- Title:
Notice to Shareholders - Time:
13:33:46 - Date:
13 Jan 2026 - Category:
Miscellaneous - ID:
7399O
Invesco Markets III Plc
Ground Floor, 2 Cumberland Place, Fenian Street, Dublin 2, Ireland
Telephone +353 1 439 8000 www.invesco.com
This circular (the "Circular") is sent to you as a Shareholder in the below named Funds, each a sub-fund of Invesco Markets III plc (the "Company"). It is important and requires your immediate attention.
If you are in any doubt as to the action you should take, seek advice from your stockbroker, bank manager, solicitor, accountant or independent financial adviser. The Circular and the changes it proposes have not been reviewed by the Central Bank of Ireland (the "Central Bank"). If you have sold or transferred your shares in the Funds, then no action is required.
Unless otherwise defined herein, all capitalised terms used herein shall bear the same meaning as capitalised terms used in the latest prospectus of the Company (the "Prospectus") and supplement for the Funds (the "Supplement"). A copy of the Prospectus and the Supplement is available on request during normal business hours from the Company or from the local representative of the Company in any jurisdiction in which the Funds are registered for public distribution, including from the German information agent Marcard, Stein & Co AG, Ballindamm 36, 20095 Hamburg, Germany and in Switzerland at BNP Paribas Securities Services, Paris, succursale de Zurich, Selnaustrasse 16, 8002 Zurich which is the Swiss representative and paying agent.
The Directors accept responsibility for the information contained in this document. To the best of the knowledge and belief of the Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this document is in accordance with the facts and does not omit anything likely to affect the import of such information.
12 January 2026
RE: Invesco FTSE RAFI All-World 3000 UCITS ETF (ISIN: IE00B23LNQ02) Invesco FTSE RAFI US 1000 UCITS ETF (ISIN: IE00B23D8S39) Invesco FTSE RAFI Europe UCITS ETF (ISIN: IE00B23D8X81)
Invesco FTSE RAFI Emerging Markets UCITS ETF (ISIN: IE00B23D9570) (each a 'Fund', together the 'Funds').
Invesco Markets III plc is regulated by the Central Bank of Ireland An umbrella investment company with variable capital
and having segregated liability between its sub-funds Directors: Gary Buxton (British/Irish), Deirdre Gormley, Sarah (Katy Walton) Jones (British), Lisa Martensson (Swedish)
Incorporated in Ireland No 352941
Notification of Extraordinary General Meeting to make certain changes to the Funds
Dear Shareholder
1. Introduction
The Company is authorised by the Central Bank pursuant to the European Communities (Undertakings for Collective Investment in Transferable Securities) Regulations 2011, as amended (the "UCITS Regulations"). The Company is established as an umbrella fund with segregated liability between sub-funds and the Funds are sub-funds of the Company.
The purpose of this letter is to notify you of an extraordinary general meeting ("EGM") of the Funds to consider and vote on a proposed change to the index tracked by the Funds and corresponding changes to the investment objective of the Funds (the "Changes").
2. The proposed changes
It is proposed to change the current Indices to the Funds as set out below:
|
Fund |
Current Index |
New Index |
|
Invesco FTSE RAFI All-World 3000 UCITS ETF |
FTSE RAFI All-World 3000 Index |
RAFI Fundamental Global Index |
|
Invesco FTSE RAFI US 1000 UCITS ETF |
FTSE RAFI US 1000 Index |
RAFI Fundamental US Index |
|
Invesco FTSE RAFI Europe UCITS ETF |
FTSE RAFI Europe Index |
RAFI Fundamental Europe Index |
|
Invesco FTSE RAFI Emerging Markets UCITS ETF |
FTSE RAFI Emerging Markets Index |
RAFI Fundamental Emerging Markets Index |
The Changes are proposed as the Company has been informed that the FTSE RAFI Index Series will cease to be calculated by the benchmark administrator effective on or around the latter half of 2026. As such, it is proposed that the Funds change the Indices to the RAFI Fundamental Index Series, which is provided by Research Affiliates, the original creator of the RAFI Intellectual Property. The Manager and Investment Manager believe that the Changes will result in a similar exposure proposition for clients, with a compelling risk-return profile.
3. Further changes
In addition to the above-mentioned Changes, it is proposed to rename the Funds to reflect the New Indices as set out below.
|
Current Fund Name |
New Fund Name |
|
Invesco FTSE RAFI All-World 3000 UCITS ETF |
Invesco RAFI All-World Fundamental Value UCITS ETF |
|
Invesco FTSE RAFI US 1000 UCITS ETF |
Invesco RAFI US Fundamental Value UCITS ETF |
|
Invesco FTSE RAFI Europe UCITS ETF |
Invesco RAFI Europe Fundamental Value UCITS ETF |
|
Invesco FTSE RAFI Emerging Markets UCITS ETF |
Invesco RAFI Emerging Markets Fundamental Value UCITS ETF |
Shareholders will not bear any additional legal or administrative costs as a result of the Changes. There will be no changes to the Funds' identifiers such as the ISIN or ticker.
The Funds may incur transaction costs associated with the Changes. The transaction costs, based on the change of the Funds' portfolio, are not expected to be material and will be borne by the Funds.
The anticipated tracking error and risk profile of the Funds are expected to remain the same.
Subject to Shareholder approval being obtained, the Changes will take effect on or around 23 March 2026 (the "Effective Date").
The Directors believe that the resolution to be proposed at the EGM is in the best interests of Shareholders and, accordingly, the Directors recommend that Shareholders vote in favour of the resolution.
New Index descriptions
This section is a summary of the principal features of the new Indices and is not a complete description of the new Indices,
RAFI Fundamental Global Index
The index is designed to reflect the performance of large and mid companies based on their fundamental values from global developed and emerging market countries.
The index is constructed from the RAFI Global Equity Investable Universe.
The fundamental values are based on four measures from company financial statements:
· Adjusted Sales (company sales multiplied by company equity to assets ratio averaged over the past five years).
· Adjusted cash flow (company operating cash flow averaged over the past five years plus company R&D expenses averaged over the past five years).
· Book Value plus intangibles (most recent company book value plus research capital, with research capital defined as the accumulation of depreciated R&D expenses over the past six years).
· Dividend plus buybacks (average dividends paid and share buybacks over the past five years).
Fundamental values for each company are then free-float adjusted. Eligible securities are assigned to size classifications (large, mid and small) based on their adjusted fundamental value. Companies assigned as large and mid are selected into the index and weighted by their adjusted fundamental value.
Index rebalancing
The index is reconstituted annually in March and rebalanced on a quarterly staggered basis.
The Fund may choose, but is not obliged to, to rebalance in line with the Reference Index and will bear the costs of any rebalancing trades (i.e. the costs of buying and selling securities of the Reference Index and associated taxes and transaction costs).
The Index may be changed in certain circumstances (as set out in section 5.4 "Indices").
Additional information
Further details regarding the Fund, including the Fund's investment portfolio, can be found on the Website. Further details and methodology regarding the Index, are available on the Index provider's website https://www.rafi.com/index-strategies/rafi-fundamental-indices.
The index component is available on the Index administrator's website https://www.solactive.com/indices/.
RAFI Fundamental US Index
The index is designed to reflect the performance of large and mid companies based on their fundamental values from the US.
The index is constructed from the RAFI Global Equity Investable Universe.
The fundamental values are based on four measures from company financial statements:
· Adjusted Sales (company sales multiplied by company equity to assets ratio averaged over the past five years).
· Adjusted cash flow (company operating cash flow averaged over the past five years plus company R&D expenses averaged over the past five years).
· Book Value plus intangibles (most recent company book value plus research capital, with research capital defined as the accumulation of depreciated R&D expenses over the past six years).
· Dividend plus buybacks (average dividends paid and share buybacks over the past five years).
Fundamental values for each company are then free-float adjusted. Eligible securities are assigned to size classifications (large, mid and small) based on their adjusted fundamental value. Companies from the US assigned as large and mid are selected into the index and weighted by their adjusted fundamental value.
Index rebalancing
The index is reconstituted annually in March and rebalanced on a quarterly staggered basis.
The Fund will be rebalanced in line with the Index and will bear the costs of rebalancing (the costs of buying and selling securities of the Index and associated taxes and transaction costs).
The Index may be changed in certain circumstances (as set out in section 5.4 "Indices").
Additional information
Further details regarding the Fund, including the Fund's investment portfolio, can be found on the Website. Further details and methodology regarding the Index, are available on the Index provider's website https://www.rafi.com/index-strategies/rafi-fundamental-indices.
The index component is available on the Index administrator's website https://www.solactive.com/indices/.
RAFI Fundamental Europe Index
The index is designed to reflect the performance of large and mid companies based on their fundamental values from European countries.
The index is constructed from the RAFI Global Equity Investable Universe.
The fundamental values are based on four measures from company financial statements:
· Adjusted Sales (company sales multiplied by company equity to assets ratio averaged over the past five years).
· Adjusted cash flow (company operating cash flow averaged over the past five years plus company R&D expenses averaged over the past five years).
· Book Value plus intangibles (most recent company book value plus research capital, with research capital defined as the accumulation of depreciated R&D expenses over the past six years).
· Dividend plus buybacks (average dividends paid and share buybacks over the past five years).
Fundamental values for each company are then free-float adjusted. Eligible securities are assigned to size classifications (large, mid and small) based on their adjusted fundamental value. Companies from European countries assigned as large and mid are selected into the index and weighted by their adjusted fundamental value.
Index rebalancing
The index is reconstituted annually in March and rebalanced on a quarterly staggered basis.
The Fund will be rebalanced in line with the Index and will bear the costs of rebalancing (the costs of buying and selling securities of the Index and associated taxes and transaction costs).
The Index may be changed in certain circumstances (as set out in section 5.4 "Indices").
Additional information
Further details regarding the Fund, including the Fund's investment portfolio, can be found on the Website. Further details and methodology regarding the Index, are available on the Index provider's website https://www.rafi.com/index-strategies/rafi-fundamental-indices.
The index component is available on the Index administrator's website https://www.solactive.com/indices//
RAFI Fundamental Emerging Markets Index
The index is designed to reflect the performance of large and mid companies based on their fundamental values from emerging market countries.
The index is constructed from the RAFI Global Equity Investable Universe.
The fundamental values are based on four measures from company financial statements:
· Adjusted Sales (company sales multiplied by company equity to assets ratio averaged over the past five years).
· Adjusted cash flow (company operating cash flow averaged over the past five years plus company R&D expenses averaged over the past five years).
· Book Value plus intangibles (most recent company book value plus research capital, with research capital defined as the accumulation of depreciated R&D expenses over the past six years).
· Dividend plus buybacks (average dividends paid and share buybacks over the past five years).
Fundamental values for each company are then free-float adjusted. Eligible securities are assigned to size classifications (large, mid and small) based on their adjusted fundamental value. Companies from emerging marketsassigned as large and mid are selected into the index and weighted by their adjusted fundamental value.
Index rebalancing
The index is reconstituted annually in March and rebalanced on a quarterly staggered basis.
The Fund may choose, but is not obliged to, to rebalance in line with the Reference Index and will bear the costs of any rebalancing trades (i.e. the costs of buying and selling securities of the Reference Index and associated taxes and transaction costs).
The Index may be changed in certain circumstances (as set out in section 5.4 "Indices").
Additional information
Further details regarding the Fund, including the Fund's investment portfolio, can be found on the Website. Further details and methodology regarding the Index, are available on the Index provider's website https://www.rafi.com/index-strategies/rafi-fundamental-indices.
The index component is available on the Index administrator's website https://www.solactive.com/indices/.
In order to obtain Shareholder approval for the Changes, the Board has decided to convene an EGM at which a resolution to approve the Changes will be proposed. You will find attached to this letter a notice of EGM ("Notice of EGM") which will be held at 10 a.m. (Irish time) on 05 February 2026.
Please note that you are only entitled to attend and vote at the meeting (or any adjournment thereof) if you are a registered shareholder in the Funds. As the Funds use the International Central Securities Depositary (ICSD) model of settlement and The Bank of New York Depository (Nominees) Limited is the sole registered shareholder of shares in the Funds, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in the Funds through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.
The form of proxy accompanying this Notice of EGM should be completed and returned in accordance with the instructions thereon.
For a Shareholder's vote to be counted at the EGM, the form must be received by The Bank of New York Mellon, London Branch (the "Common Depositary") no later than 48 hours before the time fixed for the holding of the EGM (10 a.m. (Irish time) on 03 February 2026).
Should it be necessary to re-convene the EGM, Shareholders should note that the Board has determined that the re-convened meeting would take place on 12 February 2026 at 10.00 a.m. (Irish time).
The results of the EGM will be announced through the regulatory news service on the Euronext Dublin website and will be published in the appropriate manner in each of the other jurisdictions in which the Fund is listed on a stock exchange.
Shareholders who do not wish to remain in the Funds following the implementation of the Changes (if the resolution is passed) will have the opportunity to redeem their Shares on any Dealing Day prior to the Effective Date in the manner prescribed in the Prospectus.
Should you have any questions relating to these matters, you should either contact the Company at the above address or alternatively you should contact your investment consultant.
Yours faithfully
_____________________
Deirdre Gormley Director
For and on behalf of
Invesco Markets III plc
(the "Company")
INVESCO FTSE RAFI ALL-WORLD 3000 UCITS ETF (the "Fund") REGISTERED OFFICE
Ground Floor, 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, D02 H0V5
Notice is hereby given that an extraordinary general meeting ("EGM") of the Fund will be held at 10.00
a.m. (Irish time) on 05 February 2026 at the registered office of the Company to consider and, if thought fit, pass the following resolution as an ordinary resolution:
1. That the change of index of the Fund to RAFI Fundamental Global Index be and is hereby approved.
BY ORDER OF THE BOARD
SIGNED:
Date: 12 January 2026
NOTE:
Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
Please note that you are only entitled to attend and vote at the meeting (or any adjournment thereof) if you are a registered shareholder of the Funds. As the Funds use the International Central Securities Depositary (ICSD) model of settlement and The Bank of New York Depository (Nominees) Limited is the sole registered shareholder of shares in the Fund, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in the Funds through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.
(the "Company")
INVESCO FTSE RAFI All-World 3000 UCITS ETF
(the "Fund") FORM OF PROXY
I,/We* being a Shareholder of the above named Fund, hereby appoint the Chairperson of the Company or failing her, Sarah O'Callaghan or any other representative of Invesco Investment Management Limited and any of the Directors of the Company as my/our* proxy and to vote for me/us* on my/our* behalf at the EGM to be held at 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, on 05 February 2026 at 10am and at any adjournment thereof.
Please indicate with an "X" in the boxes below how you wish the proxy to vote.
|
|
SPECIAL RESOLUTION |
YES |
NO |
ABSTAIN |
|
1. |
To approve the change of index of the Fund to the RAFI Fundamental Global Index. |
|
|
|
Signed this day of 2026
Signature:
For and on behalf of
a) Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
b) As a result of the Company's International Central Securities Depositary ("ICSD") settlement model, The Bank of New York Mellon, London Branch is the only registered shareholder of the Fund.
c) The Bank of New York Depository (Nominees) Limited, being the only registered shareholder of the Fund, is entitled to appoint a proxy or an authorised representative to attend, speak and vote on its behalf. A proxy or an authorised representative need not be a member of the Fund. The form of proxy enclosed with this notice of EGM is therefore only for use by the registered shareholder of the Fund.
d) Investors in the Fund should submit their voting instructions through an ICSD or through a participant in the ICSD being their local central securities depositary (which in turn should be instructed to submit their voting instructions to the ICSD) to ensure the sole registered shareholder of the Fund votes in accordance with their instructions. Investors who have
invested in the Fund via their brokers, dealers or intermediaries should contact these entities to provide voting instructions to the ICSD on their behalf. In accordance with their respective rules and procedures, each ICSD is required to collate and transfer all votes received from its participants to the Company's common depositary, The Bank of New York Mellon, London Branch (the "Common Depositary"), and the Common Depositary is, in turn, required to collate and transfer all votes received from each ICSD to The Bank of New York Depository (Nominees) Limited, which is obligated to vote in accordance with the Common Depositary's voting instructions. Investors should consult with their brokers, dealers or intermediaries to understand any timing implications for them in this regard.
e) To be valid, a completed form of proxy and any power of attorney under which it is signed must be deposited as instructed above no later than 10am on 03 February 2026, or if the EGM is adjourned, not less than 48 hours before the time appointed for the holding of the adjourned meeting.
f) Queries in relation to the subject matter of this Circular can be addressed to [email protected].
(the "Company")
INVESCO FTSE RAFI US 1000 UCITS ETF (the "Fund") REGISTERED OFFICE
Ground Floor, 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, D02 H0V5
Notice is hereby given that an extraordinary general meeting ("EGM") of the Fund will be held at 10.00
a.m. (Irish time) on 05 February 2026 at the registered office of the Company to consider and, if thought fit, pass the following resolution as an ordinary resolution:
1. That the change of index of the Fund to RAFI Fundamental US Index be and is hereby approved.
|
Date: 12 January 2026
NOTE:
Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
Please note that you are only entitled to attend and vote at the meeting (or any adjournment thereof) if you are a registered shareholder of the Funds. As the Funds use the International Central Securities Depositary (ICSD) model of settlement and The Bank of New York Depository (Nominees) Limited is the sole registered shareholder of shares in the Fund, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in the Funds through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.
(the "Company")
(the "Fund") FORM OF PROXY
I,/We* being a Shareholder of the above named Fund, hereby appoint the Chairperson of the Company or failing her, Sarah O'Callaghan or any other representative of Invesco Investment Management Limited and any of the Directors of the Company as my/our* proxy and to vote for me/us* on my/our* behalf at the EGM to be held at 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, on 05 February 2026 at 10am and at any adjournment thereof.
Please indicate with an "X" in the boxes below how you wish the proxy to vote.
|
|
SPECIAL RESOLUTION |
YES |
NO |
ABSTAIN |
|
1. |
To approve the change of index of the Fund to the RAFI Fundamental US Index. |
|
|
|
Signed this day of 2026
Signature:
For and on behalf of
a) Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
b) As a result of the Company's International Central Securities Depositary ("ICSD") settlement model, The Bank of New York Mellon, London Branch is the only registered shareholder of the Fund.
c) The Bank of New York Depository (Nominees) Limited, being the only registered shareholder of the Fund, is entitled to appoint a proxy or an authorised representative to attend, speak and vote on its behalf. A proxy or an authorised representative need not be a member of the Fund. The form of proxy enclosed with this notice of EGM is therefore only for use by the registered shareholder of the Fund.
d) Investors in the Fund should submit their voting instructions through an ICSD or through a participant in the ICSD being their local central securities depositary (which in turn should be instructed to submit their voting instructions to the ICSD) to ensure the sole registered shareholder of the Fund votes in accordance with their instructions. Investors who have
invested in the Fund via their brokers, dealers or intermediaries should contact these entities to provide voting instructions to the ICSD on their behalf. In accordance with their respective rules and procedures, each ICSD is required to collate and transfer all votes received from its participants to the Company's common depositary, The Bank of New York Mellon, London Branch (the "Common Depositary"), and the Common Depositary is, in turn, required to collate and transfer all votes received from each ICSD to The Bank of New York Depository (Nominees) Limited, which is obligated to vote in accordance with the Common Depositary's voting instructions. Investors should consult with their brokers, dealers or intermediaries to understand any timing implications for them in this regard.
e) To be valid, a completed form of proxy and any power of attorney under which it is signed must be deposited as instructed above no later than 10am on 03 February 2026, or if the EGM is adjourned, not less than 48 hours before the time appointed for the holding of the adjourned meeting.
f) Queries in relation to the subject matter of this Circular can be addressed to [email protected].
(the "Company")
INVESCO FTSE RAFI Europe UCITS ETF (the "Fund") REGISTERED OFFICE
Ground Floor, 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, D02 H0V5
Notice is hereby given that an extraordinary general meeting ("EGM") of the Fund will be held at 10.00
a.m. (Irish time) on 05 February 2026 at the registered office of the Company to consider and, if thought fit, pass the following resolution as an ordinary resolution:
1. That the change of index of the Fund to RAFI Fundamental Europe Index be and is hereby approved.
|
Date: 12 January 2026
NOTE:
Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
Please note that you are only entitled to attend and vote at the meeting (or any adjournment thereof) if you are a registered shareholder of the Fund. As the Fund uses the International Central Securities Depositary (ICSD) model of settlement and The Bank of New York Depository (Nominees) Limited is the sole registered shareholder of shares in the Fund, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in the Funds through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.
(the "Company")
INVESCO FTSE RAFI Europe UCITS ETF
(the "Fund") FORM OF PROXY
I,/We* being a Shareholder of the above named Fund, hereby appoint the Chairperson of the Company or failing her, Sarah O'Callaghan or any other representative of Invesco Investment Management Limited and any of the Directors of the Company as my/our* proxy and to vote for me/us* on my/our* behalf at the EGM to be held at 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, on 05 February 2026 at 10am and at any adjournment thereof.
Please indicate with an "X" in the boxes below how you wish the proxy to vote.
|
|
SPECIAL RESOLUTION |
YES |
NO |
ABSTAIN |
|
1. |
To approve the change of index of the Fund to the RAFI Fundamental Europe Index. |
|
|
|
Signed this day of 2026
Signature:
For and on behalf of
a) Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
b) As a result of the Company's International Central Securities Depositary ("ICSD") settlement model, The Bank of New York Mellon, London Branch is the only registered shareholder of the Fund.
c) The Bank of New York Depository (Nominees) Limited, being the only registered shareholder of the Fund, is entitled to appoint a proxy or an authorised representative to attend, speak and vote on its behalf. A proxy or an authorised representative need not be a member of the Fund. The form of proxy enclosed with this notice of EGM is therefore only for use by the registered shareholder of the Fund.
d) Investors in the Fund should submit their voting instructions through an ICSD or through a participant in the ICSD being their local central securities depositary (which in turn should be instructed to submit their voting instructions to the ICSD) to ensure the sole registered shareholder of the Fund votes in accordance with their instructions. Investors who have
invested in the Fund via their brokers, dealers or intermediaries should contact these entities to provide voting instructions to the ICSD on their behalf. In accordance with their respective rules and procedures, each ICSD is required to collate and transfer all votes received from its participants to the Company's common depositary, The Bank of New York Mellon, London Branch (the "Common Depositary"), and the Common Depositary is, in turn, required to collate and transfer all votes received from each ICSD to The Bank of New York Depository (Nominees) Limited, which is obligated to vote in accordance with the Common Depositary's voting instructions. Investors should consult with their brokers, dealers or intermediaries to understand any timing implications for them in this regard.
e) To be valid, a completed form of proxy and any power of attorney under which it is signed must be deposited as instructed above no later than 10am on 03 February 2026, or if the EGM is adjourned, not less than 48 hours before the time appointed for the holding of the adjourned meeting.
f) Queries in relation to the subject matter of this Circular can be addressed to [email protected].
(the "Company")
INVESCO FTSE RAFI Emerging Markets UCITS ETF (the "Fund") REGISTERED OFFICE
Ground Floor, 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, D02 H0V5
Notice is hereby given that an extraordinary general meeting ("EGM") of the Fund will be held at 10.00
a.m. (Irish time) on 05 February 2026 at the registered office of the Company to consider and, if thought fit, pass the following resolution as an ordinary resolution:
1. That the change of index of the Fund to RAFI Fundamental Emerging Markets Index be and is hereby approved.
BY ORDER OF THE BOARD
SIGNED:
Date: 12 January 2026
NOTE:
Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
Please note that you are only entitled to attend and vote at the meeting (or any adjournment thereof) if you are a registered shareholder of the Funds. As the Funds use the International Central Securities Depositary (ICSD) model of settlement and The Bank of New York Depository (Nominees) Limited is the sole registered shareholder of shares in the Fund, investors in the Funds should submit their voting instructions through the relevant ICSD or the relevant participant in an ICSD (such as a local central securities depositary, broker or nominee). If any investor has invested in the Funds through a broker/dealer/other intermediary, the investor should contact this entity to provide voting instructions.
(the "Company")
INVESCO FTSE RAFI Emerging Markets UCITS ETF (the "Fund")
I,/We* being a Shareholder of the above named Fund, hereby appoint the Chairperson of the Company or failing her, Sarah O'Callaghan or any other representative of Invesco Investment Management Limited and any of the Directors of the Company as my/our* proxy and to vote for me/us* on my/our* behalf at the EGM to be held at 2 Cumberland Place, Fenian Street, Dublin 2, Ireland, on 05 February 2026 at 10am and at any adjournment thereof.
Please indicate with an "X" in the boxes below how you wish the proxy to vote.
|
|
SPECIAL RESOLUTION |
YES |
NO |
ABSTAIN |
|
1. |
To approve the change of index of the Fund to the RAFI Fundamental Emerging Markets Index. |
|
|
|
Signed this day of 2026
Signature:
For and on behalf of
a) Only those shareholders registered in the register of members of the Fund as at 03 February 2026 or, if the EGM is adjourned, the day that is two days before the day appointed for the adjourned EGM, are entitled to attend and vote at the EGM or at any adjournment thereof. Changes in the register of members after this time will be disregarded in determining the rights of any person to attend and/or vote at the EGM or any adjournment thereof.
b) As a result of the Company's International Central Securities Depositary ("ICSD") settlement model, The Bank of New York Mellon, London Branch is the only registered shareholder of the Fund.
c) The Bank of New York Depository (Nominees) Limited, being the only registered shareholder of the Fund, is entitled to appoint a proxy or an authorised representative to attend, speak and vote on its behalf. A proxy or an authorised representative need not be a member of the Fund. The form of proxy enclosed with this notice of EGM is therefore only for use by the registered shareholder of the Fund.
d) Investors in the Fund should submit their voting instructions through an ICSD or through a participant in the ICSD being their local central securities depositary (which in turn should be instructed to submit their voting instructions to the ICSD) to ensure the sole registered shareholder of the Fund votes in accordance with their instructions. Investors who have
invested in the Fund via their brokers, dealers or intermediaries should contact these entities to provide voting instructions to the ICSD on their behalf. In accordance with their respective rules and procedures, each ICSD is required to collate and transfer all votes received from its participants to the Company's common depositary, The Bank of New York Mellon, London Branch (the "Common Depositary"), and the Common Depositary is, in turn, required to collate and transfer all votes received from each ICSD to The Bank of New York Depository (Nominees) Limited, which is obligated to vote in accordance with the Common Depositary's voting instructions. Investors should consult with their brokers, dealers or intermediaries to understand any timing implications for them in this regard.
e) To be valid, a completed form of proxy and any power of attorney under which it is signed must be deposited as instructed above no later than 10am on 03 February 2026, or if the EGM is adjourned, not less than 48 hours before the time appointed for the holding of the adjourned meeting.
f) Queries in relation to the subject matter of this Circular can be addressed to [email protected].
Notice to Shareholders13:33:4613 Jan 2026Miscellaneous7399O