AMENDMENT NO. 1
TO THE
AMENDED AND RESTATED BY-LAWS
OF
NUVEEN CLOSED-END FUNDS
ORGANIZED AS
MASSACHUSETTS BUSINESS TRUSTS
This Amendment No. 1 (this “Amendment”) to the By-Laws of Nuveen Closed-End Funds
organized as Massachusetts business trusts, amended and restated as of October 5, 2020 (the “By-Laws”) and applicable to each Nuveen Closed-End Fund listed on Exhibit A to the By-Laws (each, a “Fund”), is made as of February 24, 2022, in accordance with Article X of the By-Laws. Capitalized terms used herein and not otherwise herein defined are used as defined in the By-Laws.
WHEREAS, a shareholder of certain Funds (the “Subject Funds”) filed a civil complaint in the U.S. District Court for the Southern District of New York (the “District Court”) against the Subject Funds, in which it asserted a claim for rescission under the 1940 Act and a declaratory judgment claim which both alleged that Article IX of the By-Laws violates Section 18(i) of the 1940 Act; and
WHEREAS, on February 18, 2022, the District Court granted judgment in favor of the plaintiff shareholder’s claim for rescission of Article IX of the By-Laws and on the plaintiff shareholder’s declaratory judgment claim, and declared that Article IX of the By-Laws violates Section 18(i) of the 1940 Act.
NOW THEREFORE
1.The By-Laws of the Funds are hereby amended as follows:
(a) | Article IX of the By-Laws shall be of no force and effect with respect to the Funds for so long as the judgment of the District Court is effective. |
(b) | If the judgment of the District Court is reversed, overturned, vacated, stayed, or otherwise nullified, Article IX of the By-Laws shall be automatically reinstated and apply to any beneficial owner of Common Shares acquired in a Control Share Acquisition, as defined in Section 9.1 of the By-Laws, regardless of whether such Control Share Acquisition occurred before or after such reinstatement, for the duration of the stay or upon issuance of the mandate reversing, overturning, vacating, or otherwise nullifying the judgment of the District Court. |
2. | For the avoidance of doubt, and pursuant to Section 6.9 of the By-Laws, the remainder of the By-Laws not otherwise addressed herein remain in full force and effect; and the By-Laws, as amended by this Amendment, are hereby ratified and affirmed. |
EXHIBIT A
NUVEEN CLOSED-END FUNDS
(Organized as Massachusetts Business Trusts)
Updated as of October 5, 2020
Trust | Date Established |
Nuveen AMT-Free Municipal Credit Income Fund | July 12, 1999 |
Nuveen AMT-Free Municipal Value Fund | November 19, 2008 |
Nuveen AMT-Free Quality Municipal Income Fund | July 28, 2002 |
Nuveen Arizona Quality Municipal Income Fund | August 24, 2012 |
Nuveen California AMT-Free Quality Municipal Income Fund | July 29, 2002 |
Nuveen California Municipal Value Fund 2 | January 26, 2009 |
Nuveen California Quality Municipal Income Fund | December 1, 1998 |
Nuveen California Select Tax-Free Income Portfolio | March 30, 1992 |
Nuveen Core Equity Alpha Fund | January 9, 2007 |
Nuveen Corporate Income 2023 Target Term Fund | September 20, 2018 |
Nuveen Corporate Income November 2021 Target Term Fund | July 13, 2015 |
Nuveen Credit Opportunities 2022 Target Term Fund | September 28, 2016 |
Nuveen Credit Strategies Income Fund | March 16, 2003 |
Nuveen Diversified Dividend and Income Fund | July 18, 2003 |
Nuveen DOWSM Dynamic Overwrite Fund | May 20, 2014 |
Nuveen Dynamic Municipal Opportunities Fund | November 4, 2019 |
Nuveen Emerging Markets Debt 2022 Target Term Fund | June 1, 2017 |
Nuveen Enhanced Municipal Value Fund | July 27, 2009 |
Nuveen Floating Rate Income Fund | January 15, 2004 |
Nuveen Floating Rate Income Opportunity Fund | April 27, 2004 |
Nuveen Georgia Quality Municipal Income Fund | October 26, 2001 |
Nuveen Global High Income Fund | August 5, 2014 |
Nuveen High Income 2020 Target Term Fund | April 13, 2015 |
Nuveen Intermediate Duration Municipal Term Fund | October 11, 2012 |
Nuveen Intermediate Duration Quality Municipal Term Fund | December 11, 2012 |
Nuveen Maryland Quality Municipal Income Fund | January 12, 1993 |
Nuveen Massachusetts Quality Municipal Income Fund | January 12, 1993 |
Nuveen Michigan Quality Municipal Income Fund | August 24, 2012 |
Nuveen Minnesota Quality Municipal Income Fund | April 28, 2014 |
Nuveen Missouri Quality Municipal Income Fund | March 29, 1993 |
Nuveen Mortgage and Income Fund | September 10, 2009 |
Nuveen Multi-Market Income Fund | April 30, 2014 |
Nuveen Municipal 2021 Target Term Fund | October 13, 2015 |
Nuveen Municipal Credit Income Fund | March 21, 2001 |
Nuveen Municipal Credit Opportunities Fund | April 18, 2019 |
Nuveen Municipal High Income Opportunity Fund | October 8, 2003 |
Nuveen NASDAQ 100 Dynamic Overwrite Fund | May 20, 2004 |
Nuveen New Jersey Municipal Value Fund | January 26, 2009 |
Nuveen New Jersey Quality Municipal Income Fund | June 1, 1999 |
Nuveen New York AMT-Free Quality Municipal Income Fund | July 29, 2002 |
Nuveen New York Municipal Value Fund 2 | January 26, 2009 |
Nuveen New York Quality Municipal Income Fund | December 1, 1998 |
Nuveen New York Select Tax-Free Income Portfolio | March 30, 1992 |
Nuveen Ohio Quality Municipal Income Fund | August 24, 2012 |
Nuveen Pennsylvania Municipal Value Fund | January 26, 2009 |
Nuveen Pennsylvania Quality Municipal Income Fund | December 19, 1990 |
Nuveen Preferred & Income Opportunities Fund | January 27, 2003 |
Nuveen Preferred & Income Securities Fund | June 24, 2002 |
Nuveen Preferred and Income 2022 Term Fund | July 6, 2016 |
Nuveen Preferred and Income Term Fund | April 18, 2012 |
Nuveen Quality Municipal Income Fund | January 15, 1999 |
Nuveen Real Asset Income and Growth Fund | January 10, 2012 |
Nuveen Real Estate Income Fund | August 27, 2001 |
Nuveen S&P 500 Buy-Write Income Fund | July 23, 2004 |
Nuveen S&P 500 Dynamic Overwrite Fund | November 11, 2004 |
Nuveen Select Maturities Municipal Fund | July 23, 1992 |
Nuveen Select Tax-Free Income Portfolio | January 29, 1992 |
Nuveen Select Tax-Free Income Portfolio 2 | March 30, 1992 |
Nuveen Select Tax-Free Income Portfolio 3 | May 28, 1992 |
Nuveen Senior Income Fund | August 13, 1999 |
Nuveen Short Duration Credit Opportunities Fund | January 3, 2011 |
Nuveen Taxable Municipal Income Fund | December 4, 2009 |
Nuveen Tax-Advantaged Dividend Growth Fund | February 22, 2007 |
Nuveen Tax-Advantaged Total Return Strategy Fund | October 1, 2003 |
Nuveen Virginia Quality Municipal Income Fund | January 12, 1993
|
ADDITIONS
Trust | Date Established |
Nuveen California Municipal Value Fund | November 12, 2020 |
Nuveen New York Municipal Value Fund | November 12, 2020 |
Nuveen Core Plus Impact Fund | December 3, 2020 |
Nuveen Multi-Asset Income Fund | April 22, 2021 |
Nuveen Variable Rate Preferred & Income Fund | June 1, 2021 |