | ||
(2) | to do damage to the premises or Property of the Insured, |
unless such loss is otherwise covered under Insuring Agreement A. | ||
J. | All costs, fees and other expenses incurred by the Insured in establishing the existence of or amount of loss covered under this Bond, except to the extent certain audit expenses are covered under Insuring Agreement B. | |
K. | Loss resulting from payments made to or withdrawals from any account, involving funds erroneously credited to such account, unless such loss is otherwise covered under Insuring Agreement A. | |
L. | Loss resulting from uncollectible Items of Deposit which are drawn upon a financial institution outside the United States of America, its territories and possessions, or Canada. | |
M. | Loss resulting from the Dishonest or Fraudulent Acts, Theft, or other acts or omissions of an Employee primarily engaged in the sale of shares issued by an Investment Company to persons other than (1) a person registered as a broker under the Securities Exchange Act of 1934 or (2) an accredited investor as defined in Rule 501(a) of Regulation D under the Securities Act of 1933, which is not an individual. | |
N. | Loss resulting from the use of credit, debit, charge, access, convenience, identification, cash management or other cards, whether such cards were issued or purport to have been issued by the Insured or by anyone else, unless such loss is otherwise covered under Insuring Agreement A. | |
O. | Loss resulting from any purchase, redemption or exchange of securities issued by an Investment Company or other Insured, or any other instruction, request, acknowledgement, notice or transaction involving securities issued by an Investment Company or other Insured or the dividends in respect thereof, when any of the foregoing is requested, authorized or directed or purported to be requested, authorized or directed by voice over the telephone or by Electronic Transmission, unless such loss is otherwise covered under Insuring Agreement A or Insuring Agreement I. | |
P. | Loss resulting from any Dishonest or Fraudulent Act or Theft committed by an Employee as defined in Section 1.I(2), unless such loss (1) could not have been reasonably discovered by the due diligence of the Insured at or prior to the time of acquisition by the Insured of the assets acquired from a predecessor, and (2) arose out of a lawsuit or valid claim brought against the Insured by a person unaffiliated with the Insured or with any person affiliated with the Insured. |
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Q. | Loss resulting from the unauthorized entry of data into, or the deletion or destruction of data in, or the change of data elements or programs within, any Computer System, unless such loss is otherwise covered under Insuring Agreement A. |
(1) | becomes aware of facts, or | ||
(2) | receives notice of an actual or potential claim by a third party which alleges that the Insured is liable under circumstances, |
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(1) | the value of any Property replaced by the Insured prior to the payment of a claim therefor shall be the actual market value of such Property at the time of replacement, but not in excess of the market value of such Property on the first business day before the discovery of the loss of such Property; | ||
(2) | the value of Securities which must be produced to exercise subscription, conversion, redemption or deposit privileges shall be the market value of such privileges immediately preceding the expiration thereof if the loss of such Securities is not discovered until after such expiration, but if there is no quoted or other ascertainable market price for such Property or privileges referred to in clauses (1) and (2), their value shall be fixed by agreement between the parties or by arbitration before an arbitrator or arbitrators acceptable to the parties; and | ||
(3) | the value of books of accounts or other records used by the Insured in the conduct of its business shall be limited to the actual cost of blank books, blank pages or other materials if the books or records are reproduced plus the cost of labor for the transcription or copying of data furnished by the Insured for reproduction. |
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A. | the total liability of the Underwriter hereunder for each Single Loss shall not exceed the Limit of Liability which would be applicable if there were only one named Insured, regardless of the number of Insured entities which sustain loss as a result of such Single Loss, | ||
B. | the Insured first named in Item 1 of the Declarations shall be deemed authorized to make, adjust, and settle, and receive and enforce payment of, all claims hereunder as the agent of each other Insured for such purposes and for the giving or receiving of any notice required or permitted to be given hereunder; provided, that the Underwriter shall promptly furnish each named Insured Investment Company with (1) a copy of this Bond and any amendments thereto, (2) a copy of each formal filing of a claim hereunder by any other Insured, and (3) notification of the terms of the settlement of each such claim prior to the execution of such settlement, | ||
C. | the Underwriter shall not be responsible or have any liability for the proper application by the Insured first named in Item 1 of the Declarations of any payment made hereunder to the first named Insured, | ||
D. | for the purposes of Sections 4 and 13, knowledge possessed or discovery made by any partner, officer or supervisory Employee of any Insured shall constitute knowledge or discovery by every named Insured, | ||
E. | if the first named Insured ceases for any reason to be covered under this Bond, then the Insured next named shall thereafter be considered as the first named Insured for the purposes of this Bond, and | ||
F. | each named Insured shall constitute the Insured for all purposes of this Bond. |
A. | the names of the transferors and transferees (or the names of the beneficial owners if the voting securities are registered in another name), and | ||
B. | 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 | ||
C. | the total number of outstanding voting securities. |
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INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
o | Highland Long/Short Equity Fund | ||
o | Highland Long/Short Healthcare Fund | ||
o | Highland All Cap Equity Value Fund |
INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
1. | Definitions. The following terms used in this Insuring Agreement shall have the following meanings: |
a. | Authorized User means any person or entity designated by the Insured (through contract, assignment of User Identification, or otherwise) as authorized to use a Covered Computer System, or any part thereof. An individual who invests in an Insured Fund shall not be considered to be an Authorized User solely by virtue of being an investor. | ||
b. | Computer Fraud means the unauthorized entry of data into, or the deletion or destruction of data in, or change of data elements or programs within, a Covered Computer System which: |
(1) | is committed by any Unauthorized Third Party anywhere, alone or in collusion with other Unauthorized Third Parties; and | ||
(2) | is committed with the conscious manifest intent (a) to cause the Insured to sustain a loss, and (b) to obtain financial benefit for the perpetrator or any other person; and | ||
(3) | causes (x) Property to be transferred, paid or delivered; or (y) an account of the Insured, or of its customer, to be added, deleted, debited or credited; or (z) an unauthorized or fictitious account to be debited or credited. |
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c. | Computer Security Procedures means procedures for prevention of unauthorized computer access and use and administration of computer access and use as provided in writing to the Underwriter. | ||
d. | Covered Computer System means any Computer System as to which the Insured has possession, custody and control. | ||
e. | Unauthorized Third Party means any person or entity that, at the time of the Computer Fraud, is not an Authorized User. | ||
f. | User Identification means any unique user name (i.e., a series of characters) that is assigned to a person or entity by the Insured. |
2. | Exclusions. It is further understood and agreed that this Insuring Agreement J shall not cover: |
a. | Any loss covered under Insuring Agreement A, Fidelity, of this Bond; and | ||
b. | Any loss resulting directly or indirectly from Theft or misappropriation of confidential or proprietary information, material or data (including but not limited to trade secrets, computer programs or customer information); and | ||
c. | Any loss resulting from the intentional failure to adhere to one or more Computer Security Procedures; and | ||
d. | Any loss resulting from a Computer Fraud committed by or in collusion with: |
(1) | any Authorized User (whether a natural person or an entity); or | ||
(2) | in the case of any Authorized User which is an entity, (a) any director, officer, partner, employee or agent of such Authorized User, or (b) any entity which controls, is controlled by, or is under common control with such Authorized User (Related Entity), or (c) any director, officer, partner, employee or agent of such Related Entity; or | ||
(3) | in the case of any Authorized User who is a natural person, (a) any entity for which such Authorized User is a director, officer, partner, employee or agent (Employer Entity), or (b) any director, officer, partner, employee or agent of such Employer Entity, or (c) any entity which controls, is controlled by, or is under common control with such Employer Entity (Employer-Related Entity), or (d) any director, officer, partner, employee or agent of such Employer-Related Entity; |
and | |||
e. | Any loss resulting from physical damage to or destruction of any Covered Computer System, or any part thereof, or any data, data elements or media associated therewith; and |
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f. | Any loss resulting from Computer Fraud committed by means of wireless access to any Covered Computer System, or any part thereof, or any data, data elements or media associated therewith; and | ||
g. | Any loss not directly and proximately caused by Computer Fraud (including, without limitation, disruption of business and extra expense); and | ||
h. | Payments made to any person(s) who has threatened to deny or has denied authorized access to a Covered Computer System or otherwise has threatened to disrupt the business of the Insured. |
(a) | by written notice from the Underwriter not less than sixty (60) days prior to the effective date of termination specified in such notice; or | ||
(b) | immediately by written notice from the Insured to the Underwriter. |
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INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
(1) | letter requesting redemption of $50,000 or less payable by check to the shareholder of record and addressed to the address of record; or | ||
(2) | letter requesting redemption of $50,000 or less by wire transfer to the record shareholders bank account of record; or | ||
(3) | written request to a trustee or custodian for a Designated Retirement Account (DRA) which holds shares of an Insured Fund, where such request (a) purports to be from or at the instruction of the Owner of such DRA, and (b) directs such trustee or custodian to transfer $50,000 or less from such DRA to a trustee or custodian for another DRA established for the benefit of such Owner; |
(A) | Designated Retirement Account means any retirement plan or account described or qualified under the Internal Revenue Code of 1986, as amended, or a subaccount thereof. | ||
(B) | Owner means the individual for whose benefit the DRA, or a subaccount thereof, is established. |
INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
(1) | such Third Party Check is used to open or increase an account which is registered in the name of one or more of the payees on such Third Party Check, and | ||
(2) | reasonable efforts are made by the Insured, or by the entity receiving Third Party Checks on behalf of the Insured, to verify all endorsements on all Third Party Checks made payable in amounts greater than $100,000 (provided, however, that the isolated failure to make such efforts in a particular instance will not preclude coverage, subject to the exclusions herein and in the Bond), |
(1) | any payee on such Third Party Check reasonably appears to be a corporation or other entity; or | ||
(2) | such Third Party Check is made payable in an amount greater than $100,000 and does not include the purported endorsements of all payees on such Third Party Check. |
7
INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
(1) | a Phone/Electronic Redemption requested to be paid or made payable by check to the Shareholder of Record at the address of record; or | ||
(2) | a Phone/Electronic Redemption requested to be paid or made payable by wire transfer to the Shareholder of Records bank account of record, |
9
INSURED
|
BOND NUMBER | |
Highland Floating Rate Fund
|
04704110B | |
EFFECTIVE DATE | BOND PERIOD | AUTHORIZED REPRESENTATIVE | ||
July 31, 2010 | July 31, 2010 to July 31, 2011 | /S/ John T. Mulligan | ||
| by use of an automated telephone tone or voice response system; or | ||
| by transmissions over the Internet (including any connected or associated intranet or extranet) or utilizing modem or similar connections; or | ||
| by wireless device transmissions over the Internet (including any connected or associated intranet or extranet), |
10
Whereas,
|
it is hereby determined by the Board of Trustees, including the Trustees who are not interested persons, as defined under the Investment Company Act of 1940, as amended (the 1940 Act), that the participation of Highland Floating Rate Advantage Fund, Highland Floating Rate Fund, Highland Funds I, Highland Credit Strategies Fund and Highland Special Situations Fund (each a Fund and, collectively, the Funds), in the Joint Insured Fidelity Bond under which each Fund is named as an insured (the Fidelity Bond), is in the best interests of the Funds; now, therefore, be it | |
Resolved,
|
that the form, terms and provisions of the Fidelity Bond issued by ICI Mutual Insurance Company (Bond No. 04704110B), for the period commencing July 31, 2010 and ending July 31, 2011 with a limit of liability of $4,050,000 in substantially the form presented at this meeting, be, and it hereby is, approved; and further | |
Resolved,
|
that the form, terms and provisions of the Agreement Among Insureds, in substantially the form presented at this meeting, be, and it hereby is, approved; and further | |
Resolved,
|
that, after taking into consideration all relevant factors including, but not limited to, the number of the other parties named as insureds, the nature of the business activities of such other parties, the amount of the Fidelity Bond, and the amount of the premium for the Fidelity Bond, the ratable allocation of the premium among all parties named as insureds, and the extent to which the share of the premium allocated to each Fund is less than the premium such Fund would have had to pay if it had provided and maintained a single insured bond, the ratable allocation of the premium of the Fidelity Bond among the Funds, as set forth in the Agreement Among Insureds, be, and it hereby is, approved; and further | |
Resolved,
|
that pursuant to Rule 17g-1(h) under the 1940 Act, the Secretary or Assistant Secretary of each Fund is hereby designated as the officer of such Fund who is authorized and directed to make the filings with the SEC and give the notices required by Rule 17g-1(g); and further |
Resolved,
|
that the officers of the Funds be, and each of them hereby is, authorized to do any and all other acts, in the name of the Funds and on their behalf, as they, or any of them, may determine to be necessary and appropriate to implement the foregoing resolutions, including increasing or decreasing the coverage of each Fund under the Fidelity Bond, to assure compliance with these resolutions and said Rule 17g-1. |
/s/ M. Jason Blackburn | ||||
M. Jason Blackburn | ||||
Secretary and Treasurer | ||||
Gross Assets | Required | |||||||||||||||
as of | Coverage Under | Fidelity Bond | Allocation | |||||||||||||
Fund | 06/30/2010 | the Rule | Coverage | of Premium | ||||||||||||
Highland Credit Strategies Fund |
587,581,204 | 900,000 | 1,000,000 | 25.53 | % | |||||||||||
Highland Floating Rate
Advantage Fund |
696,279,335 | 900,000 | 1,000,000 | 25.53 | % | |||||||||||
Highland Floating Rate Fund |
452,633,340 | 750,000 | 900,000 | 21.28 | % | |||||||||||
Highland Funds I |
292,517,653 | 750,000 | 900,000 | 21.28 | % | |||||||||||
Highland Special Situations Fund |
19,371,759 | 225,000 | 250,000 | 6.38 | % | |||||||||||
Totals |
$ | 2,048,383,291 | $ | 3,525,000 | $ | 4,050,000 | 100.00 | % |
By:
|
/s/ M. Jason Blackburn | |
Name: Title: |
M. Jason Blackburn Secretary and Treasurer (principal financial officer) |