UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. 2)
Filed by the Registrant x
Filed by a Party other than the Registrant ¨
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Check the appropriate box: | | | | |
¨ Preliminary Proxy Statement | | ¨ | | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
x Definitive Proxy Statement | | | | |
¨ Definitive Additional Materials | | | | |
¨ Soliciting Material Pursuant to § 240.14a-12 |
BBIF Government Securities Fund
BBIF Money Fund
BBIF Tax-Exempt Fund
BBIF Treasury Fund
BIF Government Securities Fund
BIF Money Fund
BIF Multi-State Municipal Series Trust
BIF Tax-Exempt Fund
BIF Treasury Fund
BlackRock Emerging Markets Fund, Inc.
BlackRock Financial Institutions Series Trust
BlackRock Funds
BlackRock Funds III
BlackRock Index Funds, Inc.
BlackRock Large Cap Series Funds, Inc.
BlackRock Latin America Fund, Inc.
BlackRock Liquidity Funds
BlackRock Master LLC
BlackRock Pacific Fund, Inc.
BlackRock Series, Inc.
Funds For Institutions Series
Master Government Securities LLC
Master Institutional Money Market LLC
Master Investment Portfolio
Master Large Cap Series LLC
Master Money LLC
Master Tax-Exempt LLC
Master Treasury LLC
Quantitative Master Series LLC
Ready Assets Prime Money Fund
Ready Assets U.S.A. Government Money Fund
Ready Assets U.S. Treasury Money Fund
Retirement Series Trust
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if Other than the Registrant)
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x No fee required. | | | | |
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¨ Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. |
| (1) | | Title of each class of securities to which transaction applies: |
| (2) | | Aggregate number of securities to which transaction applies: |
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EXPLANATORY NOTE
This Amendment No. 2 to Schedule 14A (this “Amendment No. 2”) is being filed to amend the definitive proxy statement (as amended by Amendment No. 1 filed with the Securities and Exchange Commission on December 24, 2015, the “Proxy Statement”) of the Registrants listed below relating to the joint special meeting of shareholders to be held on February 8, 2016, which was filed with the Securities and Exchange Commission on December 23, 2015, in order to clarify that all fees included under “Tax Fees” in Appendix I of the Proxy Statement relate solely to services provided for tax compliance and/or tax preparation.
MODIFICATIONS TO PROXY STATEMENT
The Proxy Statement of the Registrants listed below relating to the joint special meeting of shareholders to be held on February 8, 2016 is amended as set forth below to clarify that all fees included under “Tax Fees” in Appendix I of the Proxy Statement relate solely to services provided for tax compliance and/or tax preparation.
Registrants
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BBIF Government Securities Fund BBIF Money Fund BBIF Tax-Exempt Fund BBIF Treasury Fund BIF Government Securities Fund BIF Money Fund BIF Multi-State Municipal Series Trust BIF Tax-Exempt Fund BIF Treasury Fund BlackRock Emerging Markets Fund, Inc. BlackRock Financial Institutions Series Trust BlackRock Funds BlackRock Funds III BlackRock Index Funds, Inc. BlackRock Large Cap Series Funds, Inc. BlackRock Latin America Fund, Inc. BlackRock Liquidity Funds | | BlackRock Master LLC BlackRock Pacific Fund, Inc. BlackRock Series, Inc. Funds For Institutions Series Master Government Securities LLC Master Institutional Money Market LLC Master Investment Portfolio Master Large Cap Series LLC Master Money LLC Master Tax-Exempt LLC Master Treasury LLC Quantitative Master Series LLC Ready Assets Prime Money Fund Ready Assets U.S.A. Government Money Fund Ready Assets U.S. Treasury Money Fund Retirement Series Trust |
| 1. | | Paragraph (c) under “Independent Registered Public Accounting Firm” on page 24 of the Proxy Statement is hereby amended to read as follow: |
“(c) Tax Fees – fees associated with tax compliance and/or tax preparation, tax advice and tax planning, as applicable, including services relating to tax preparation, such as the filing or amendment of federal, state or local income tax returns, and services relating to regulated investment company qualification reviews and tax distribution and analysis reviews. All of the fees included under “Tax Fees” in Appendix I relate solely to services provided for tax compliance and/or tax preparation, and none of such fees relate to tax advice, tax planning or tax consulting.”
| 2. | | The column heading “Tax Fees” in the table beginning on page I-9 and ending on page I-13 of Appendix I of the Proxy Statement is hereby amended to add a footnote notation immediately after the reference to “Tax Fees” as follows: “*”, and a footnote is hereby added immediately above existing footnote 1 on page I-13 as follows: |
“* All Tax Fees consist solely of fees relating to services provided for tax compliance and/or tax preparation.”
| 3. | | The column heading “Tax Fees” in the table beginning on page I-19 and ending on page I-33 of Appendix I of the Proxy Statement is hereby amended to add a footnote notation immediately after the reference to “Tax Fees” as follows: “***”, and a footnote is hereby added immediately below footnote “**” on page I-33 as follows: |
“*** All Tax Fees consist solely of fees relating to services provided for tax compliance and/or tax preparation.”
Except as specifically set forth herein, this Amendment No. 2 does not modify any other disclosures presented in the Proxy Statement.
Important Notice Regarding the Availability of Proxy Materials
for the Joint Special meeting of Shareholders to be held on February 8, 2016.
This Amendment No. 2, the Notice of Joint Special Meeting of Shareholders, the Proxy Statement and a form of proxy are available athttps://www.proxy-direct.com/blk-27301. The Proxy Statement and annual and semi-annual reports of each Fund are available by calling, toll-free, 866-963-6126.