UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange
Act of 1934
(Amendment No. _________________)
Filed by the Registrant [X]
Filed by a Party other than the Registrant [ ]
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 Sec. 240.14a-12
CALVERT WORLD VALUES FUND, INC.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
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[ ] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
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October 13, 2005
Dear Shareholder:
I am writing to inform you of the upcoming joint special meetings for the respective shareholders of Calvert Social Investment Fund, Calvert Social Index Series, Inc., Calvert World Values Fund, Inc. and Calvert Impact Fund, Inc. The formal Notice of Meeting appears on the next page, followed by the detailed proxy statement. The Boards of Trustees/Directors, including myself, believe the proposal is in your best interest and that of your Fund.
Regardless of the number of shares you own, it is important that you take the time to read the enclosed proxy materials, andvote on the proposal as soon as you can. You may vote by mail, by telephone, through the internet, by facsimile, or in person. If you do not cast your vote, you may be contacted by our proxy solicitation service, Computershare Fund Services, or by a Calvert employee. The speedy return of proxy votes will help your Fund avoid additional costs.
I appreciate the time you will take to review this important matter. If we may be of any assistance or if you have any questions about the proposal, please call us at 800-368-2748. Our hearing-impaired shareholders may call 800-541-1524 for a TDD connection.
Sincerely,
Barbara J. Krumsiek
President and Chief Executive Officer
Calvert Group, Ltd.
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Calvert Social Investment Fund
Calvert Social Index Series, Inc.
Calvert World Values Fund, Inc.
Calvert Impact Fund, Inc.
NOTICE OF JOINT SPECIAL MEETINGS OF SHAREHOLDERS
To be held on
December 2, 2005
NOTICE IS HEREBY GIVEN that Joint Special Meetings of Shareholders of Calvert Social Investment Fund, Calvert Social Index Series, Inc., Calvert World Values Fund, Inc. and Calvert Impact Fund, Inc. (each, a "Fund") will be held in the Tenth Floor Conference Room of Calvert Group, Ltd., Air Rights North Tower, 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland at 9:00 a.m. on Friday, December 2, 2005, for the following purposes:
- For each Fund: To elect the Board of Trustees/Directors for the Fund.
- To transact any other business that may properly come before the Special Meetings or any adjournment or adjournments thereof.
By Order of the Boards of Trustees/Directors,
William M. Tartikoff, Esq.
Vice President
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TABLE OF CONTENTS
Proxy Statement | 1 |
Proposal | 2 |
Other Business | 26 |
Independent Public Accountants | 26 |
Annual and Semi-Annual Reports | 28 |
Shareholder Proposals | 28 |
Delivery of Documents to Shareholders Sharing an Address | 28 |
Voting Information | 28 |
Adjournment | 38 |
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Calvert Social Investment Fund
Calvert Social Index Series, Inc.
Calvert World Values Fund, Inc.
Calvert Impact Fund, Inc.
4550 Montgomery Avenue, Suite 1000N
Bethesda, Maryland 20814
PROXY STATEMENT
October 13, 2005
We are sending this proxy statement to you to ask you, as a shareholder of Calvert Social Investment Fund ("CSIF"), Calvert Social Index Series, Inc. ("CSIS"), Calvert World Values Fund, Inc. ("CWVF") and/or Calvert Impact Fund, Inc. ("CIF") (each, a "Fund"), to elect the Board of Trustees/Directors for your Fund. You may vote by mail, by telephone, by facsimile, through a secure internet website, or in person. Your vote is important. Please call 800-368-2748 if you have questions about this proxy.
This statement is furnished in connection with the solicitation of proxies by the Board of Trustees/Directors of each Fund (each, a "Board") to be used at the Joint Special Meetings of Shareholders (the "Special Meeting"). The Special Meeting will be held in the Tenth Floor Conference Room of Calvert Group, Ltd., Air Rights North Tower, 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland, at 9:00 a.m. on Friday, December 2, 2005, or at such later time or date made necessary by adjournment for the purpose set forth in the Notice of Meeting.
The approximate date on which this proxy statement and form of proxy are first being mailed to shareholders is October13, 2005.
CSIF is an open-end management investment company that was organized as a Massachusetts business trust on December 14, 1981. CSIF has the following series: Money Market Portfolio, Balanced Portfolio, Bond Portfolio, Equity Portfolio, Enhanced Equity Portfolio, Calvert Conservative Allocation Fund, Calvert Moderate Allocation Fund, and Calvert Aggressive Allocation Fund. CWVF is an open-end management investment company that was organized as a Maryland corporation on February 14, 1992. CWVF has the following series: International Equity Fund and Capital Accumulation Fund. CSIS is an open-end management investment company that was organized as a Maryland corporation on April 7, 2000. CSIS has the following series: Calvert Social Index Fund. CIF is an open-end management investment company that was organized as a Maryland corporation on August 10, 2000. CIF has the following series: Calvert Large Cap Growth Fund, Calvert Mid Cap Value Fund and Calvert Small Cap Value Fund. Each series is refe rred to herein as a "Portfolio."
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PROPOSAL
FOR EACH FUND: TO ELECT THE BOARD OF TRUSTEES/DIRECTORS FOR THE FUND.
Discussion
Pursuant to the Securities and Exchange Commission ("Commission") Final Rule: Investment Company Governance (the "Rule"), 17 CFR Part 270, Release No. IC-26323 (June 23, 2004), the disinterested directors1 of most investment companies registered under the Investment Company Act of 1940, as amended (the "1940 Act"), like the Funds, are required to constitute at least seventy-five percent (75%) of all directors of the fund's board.2 When initially adopted, the Commission designated January 16, 2006, as the compliance date for the Rule. On August 10, 2005, the U.S. Court of Appeals for the District of Columbia Circuit ordered the Commission to suspend the effectiveness of the Rule pending judicial review and granted a stay request by the U.S. Chamber of Commerce. The Board Restructuring (as defined below) is being proposed in anticipation of implementation of the Rule. The Boards of CSIF, CSIS, CWVF and CIF each believe that the Board Restructuring is consist ent with good governance and in the best interest of their respective shareholders, as described below, even if the Rule does not become effective.
The Boards of CWVF and CIF, each comprised of a majority of disinterested Directors, do not currently meet the proposed 75% disinterested Director requirement. The Boards of these Funds determined at meetings held in June 2005 that the proposed Restructuring is in their respective shareholders' best interests, both to meet the proposed requirement and to better serve the Funds.
Each Board of Trustees/Directors of CSIF and CSIS already meets the proposed 75% disinterested Director requirement. Each of these Boards, like those of CIF and CWVF, also recognized the benefits anticipated to accrue to the Fund and its shareholders from the addition of the three additional disinterested Directors/Trustees to its Board and the resulting access to the expertise, knowledge and perspective of each of these individuals.
For each Fund, the effect of the proposal, if approved, would be to add to the Fund's Board each of the individuals who currently serves as a Trustee/Director of one or more of the other Funds and who is not already a Fund Trustee/Director (the "Board Restructuring"). If each Fund's nominees are elected as Trustees/Directors of the Fund, the same individuals will constitute the Boards for all of the Funds. For CIF and CWVF, the election of the Board as proposed will enable each Fund to comply with the proposed 75% disinterested director requirement, if and when implemented.
At the Board meeting(s) in June 2005, in discussing the proposed Board Restructuring, each Board noted certain of the benefits that were anticipated to result from having the same individuals serve as Trustees/Directors of CSIF, CSIS, CWVF and CIF. Among these anticipated benefits, the Trustees/Directors considered the enhanced efficiency and productivity of Board meetings that were anticipated to result from the proposed Board Restructuring. Each Board recognized the areas of common interest and focus among CSIF, CSIS, CWVF and CIF, and each viewed the prospect of a Board member's responsibility for oversight of a greater number of socially screened portfolios with the Calvert Family of Funds as consistent with good governance and not likely to adversely affect the Fund or its shareholders.
Each Board also considered the proposed Board Restructuring in terms of the anticipated impact on Fund expenses. Among other factors, each Board noted the additional fees and related expenses of adding additional Trustees/Directors to the Board. Each Board also noted certain economies, for example, relating to preparation and mailing of Board materials and for certain legal fees that could be anticipated to result in reduced costs to the Fund.
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1 In this proxy statement, "disinterested director" refers to a director or trustee who is not an "interested person" of a Fund, as defined by the Investment Company Act of 1940, as amended (the "1940 Act"). Section 2(a)(19) of the 1940 Act defines "interested person" of a fund to include: (i) any affiliated person of the fund; (ii) any member of the immediate family of any natural person who is an affiliated person of the fund; (iii) any interested person of any investment adviser of or principal underwriter for the fund; (iv) any person, or partner or employee of any person, who acted as legal counsel for the fund during the last two completed fiscal years of the fund; (v) any person who executed portfolio transactions for the fund or loaned money or property to the fund during the past six months, or any affiliated person of such a person; and (vi) any natural person who the Commission has determined is an interested person because of his or her m aterial business or professional relationship with the fund during the past two years.
2 This governance requirement is effected by making it a condition of ten commonly used exemptive rules that allow funds to engage in transactions that would otherwise by prohibited under the 1940 Act and that present conflicts of interest between the fund and its investment manager. This new requirement expands upon the fund governance amendments adopted by the Commission in 2001, which require that any fund that relies upon those exemptive rules must have a governance structure that provides, among other things, for a board that has a majority of disinterested directors.
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Each Fund's Board, and its disinterested Trustees/Directors acting as the nominating committee of the Fund, unanimously approved the nominees for the Fund, who are listed below.
Thus, the purpose of this proposal is to elect the same Board of Trustees/Directors for each Fund. All of the nominees are currently Trustees/Directors of one or more of the Funds. Each of the nominees elected will serve as a Trustee/Director until a successor is elected and qualified, or until death, retirement, resignation or removal.
The current members of each Board are as follows:
CSIF | CSIS | CWVF | CIF |
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Disinterested Trustees | Disinterested Directors | Disinterested Directors | Disinterested Directors |
Rebecca Adamson | Rebecca Adamson | John G. Guffey, Jr. | Rebecca Adamson |
Richard L. Baird, Jr. | Richard L. Baird, Jr. | Terrence J. Mollner, Ed.D. | Miles Douglas Harper, III |
Frederick A. Davie, Jr. | Frederick A. Davie, Jr. | Rustum Roy | Joy V. Jones |
John G. Guffey, Jr. | John G. Guffey, Jr. | Tessa Tennant |
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Joy V. Jones | Joy V. Jones |
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Terrence J. Mollner, Ed.D. | Terrence J. Mollner, Ed.D. |
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Sydney Amara Morris | Sydney Amara Morris |
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Interested Trustees | Interested Directors | Interested Directors | Interested Directors |
Barbara J. Krumsiek | Barbara J. Krumsiek | Barbara J. Krumsiek | Barbara J. Krumsiek |
D. Wayne Silby | D. Wayne Silby | D. Wayne Silby | D. Wayne Silby |
Ms. Krumsiek and Messrs. Baird, Guffey and Silby also serve as Trustees/Directors for the Boards of other funds in the Calvert Family of Funds.
Information about each nominee for the proposed Board for each Fund is set forth below:
Nominees
| Current Position With Fund(s) |
| Principal Occupation(s) During Last 5 Years | # of Calvert Portfolios Currently Overseen |
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NOMINEES FOR DISINTERESTED TRUSTEE/DIRECTOR | ||||||
REBECCA ADAMSON Age: 55 | Trustee of CSIF Director of CSIS Director of CIF | 1989 | President of the national non-profit, First Nations Financial Project. Founded by her in 1980, First Nations is the only American Indian alternative development institute in the country. | 12 (14 if elected to each Board) |
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| Current Position With Fund(s) |
| Principal Occupation(s) During Last 5 Years | # of Calvert Portfolios Currently Overseen |
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RICHARD L. BAIRD, JR. Age: 57 | Trustee of CSIF Director of CSIS | 1982
2000 | President and CEO of the Family Health Council, Inc. in Pittsburgh, PA, a non-profit corporation which provides family planning services, nutrition, maternal/child health care, and various health screening services. | 21 (26 if elected to each Board) |
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FREDERICK A. DAVIE, JR. Age: 49 | Trustee of CSIF Director of CSIS | 2001
| Vice President of Public/Private Ventures since June, 2001. He was formerly Program Officer for the Ford Foundation and prior to that he served as Deputy Borough President for the Borough of Manhattan.
| 9 (14 if elected to each Board) |
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JOHN G. GUFFEY, JR. Age: 47 | Trustee of CSIF Director of CSIS Director of CWVF | 1982 | Treasurer and Director of Silby, Guffey and Co., Inc., a venture capital firm (inactive as of 2003). President, Aurora Press, Inc., 2002. | 23 (26 if elected to each Board) |
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| Current Position With Fund(s) |
| Principal Occupation(s) During Last 5 Years | # of Calvert Portfolios Currently Overseen |
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MILES DOUGLAS HARPER, III Age: 42 | Director of CIF | 2000 | Partner, Gainer Donnelly & Desroches (public accounting firm) since January 1999. | 3 (14 if elected to each Board) |
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JOY V. JONES Age: 55 | Trustee of CSIF Director of CSIS Director of CIF | 1990
| Attorney and entertainment manager in New York City. | 12 (14 if elected to each Board) |
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TERRENCE J. MOLLNER, Ed.D. Age: 60 | Trustee of CSIF Director of CSIS Director of CWVF | 1982
| Founder, Chairperson, and President of Trusteeship Institute, Inc., a diverse foundation known principally for its consultation to corporations converting to cooperative employee-ownership and the development of socially and spiritually responsible investment vehicles.
| 11 (14 if elected to each Board) |
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| Current Position With Fund(s) |
| Principal Occupation(s) During Last 5 Years | # of Calvert Portfolios Currently Overseen |
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SYDNEY AMARA MORRIS Age: 55 | Trustee of CSIF Director of CSIS | 1982 | She currently serves as Parish Minister to the Keweenaw Unitarian Universalist Fellowship in Houghton, MI. Rev. Morris is a graduate of Harvard Divinity School. She serves as Lead Independent Trustee/Director and Board Liaison to the CSIF Advisory Council. | 9 (14 if elected to each Board) |
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RUSTUM ROY Age: 81 | Director of CWVF | 1992 | Evan Pugh Professor of the Solid State and of Geo-chemistry Emeritus, at Pennsylvania State University, Distinguished Professor of Materials, Arizona State University and visiting Professor of Medicine, University of Arizona. | 2 (14 if elected to each Board) |
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TESSA TENNANT Age: 46 | Director of CWVF | 1992 | Chair of ASrIA Ltd., a not-for-profit membership organization for Socially Responsible Investing (SRI), serving the Asia Pacific region.
| 2 (14 if elected to each Board) |
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| Current Position With Fund(s) |
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| # of Calvert Portfolios Currently Overseen |
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NOMINEES FOR INTERESTED TRUSTEE/DIRECTOR | ||||||
BARBARA J. KRUMSIEK * Age: 53 | Trustee & Senior Vice President of CSIF Director & Senior Vice President of CSIS Director & President of CWVF Director, President & Chair of CIF | 1997
2000
2000 | President, Chief Executive Officer and Vice Chairman of Calvert Group, Ltd. Prior to joining Calvert in 1997, Ms. Krumsiek had served as a Managing Director of Alliance Fund Distributors, Inc. | 41 (41 if elected to each Board) |
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D. WAYNE SILBY, ESQ.* Age: 57 | Trustee, Chair & President of CSIF Director, Chair & President of CSIS Director & Chair of CWVF Director of CIF | 1982 2000
2000 | Mr. Silby is Chairman of GroupServe Foundation, a software company focused on collaborative tools for non-profit groups. He was an officer and director of Silby, Guffey and Co., Inc., a venture capital firm (inactive as of 2003). | 26 (26 if elected to each Board) |
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*Ms. Krumsiek is an interested person of each Fund since she is an Officer and Trustee/Director of each Fund's Advisor, Calvert Asset Management Company, Inc. (the "Advisor") and its affiliates. Mr. Silby is an interested person of the Funds since he is a director of the parent company of the Advisor.
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In addition to the Officers mentioned above, the following are also Officers of the Funds:
Name and Date of Birth | Position with Fund | Position Start Date | Principal Occupation During Last 5 Years | |
CATHERINE S. BARDSLEY, Esq. Age: 56 | Secretary (CSIF only) | 1982 | Partner, Kirkpatrick & Lockhart Nicholson, Graham LLP, the CSIF's legal counsel. | |
KAREN BECKER Age: 52 | Chief Compliance Officer | 2005 | Senior Vice President of Calvert Group, Ltd. and Head of Calvert Client Services. | |
SUSAN WALKER BENDER,Esq. Age: 46 | Assistant Vice President & Assistant Secretary | 1988 | Assistant Vice President and Associate General Counsel of Calvert Group, Ltd. | |
THOMAS DAILEY Age: 41 | Vice President (CSIF only) | 2004 | Vice President of Calvert Asset Management Company, Inc. | |
IVY WAFFORD DUKE,Esq. Age: 37 | Assistant Vice President & Assistant Secretary | 1996 | Assistant Vice President and Associate General Counsel of Calvert Group, Ltd. | |
STEVEN A. FALCI Age: 46 | Vice President | 2003 | Senior Vice President of Calvert Asset Management Company, Inc. Prior to joining Calvert in 2003, Mr. Falci was SVP and Senior Portfolio Manager at Principal Mellon Equity Associates. | |
TRACI L. GOLDT Age: 31 | Assistant Secretary | 2004 | Executive Assistant to General Counsel, Calvert Group, Ltd. Prior to joining Calvert in 2001, Ms. Goldt was Senior Project Manager for Backwire.com, and Project Manager for marchFIRST. | |
GREGORY B. HABEEB Age: 55 | Vice President (CSIF only) | 2004 | Senior Vice President of Calvert Asset Management Company, Inc. | |
DANIEL K. HAYES Age: 55 | Vice President | 1996 | Senior Vice President of Calvert Asset Management Company, Inc. | |
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Name and Date of Birth | Position with Fund | Position Start Date | Principal Occupation During Last 5 Years | |
HUI PING HO, CPA Age: 40 | Assistant Treasurer | 2000 | Tax Compliance Manager of Calvert Group, Ltd. and Assistant Fund Treasurer. | |
LANCELOT A. KING, Esq. Age: 35 | Assistant Vice President & Assistant Secretary | 2002 | Assistant Vice President and Associate General Counsel of Calvert Group, Ltd. Prior to joining Calvert in 2002, Mr. King was an associate with Mintz, Levin, Cohn, Ferris, Glovsky & Popeo. | |
JANE B. MAXWELL, Esq. Age: 53 | Assistant Secretary | 2005 | Assistant Secretary and Assistant General Counsel of Calvert Group, Ltd. Prior to joining Calvert in 2004, Ms. Maxwell was an associate with Sullivan & Worcester LLP. | |
CATHERINE P. ROY Age: 49 | Vice President | 2004 | Senior Vice President of Calvert Asset Management Company, Inc. Prior to joining Calvert in 2004, Ms. Roy was Senior Vice President of US Fixed Income for Baring Asset Management, and SVP and Senior Portfolio Manager of Scudder Insurance Asset Management. | |
WILLIAM M. TARTIKOFF, Esq. Age: 58 | Vice President & Secretary for CSIS, CWVF, & CIF; Vice President & Assistant Secretary for CSIF | 1990 | Senior Vice President, Secretary, and General Counsel of Calvert Group, Ltd. | |
RONALD M. WOLFSHEIMER, CPA Age: 53 | Treasurer | 1982 | Senior Vice President and Chief Financial Officer of Calvert Group, Ltd. and Fund Treasurer. | |
MICHAEL V. YUHAS JR.,CPA Age: 44 | Fund Controller | 1999 | Director of Fund Administration of Calvert Group, Ltd. and Fund Controller. | |
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Board and Committee Meetings
CALVERT SOCIAL INVESTMENT FUND
During its fiscal year ended September 30, 2005, CSIF held six Board meetings. CSIF has four standing Committees, as discussed further below. CSIF has a Governance Committee that addresses matters of fund governance, including policies on Trustee compensation and on Board and Committee structure and responsibilities. The functions of the Governance Committee of the Board also include those of a Nominating Committee,e.g., initiation and consideration of nominations for the appointment or election of disinterested Trustees. CSIF also has an Audit Committee, whose function includes the following: to approve and recommend to the Board independent public accountants to conduct the annual audit of the Fund's financial statements; review with the Fund's independent public accountants the outline, scope, and results of the annual audit; and review the performance and fees charged by the Fund's independent public accountants for professional services. In addition, the Audit Committee me ets with the independent public accountants and representatives of Fund management to review accounting activities and areas of financial reporting and control. During the Fund's past fiscal year, the Governance Committee met four times, and the Audit Committee met five times. The disinterested Trustees of the Board (Ms. Adamson, Mr. Baird, Mr. Davie, Mr. Guffey, Ms. Jones, Dr. Mollner and Rev. Morris) comprise both the Governance Committee and the Audit Committee.
CSIF has a Special Equities Committee that oversees the Special Equities investment program in social venture capital investments, including review, selection, and fair valuation of such investments. Ms. Jones, Rev. Morris and Ms. Krumsiek, and Messrs. Guffey and Silby comprise the Special Equities Committee. It met nine times in the Fund's past fiscal year. CSIF also has a Community Investment Committee to oversee the investments made through the Fund's High Social Impact Investment program. Mr. Baird, Mr. Davie, Ms. Jones and Rev. Morris comprise this Committee. The Community Investment Committee met four times in the Fund's past fiscal year.
CSIF also avails itself of the resources of an Advisory Council regarding communications networks for the Fund and the application and refinement of the Fund's social criteria. The Advisory Council has no power, authority, or responsibility with respect to the management of the Fund or the conduct of the affairs of the Fund. The Advisory Council met two times during the Fund's past fiscal year.
CALVERT SOCIAL INDEX SERIES, INC.
During its fiscal year ended September 30, 2005, CSIS held six Board meetings. CSIS has two standing Committees, as discussed further below. CSIS has a Governance Committee that addresses matters of fund governance, including policies on Director compensation, and on Board and Committee structure and responsibilities. The functions of the Governance Committee of the Board also include those of a Nominating Committee,e.g., initiation and consideration of nominations for the appointment or election of disinterested Directors of the Board. CSIS also has an Audit Committee, whose functions include the following: to approve and recommend to the Board independent public accountants to conduct the annual audit of the Fund's financial statements; review with the Fund's independent public accountants the outline, scope, and results of the annual audit; and review the performance and fees charged by the independent public accountants for professional services. In addition, the Audit Comm ittee meets with the Fund's independent public accountants and representatives of Fund management to review accounting activities and areas of financial reporting and control. During the Fund's past fiscal year, the Governance Committee met four times, and the Audit Committee met five times. The disinterested Directors of the Board (Ms. Adamson, Ms. Jones, Rev. Morris, Messrs. Baird, Davie, and Guffey and Dr. Mollner) comprise both the Governance Committee and the Audit Committee.
CALVERT IMPACT FUND, INC.
During its fiscal year ended September 30, 2005, CIF held five Board meetings. CIF has one standing Committee, as discussed further below. The Audit Committee's function includes the following: to approve and recommend to the Board independent public accountants to conduct the annual audit of the Fund's financial statements; review with the Fund's independent public accountants the outline, scope, and results of the annual audit; and review the performance and fees charged by the independent public accountants for professional services. In addition, the Audit Committee meets with the Fund's independ-
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ent public accountants and representatives of Fund management to review accounting activities and areas of financial reporting and control. The Audit Committee met five times during the Fund's past fiscal year. The disinterested Directors of the Board (Ms. Adamson, Mr. Harper and Ms. Jones) comprise the Audit Committee. The disinterested Directors also function as a Governance Committee (e.g., addressing matters of fund governance, including policies on Director compensation, and Board and Committee structure and responsibilities), as well as a Nominating Committee (e.g.,handling initiation and consideration of nominations for the appointment or election of disinterested Directors). The disinterested Directors of the Fund met four times during the Fund's past fiscal year.
CALVERT WORLD VALUES FUND, INC.
During its fiscal year ended September 30, 2005, CWVF held five Board meetings. CWVF has four standing Committees, as discussed further below. The Governance Committee addresses matters of fund governance, including policies on Director compensation, and on Board and Committee structure and responsibilities; the functions of the Governance Committee of the Board also include those of a Nominating Committee,e.g., initiation and consideration of nominations for the appointment or election of disinterested Directors. The Audit Committee's functions include the following: to approve and recommend to the Board independent public accountants to conduct the annual audit of the Fund's financial statements; review with the Fund's independent public accountants the outline, scope, and results of the annual audit; and review the performance and fees charged by the independent public accountants for professional services. In addition, the Audit Committee meets with the Fund's independent p ublic accountants and representatives of Fund management to review accounting activities and areas of financial reporting and control. The Governance Committee and Audit Committees met four times and five times respectively during the Fund's past fiscal year. The disinterested Directors of the Board (Mr. Guffey, Dr. Mollner, Mr. Roy and Ms. Tennant) comprise both the Governance Committee and the Audit Committee. The Community Investment Committee was created to oversee the investments made through the Fund's High Social Impact Investment program in the Calvert Social Investment Foundation. Mr. Roy and Ms. Tennant are the representatives to the Community Investment Committee. The Community Investment Committee met four times during the Fund's past fiscal year. The Special Equities Committee oversees the Special Equities investment program in social venture capital investments, including review, selection, and fair valuation of such investments. Ms. Krumsiek and Messrs. Guffey, Roy, and Silby comprise the Spec ial Equities Committee. The Special Equities Committee met nine times during the Fund's past fiscal year.
Nominating Committee Charter and Nominating Process
The Board of each Fund has adopted a charter for its Nominating Committee (or the Committee performing similar functions) setting forth the Committee's responsibilities. A copy of the Charter is available on the Calvert website at www.calvert.com.
As explained above, the Governance Committee for each of CSIF, CSIS and CWVF, and the disinterested Directors for CIF (who function as a Governance Committee) perform nominating committee functions. Each Committee met four times during the Fund's fiscal year ended September 30, 2005. The Committee of each Fund will consider any candidates for vacancies on the Board from any shareholder of the Fund who has held his or her shares for at least five years. Shareholders of a Fund who wish to nominate a candidate to the Board of the Fund must submit the recommendation in writing to the attention of the respective Fund's Secretary at 4550 Montgomery Avenue, Suite 1000N, Bethesda, MD 20814. The recommendation must include biographical information, including business experience for the past ten years and a description of the qualifications of the proposed nominee, along with a statement from the proposed nominee that he or she is willing to serve and meets the requirements to be a disinterested Tru stee/Director.
Each Committee considers candidates through personal and business contacts of the Directors/Trustees. When identifying and evaluating prospective nominees for vacancies on the Board, the Committee considers the background and experience of a candidate, including the integrity and character of the proposed nominee, the proposed nominee's compatibility with the current Directors/Trustees, and any other factors it may determine to be relevant. The Committee also will consider whether the nominee would be an "interested person" of the Fund. Furthermore, the Committee requires each nominee to complete a questionnaire and may require an interview with the nominee. The Committee seeks to apply a search protocol that seeks qualified Board candidates from a variety of areas, which may include but is not limited to the traditional corporate environment, government, academia, private enterprise, non-profit organizations, and professions such as accounting, human resources, and legal services. In the process of searching for qualified persons to serve on the Board, the Committee strives for
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the inclusion of diverse groups, knowledge, and viewpoints.
Communications to the Board
Any shareholder of a Fund who wishes to send a communication to the Fund's Board of Trustees/Directors should send the communication to the attention of the Fund's Secretary at the following address:
Calvert Funds
Attn: [Name of Fund], Secretary
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
All communications should state the Fund to which the communication relates. After reviewing the communication, the Fund's Secretary will forward the communication to the Board of Trustees/Directors.
If a shareholder wishes to send a communication directly to an individual Trustee/Director or to a Committee of the Fund's Board of Trustees/Directors, then the communication should be specifically addressed to such individual Trustee/Director or Committee and sent in care of the Fund's Secretary at the address above. Communications to individual Trustees/Directors or to a Committee sent in care of the Fund's Secretary will be forwarded to the individual Trustee/Director or to the Committee, as applicable.
Ownership of Shares
The following table shows each Board nominee's ownership of Portfolio shares as of June 30, 2005:
CSIF:
CSIF MONEY MARKET
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
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| |
Rebecca Adamson | $1-$10,000 | >$100,000 |
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Richard L. Baird, Jr. | None | >$100,000 |
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Frederick A. Davie, Jr. | None | $10,001-$50,000 |
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John G. Guffey, Jr. | None | >$100,000 |
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Miles Douglas Harper, III | None | $10,001-$50,000 |
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Joy V. Jones | None | >$100,000 |
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Terrence J. Mollner, Ed.D. | >$100,000 | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | $1-$10,000 | >$100,000 |
|
12
=========================================================================
CSIF BALANCED
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | $10,001-$50,000 | >$100,000 |
|
Richard L. Baird, Jr. | $50,001-$100,000 | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $50,001-$100,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
CSIF BOND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | $10,001-$50,000 | $10,001-$50,000 |
|
John G. Guffey, Jr. | $50,001-$100,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | $10,001-$50,000 | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $10,001-$50,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
CSIF EQUITY
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | $10,001-$50,000 | >$100,000 |
|
Richard L. Baird, Jr. | $10,001-$50,000 | >$100,000 |
|
13
=========================================================================
CSIF EQUITY
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | $50,001-$100,000 | >$100,000 |
|
Terrence J. Mollner, Ed.D. | $1-$10,000 | >$100,000 |
|
Sydney Amara Morris | $10,001-$50,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | $10,001-$50,000 | >$100,000 |
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
CSIF ENHANCED EQUITY
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | $10,001-$50,000 | >$100,000 |
|
Richard L. Baird, Jr. | $50,001-$100,000 | >$100,000 |
|
Frederick A. Davie, Jr. | $10,001-$50,000 | $10,001-$50,000 |
|
John G. Guffey, Jr. | $50,001-$100,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | >$100,000 | >$100,000 |
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
CALVERT CONSERVATIVE ALLOCATION FUND*
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
14
=========================================================================
CALVERT CONSERVATIVE ALLOCATION FUND*
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | None | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | None | >$100,000 |
|
* Calvert Conservative Allocation Fund commenced operations on April 29, 2005.
CALVERT MODERATE ALLOCATION FUND*
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | None | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | None | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | None | >$100,000 |
|
* Calvert Moderate Allocation Fund commenced operations on April 29, 2005.
15
=========================================================================
CALVERT AGGRESSIVE ALLOCATION FUND*
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | None | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | None | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | None | >$100,000 |
|
|
|
|
|
* Calvert Aggressive Allocation Fund commenced operations on June 30, 2005.
CSIS:
CALVERT SOCIAL INDEX FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | $10,001-$50,000 | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | $1-$10,000 | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
Barbara J. Krumsiek | None | >$100,000 |
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
16
=========================================================================
CIF:
CALVERT LARGE CAP GROWTH FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | $10,001-$50,000 | >$100,000 |
|
Richard L. Baird, Jr. | $1-$10,000 | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $1-$10,000 | >$100,000 |
|
Miles Douglas Harper, III | $10,001-$50,000 | $10,001-$50,000 |
|
Joy V. Jones | $50,001-$100,000 | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 | |
Barbara J. Krumsiek | $10,001-$50,000 | >$100,000 | |
|
|
| |
CALVERT SMALL CAP VALUE FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
|
|
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | None | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
Barbara J. Krumsiek | $50,001-$100,000 | >$100,000 |
|
17
=========================================================================
CALVERT MID CAP VALUE FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | None | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
|
|
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
Barbara J. Krumsiek | $50,001-$100,000 | >$100,000 |
|
CWVF:
CWVF INTERNATIONAL EQUITY FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
Rebecca Adamson | $1-$10,000 | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $50,001-$100,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | $1-$10,000 | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Terrence J. Mollner, Ed.D. | $1-$10,000 | >$100,000 |
|
Rustum Roy | $50,001-$100,000 | >$100,000 |
|
Tessa Tennant | >$100,000 | >$100,000 |
|
Interested Nominees |
|
| |
D. Wayne Silby, Esq. | $50,001-$100,000 | >$100,000 |
|
Barbara J. Krumsiek | None | >$100,000 |
|
18
=========================================================================
CALVERT CAPITAL ACCUMULATION FUND
Name of Nominee | Dollar Range of Equity Securities in the Portfolio | Aggregate Dollar Range of Equity Securities in All Portfolios Overseen or to be Overseen By Nominee in Calvert Family of Funds | |
Disinterested Nominees |
|
| |
Rebecca Adamson | None | >$100,000 |
|
Richard L. Baird, Jr. | None | >$100,000 |
|
Frederick A. Davie, Jr. | None | $10,001-$50,000 |
|
John G. Guffey, Jr. | $10,001-$50,000 | >$100,000 |
|
Miles Douglas Harper, III | None | $10,001-$50,000 |
|
Joy V. Jones | None | >$100,000 |
|
Terrence J. Mollner, Ed.D. | None | >$100,000 |
|
Sydney Amara Morris | $1-$10,000 | $50,001-$100,000 |
|
Rustum Roy | None | >$100,000 |
|
Tessa Tennant | None | >$100,000 |
|
Interested Nominees |
|
| |
D. Wayne Silby, Esq. | $10,001-$50,000 | >$100,000 |
|
Barbara J. Krumsiek | None | >$100,000 | |
Compensation of Directors/Trustees
The following tables set forth information describing the compensation of each Director/Trustee for his/her services to the Funds for each Fund's most recent fiscal year ended September 30, 2005. Trustees/Directors not affiliated with the Advisor may elect to defer receipt of all or a percentage of their fees and deem such deferred amounts to be invested in any fund in the Calvert Family of Funds through the Trustees/Directors Deferred Compensation Plan.
19
=========================================================================
CALVERT SOCIAL INVESTMENT FUND
| Rebecca Adamson | Richard L. Baird, Jr. | Frederick A. Davie, Jr. | John G. Guffey, Jr. | |||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | |
CSIF Balanced Portfolio | $10,084 | $4,034 | $7,379 | $3,689 | $10,353 | $3,854 | $7,692 | $2,576 | |
CSIF Bond Portfolio | $4,492 | $1,797 | $3,278 | $1,639 | $4,602 | $1,474 | $3,168 | $1,037 | |
CSIF Equity Portfolio | $20,161 | $8,064 | $14,721 | $7,360 | $20,666 | $6,652 | $14,331 | $4,710 | |
CSIF Money Market Portfolio | $2,912 | $1,164 | $2,134 | $1,067 | $2,993 | $985 | $2,053 | $679 | |
CSIF Enhanced Equity Portfolio | $1,350 | $540 | $988 | $494 | $1,386 | $453 | $952 | $314 | |
Calvert Conservative Allocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Calvert Moderate Allocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Calvert Aggressive Allocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Total Compensation from Fund Complex*** | $50,000 | $64,935 | $41,000 | $79,000 | |||||
20
=========================================================================
| Joy V. Jones | Terrence J. Mollner, Ed.D. | Sydney Amara Morris | Barbara J. Krumsiek* | |||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation)
| Pension or Retirement Benefits (i.e., deferred compensation) | |
CSIF Balanced Portfolio | $11,514 | $10,363 | $10,352 | $0 | $13,251 | $782 | $0 | $0 | |
CSIF Bond Portfolio | $4,602 | $4,142 | $4,602 | $0 | $6,044 | $342 | $0 | $0 | |
CSIF Equity Portfolio | $20,895 | $18,806 | $20,666 | $0 | $25,445 | $1,543 | $0 | $0 | |
CSIF Money Market Portfolio | $2,993 | $2,694 | $2,993 | $0 | $3,659 | $228 | $0 | $0 | |
CSIF Enhanced Equity Portfolio | $1,386 | $1,248 | $1,386 | $0 | $1,697 | $105 | $0 | $0 | |
Calvert ConservativeAllocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Calvert Moderate Allocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Calvert Aggressive Allocation Fund**** | $0 | $0 | $0 | $0 | $0 | $0 | $0 | $0 | |
Total Compensation from Fund Complex*** | $53,000 | $60,000 | $51,400 | $0 | |||||
21
=========================================================================
| D. Wayne Silby, Esq.* | |
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** |
CSIF Balanced Portfolio | $9,113 | $7,047 |
CSIF Bond Portfolio | $3,545 | $2,726 |
CSIF Equity Portfolio | $16,122 | $12,403 |
CSIF Money Market Portfolio | $2,297 | $1,768 |
CSIF Enhanced Equity Portfolio | $1,064 | $818 |
Calvert Conservative Allocation Fund**** | $0 | $0 |
Calvert Moderate Allocation Fund**** | $0 | $0 |
Calvert Aggressive Allocation Fund**** | $0 | $0 |
Total Compensation from Fund Complex*** | $93,750 | |
*Ms. Krumsiek is an interested person of the Fund since she is an Officer and Director of the Advisor and its affiliates. Mr. Silby is an interested person of the Fund since he is a Director of the parent company of the Advisor.
**Ms. Adamson, Ms. Jones, Rev. Morris and Messrs. Baird, Davie, Guffey and Silby have chosen to defer a portion of their compensation. As of September 30, 2005, total deferred compensation for service on all applicable Calvert Fund Boards, including dividends and capital appreciation, was $135,576.79; $231,291.94; $68,702.83; $62,967.18; $50,814.80; $222,670.72; and $268,904.83 for each of them, respectively.
***As of September 30, 2005, the Fund Complex consists of forty-one (41) portfolios. The following Trustees each received an additional payment of up to $1,500 as an annual Advisory Council stipend: Dr. Mollner, Messrs. Baird, Davie and Silby, Ms. Adamson, Ms. Jones and Rev. Morris.
****Calvert Conservative Allocation Fund and Calvert Moderate Allocation Fund each commenced operations on April 29, 2005. Calvert Aggressive Allocation Fund commenced operations on June 30, 2005.
22
=========================================================================
CALVERT SOCIAL INDEX SERIES, INC.
| Rebecca Adamson | Richard L. Baird, Jr. | Frederick A. Davie, Jr. | John G. Guffey, Jr. | |||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | |
Calvert Social Index Fund | $1,000 | $400 | $1,000 | $500 | $1,000 | $313 | $1,000 | $325 | |
Total Compensation from Fund Complex*** | $50,000 | $64,935 | $41,000 | $79,000 | |||||
| Joy V. Jones | Terrence J. Mollner, Ed.D. | Sydney Amara Morris | Barbara J. Krumsiek* | ||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) |
Calvert Social Index Fund | $1,000 | $1,000 | $1,000 | $0 | $1,000 | $0 | $0 | $0 |
Total Compensation from Fund Complex*** | $53,000 | $60,000 | $51,400 | $0 | ||||
| D. Wayne Silby, Esq.* | |
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** |
Calvert Social Index Fund | $1,000 | $763 |
Total Compensation from Fund Complex*** | $93,750 | |
*Ms. Krumsiek is an interested person of the Funds since she is an Officer and Director of the Advisor and its affiliates. Mr. Silby is an interested person of the Funds since he is a Director of the parent company of the Advisor.
**Ms. Adamson, Ms. Jones, Rev. Morris and Messrs. Baird, Davie, Guffey and Silby have chosen to defer a portion of their compensation. As of September 30, 2005, total deferred compensation for service on all applicable Calvert Fund Boards, including dividends and capital appreciation, was $135,576.79; $231,291.94; $68,702.83; $62,967.18; $50,814.80; $222,670.72; and $268,904.83 for each of them, respectively.
***As of September 30, 2005 the Fund Complex consists of forty-one (41) portfolios.
23
=========================================================================
CALVERT WORLD VALUES FUND, INC.
| John G. Guffey, Jr. | Terrence J. Mollner, Ed.D. | Rustum Roy | Tessa Tennant | ||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** |
Calvert Capital Accumulation Fund | $4,184 | $1,381 | $5,673 | $0 | $4,072 | $0 | $4,021 | $4,021 |
CWVF International Equity Fund | $9,120 | $3,328 | $13,327 | $0 | $9,428 | $0 | $9,479 | $9,479 |
Total Compensation from Fund Complex | $79,000 | $60,000 | $13,500 | $13,500 | ||||
| Barbara J. Krumsiek* | D. Wayne Silby, Esq.* | ||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** |
Calvert Capital Accumulation Fund | *0 | *0 | $3,426 | $3,186 |
CWVF International Equity Fund | *0 | $0 | $8,863 | $6,640 |
Total Compensation from Fund Complex*** | $0 | $93,750 | ||
*Ms. Krumsiek is an interested person of the Funds since she is an Officer and Director of the Advisor and its affiliates. Mr. Silby is an interested person of the Funds since he is a Director of the parent company of the Advisor.
**Ms. Tennant and Messrs. Guffey and Silby have chosen to defer a portion of their compensation. As of September 30, 2005, total deferred compensation for service on all applicable Calvert Fund Boards, including dividends and capital appreciation, was $128,934.52; $222,670.72; and $268,904.83 for each of them, respectively.
***As of September 30, 2005, the Fund Complex consists of forty-one (41) portfolios.
24
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CALVERT IMPACT FUND, INC.
| Rebecca Adamson | Miles Douglas Harper, III | Joy V. Jones | Barbara J. Krumsiek* | ||||
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation) |
Calvert Large Cap Growth Fund | $9,830 | $3,932 | $9,830 | $9,830 | $9,830 | $9,830 | $0 | $0 |
Calvert Mid Cap Value Fund | $74 | $30 | $74 | $74 | $74 | $74 | $0 | $0 |
Calvert Small Cap Value Fund | $96 | $38 | $96 | $96 | $96 | $96 | $0 | $0 |
Total Compensation from Fund Complex*** | $50,000 | $10,000 | $53,000 | $0 | ||||
| D. Wayne Silby, Esq.* | |
Fund Name | Aggregate Compensation (includes deferred compensation) | Pension or Retirement Benefits (i.e., deferred compensation)** |
Calvert Large Cap Growth Fund | $9,830 | $7,421 |
Calvert Mid Cap Value Fund | $74 | $57 |
Calvert Small Cap Value Fund | $96 | $73 |
Total Compensation from Fund Complex*** | $93,750 | |
*Ms. Krumsiek is an interested person of the Funds since she is an Officer and Director of the Advisor and its affiliates. Mr. Silby is an interested person of the Funds since he is a Director of the parent company of the Advisor.
**Ms. Adamson and Ms. Jones and Messrs. Harper and Silby have chosen to defer a portion of their compensation. As of September 30, 2005, total deferred compensation for service on all applicable Calvert Fund Boards, including dividends and capital appreciation, was $135,576.79; $231,291.94; $46,803.88; and $268,904.83; for each of them, respectively.
*** As of September 30, 2005, the Fund Complex consists of forty-one (41) portfolios.
25
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Recommendation
Each Fund's Board recommends that you vote FOR each of its Trustees/Directors listed above.
OTHER BUSINESS
The Boards do not intend to present any other business at the Special Meeting. If, however, any other matters are properly brought before the meeting, William M. Tartikoff, Esq. and Barbara J. Krumsiek will vote on the matters in accordance with their judgment.
INDEPENDENT PUBLIC ACCOUNTANTS
The Audit Committee and the Board of Directors/Trustees of each Fund have approved KPMG LLP ("KPMG") as the independent public accountants for the Fund's fiscal year ending September 30, 2005. Representatives of KPMG are not expected to be present at the Special Meeting, but will have the opportunity to make a statement if they desire to do so. Such representatives will be available if any matter requiring KPMG's presence arises.
Each Fund's Audit Committee is required to pre-approve all audit and non-audit services provided by the independent public accountants to the Fund, to the Advisor, or any entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Fund. In determining whether to pre-approve non-audit services, each Fund's Audit Committee considers whether the services are consistent with maintaining the independence of its independent public accountants. Each Fund's Audit Committee may delegate its authority to pre-approve certain matters to one or more of its members. In this regard, the Audit Committee for each of CSIF, CSIS and CIF has delegated pre-approval authority to the Audit Committee Chair jointly with another Committee member with respect to non-audit services not exceeding $25,000 in each instance. The Audit Committee for CIF has delegated pre-approval authority to the Audit Committee Chair with respect to non-audit services not exceeding $2 5,000 in each instance. In addition, the Audit Committee for each Fund has pre-approved the retention of the Fund's independent public accountants to provide certain tax-related services related to the tax treatment and tax accounting of newly acquired securities, upon request by the Advisor in each instance.
The following reflects the fees billed in each of the last two fiscal years for professional services rendered by KPMG.
Calvert Social Investment Fund
Fiscal YearEnded 9/30/05 | Fiscal YearEnded 9/30/04 | |||
$ | %* | $ | % * | |
(a) Audit Fees | $106,150 | 0% | $67,650 | 0% |
(b) Audit-Related Fees | $0 | 0% | $0 | 0% |
(c) Tax Fees (tax return preparation and filing for CSIF) | $21,120 | 0% | $11,550 | 0% |
(d) All Other Fees | $0 | 0% | $0 | 0% |
Total | $127,270 | 0% | $79,200 | 0% |
* Percentage of fees approved by CSIF's Audit Committee pursuant to (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (statutory de minimis waiver of Committee's pre-approval requirement).
26
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Calvert Social Index Series, Inc.
Fiscal Year Ended 9/30/05 | Fiscal Year Ended 9/30/04 | |||
$ | %* | $ | % * | |
(a) Audit Fees | $13,750 | 0% | $12,650 | 0% |
(b) Audit-Related Fees | $0 | 0% | $0 | 0% |
(c) Tax Fees (tax return preparation and filing for CSIS) | $2,640 | 0% | $2,310 | 0% |
(d) All Other Fees | $0 | 0% | $0 | 0% |
Total | $16,390 | 0% | $14,960 | 0% |
* Percentage of fees approved by Audit Committee of CSIS pursuant to (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (statutory de minimis waiver of Committee's pre-approval requirement).
Calvert World Values Fund, Inc.
Fiscal Year Ended 9/30/05 | Fiscal Year Ended 9/30/04 | |||
$ | %* | $ | % * | |
(a) Audit Fees | $32,010 | 0% | $29,700 | 0% |
(b) Audit-Related Fees | $0 | 0% | $0 | 0% |
(c) Tax Fees (tax return preparation and filing for CWVF) | $5,280 | 0% | $4,620 | 0% |
(d) All Other Fees | $0 | 0% | $0 | 0% |
Total | $37,290 | 0% | $34,320 | 0% |
*Percentage of fees approved by CWVF's Audit Committee pursuant to (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (statutory de minimis waiver of Committee's pre-approval requirement).
Calvert Impact Fund, Inc.
Fiscal Year Ended 9/30/05 | Fiscal Year Ended 9/30/04 | |||
$ | %* | $ | % * | |
(a) Audit Fees | $36,850 | 0% | $13,750 | 0% |
(b) Audit-Related Fees | $0 | 0% | $0 | 0% |
(c) Tax Fees (tax return preparation and filing for CIF) | $7,920 | 0% | $5,060 | 0% |
(d) All Other Fees | $0 | 0% | $0 | 0% |
Total | $44,770 | 0% | $18,810 | 0% |
* Percentage of fees approved by CIF's Audit Committee pursuant to (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (statutory de minimis waiver of Committee's pre-approval requirement).
27
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Aggregate Non-Audit Fees to the Funds, the Advisor and Advisor Affiliates
The aggregate non-audit fees billed by KPMG for services rendered to each Fund, and rendered to the Advisor, and any entity controlling, controlled by, or under common control with the Advisor that provides ongoing services to the Fund for each of the last two fiscal years of the Fund:
Fiscal Year Ended 9/30/05 | Fiscal YearEnded 9/30/04 | |||
$ | %* | $ | % * | |
$16,000 | 0%* | $0 | 0%* | |
* Percentage of fees approved by each Fund's Audit Committee pursuant to (c)(7)(i)(C) of Rule 2-01 of Regulation S-X (statutory de minimis waiver of Committee's requirement to pre-approve).
ANNUAL AND SEMI-ANNUAL REPORTS
The most recent audited Annual and Semi-Annual Reports to Shareholders of the Funds are incorporated by reference into this proxy statement.Copies of the most recent Annual or Semi-Annual Report may be obtained without charge if you:
- write to:
Calvert Family of Funds
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814 - call 800-368-2745
- visit Calvert's website at www.calvert.com
SHAREHOLDER PROPOSALS
The Funds are not required to hold annual shareholder meetings. A Fund shareholder who would like to submit proposals for consideration at the Fund's future shareholder meetings should send written proposals to the Calvert Legal Department, 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland 20814.
DELIVERY OF DOCUMENTS TO SHAREHOLDERS SHARING AN ADDRESS
Only one proxy statement is being delivered to multiple shareholders sharing an address unless the Fund has received contrary instructions. Upon written or oral request, a separate copy of the proxy statement will be delivered to shareholders at a shared address, to which a single copy of the documents was delivered. If you wish to receive a separate proxy statement, or wish to request a single copy of proxy statements in the future (if you are receiving multiple copies), contact the Fund as directed under "Annual and Semi-Annual Reports".
VOTING INFORMATION
Proxies are solicited initially by mail. Additional solicitations may be made by telephone, computer communications, facsimile or other such means, or by personal contact by officers or employees of Calvert and its affiliates or by Computershare Fund Services, a proxy soliciting firm retained for this purpose.By voting as soon as possible, you can save your Fund the expense of follow-up mailings and calls.The respective Funds will be responsible for the pro rata share of the solicitation costs (which include preparing, printing and mailing the proxy materials) estimated to cost approximately $561,600 in the aggregate.
A proxy may be revoked at any time before the meeting or during the meeting by oral or written notice to William M. Tartikoff, Esq., 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland 20814. Unless revoked, all valid proxies will be voted in accordance with the specification thereon or, in the absence of specification, for approval of the proposal.
28
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Provided that "Quorum" requirements (as defined below) are met, the twelve (12) individuals who receive a plurality of the votes cast by a Fund's shareholders will be elected to the Board of that Fund. All classes and Portfolios of a Fund vote together. "Quorum" means (i) for the Funds other than CSIF, the presence in person or by proxy of shareholders entitled to cast a majority of all of the votes entitled to be cast at the meeting; and (ii) for CSIF, the presence in person or by proxy of shareholders entitled to cast one-fourth of the total number of shares of the Fund entitled to vote at the meeting.
Any abstentions and broker non-votes will be counted as shares present for purposes of determining whether a quorum is present but will not be voted for or against any adjournment or proposal. A broker non-vote is when a broker holds the shares and the actual owner does not vote and the broker holding the shares does not have the authority to vote the shares. This means that abstentions and broker non-votes effectively will be a vote against adjournment or against any proposal where the required vote is a percentage of the shares present.
Shareholders of each Portfolio of record at the close of business on September 16, 2005 ("Record Date") are entitled to notice of and to vote at the Special Meeting or any adjournment thereof. Shareholders are entitled to one vote for each share held on that date. As of September 16, 2005, as shown on the books of the applicable Portfolio, there were issued and outstanding:
CSIF:
160,767,965.276 shares of CSIF Money Market Portfolio
20,286,051.475 shares of CSIF Balanced Portfolio
18,34311,697.98 shares of CSIF Bond Portfolio
34,572,164.225 shares of CSIF Equity Portfolio
3,915,570.067 shares of CSIF Enhanced Equity Portfolio
177,038.877 shares of Calvert Conservative Allocation Fund
555,454.551 shares of Calvert Moderate Allocation Fund
126,662.513 shares of Calvert Aggressive Allocation Fund
Total Fund Shares=238,744,604.964
CSIS:
5,056,761.232 shares of Calvert Social Index Fund
Total Fund Shares =5,056,761.232
CWVF:
20,636,941.584 shares of CWVF International Equity Fund
6,303,045.787 shares of Calvert Capital Accumulation Fund
Total Fund Shares =26,939,987.371
CIF:
18,248,372.437 shares of Calvert Large Cap Growth Fund
1,132,484.145 shares of Calvert Mid Cap Value Fund
1,261,124.300 shares of Calvert Small Cap Value Fund
Total Fund Shares =20,641,980.882
29
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As of the Record Date, the respective officers and Trustees/Directors of each Fund beneficially owned less than 1% of the outstanding shares of the respective Portfolios.
As of September 16, 2005, to the applicable Fund's knowledge, the following shareholders owned of record or beneficially 5% or more of the outstanding voting securities of the class of the Fund's Portfolio(s) as shown:
Fund Name/Portfolio |
|
Name and Address |
|
% of Ownership; Amount of Shares |
|
|
|
CSIF: |
|
|
|
CSIF Money Market Portfolio |
|
|
|
United Mine Workers of America | Fidelity Investments Institutional |
Cash Deferred Svgs TR of 1988 | Operations Co. as Agent for Certain Employee |
c/o Marc Clay | Benefit Plans |
2121 K St. NW | 100 Magellan Way # KWIC |
Washington, DC 20037-1801 | Covington, KY 41015 |
5.81% of Portfolio; 9,345,144.510 shares | 5.15% of Portfolio; 8,283,994.150 shares |
|
|
|
|
CSIF Balanced Portfolio |
|
|
|
Fidelity Investments Institutional | MLPF&S for the Sole Benefit of Its Customers |
Operations Co. as Agent for Certain Employee | Attn: Fund Administration |
Benefit Plans | 4800 Deer Lake Dr. E FL 3 |
100 Magellan Way # KWIC | Jacksonville, FL 32246-6484 |
Covington, KY 41015 | 9.18% of Class B; 93,645.073 shares |
8.03% of Class A; 1,469,802.088 shares |
|
|
|
MLPF&S for the Sole Benefit of Its Customers | Bank of New York Trust Co. NA Cust. |
Attn: Fund Administration 973U7 | FBO The Seattle Foundation |
4800 Deer Lake Dr. E FL 3 | Attn: Janine Barker |
Jacksonville, FL 32246-6484 | 601 Union Street, Ste. 520 |
15.26% of Class C; 141,972.901 shares | Seattle, WA 98101-2328 |
| 100% of Class I; 35,504.684 shares |
|
|
CSIF Bond Portfolio |
|
|
|
Charles Schwab & Co., Inc. | MLPF&S for the Sole Benefit of Its Customers |
Reinvest Account | Attn: Fund Administration 973U7 |
Attn: Mutual Fund Department | 4800 Deer Lake Dr. E FL 3 |
101 Montgomery Street | Jacksonville, FL 32246-6484 |
San Francisco, CA 94104-4122 | 13.13% of Class B; 151,004.699 shares |
18.40% of Class A; 2,639,086.175 shares |
|
|
|
MLPF&S for the Sole Benefit of Its Customers | Lutheran World Relief, Inc. |
Attn: Fund Administration 973U7 | 700 Light Street |
4800 Deer Lake Dr. E FL 3 | Baltimore, MD 21230-3850 |
Jacksonville, FL 32246-6484 | 6.48% of Class I; 108,335.701 shares |
21.64% of Class C; 255,741.409 shares |
|
30
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|
|
A. G. Edwards & Sons, Inc. | Fidelity Investments, Institutional Operations Co. |
FBO Fund for Center | As Agent for Certain Employee Benefit Plans |
A/C 0307-244977 | 100 Magellan Way #KW1C |
1 N. Jefferson Ave. | Covington, KY 41015-1999 |
St. Louis, MO 63103-2205 | 11.16% of Class I; 186,477.541 shares |
7.32% of Class I; 122,415.451 shares |
|
|
|
EDUCAP Inc. | Prudential Investment Management Service |
c/o Linda Skewes | FBO Mutual Fund Clients |
1676 International Drive, Ste. 501 | Attn: PruChoice Unit |
McLean, VA 22102-4847 | 100 Mullberry Street, 3 Gateway Center FLR 11 |
11.22% of Class I; 187,638.657 shares | Newark, NJ 07102-4000 |
| 15.45% of Class I; 258,249.565 shares |
|
|
MMATCO LLP Partnership | Calvert Distributors, Inc. |
P.O. Box 483 | Conservative Allocation |
Goshen, IN 46572 | Attn: Corp. Accounting |
19.13% of Class I; 319,827.120 shares | 4550 Montgomery Ave. |
| Bethesda, MD 20814 |
Calvert Distributors, Inc. | 6.97% of Class I; 116,446.827 shares |
Moderate Allocation |
|
Attn: Corp. Accounting |
|
4550 Montgomery Ave. |
|
Bethesda, MD 20814 |
|
11.18% of Class I; 186,928.818 shares |
|
|
|
|
|
CSIF Equity Portfolio |
|
|
|
Charles Schwab & Co., Inc. | MLPF&S for the Sole Benefit of Its Customers |
Reinvest Account | Attn: Fund Administration |
Attn: Mutual Fund Department | 4800 Deer Lake Dr. E FL 3 |
101 Montgomery Street | Jacksonville, FL 32246-6484 |
San Francisco, CA 94104-4122 | 9.95% of Class B; 320,460.132 shares |
8.02% of Class A; 1,940,694.815 shares |
|
|
|
MLPF&S for the Sole Benefit of Its Customers | National Financial SER Corp. |
Attn: Fund Administration 976J0 | For the Excl Ben of Our Customers |
4800 Deer Lake Dr. E FL 3 | Attn: Mutual Fds Dept. 5th Fl |
Jacksonville, FL 32246-6484 | 200 Liberty Street 1 World Fin Ctr |
17.4% of Class C; 608,625.850 shares | New York, NY 10281 |
| 12.03% of Class I; 440,343.819 shares |
|
|
AIG Federal Savings Bank | Bost & Co. |
Custodian FBO Baptist Health South Florida, Inc. | A/C PCFF2307002 |
403(b) Employee Retirement Plan | c/o Mutual FDS OPS |
2929 Allen Parkway L3-00 | P.O. Box 3198 |
Houston, TX 77019-7100 | Pittsburgh, PA 15230-3198 |
9.14% of Class I; 334,419.033 shares | 8.82% of Class I; 322,819.357 shares |
|
|
Caritas Insurance Co. Ltd. | Saint Raphael Master Retirement Trust |
c/o Finance Dept., Hospital of Saint Raphael TTEE | U/A 09/30/02 |
31
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|
|
New Haven, CT 06511-4405 | New Haven, CT 06511-4405 |
9.86% of Class I; 360,866.667 shares | 6.88% of Class I; 251,708.968 shares |
|
|
State of Wisconsin Deferred Compensation Plan | Daniel W. Boone, III |
c/o IPO Portfolio Accounting | Atlanta, GA 30327-2712 |
P.O. Box 182029 | 5.04% of Class I; 184,311.680 shares |
Columbus, OH 43218-2029 |
|
9.64% of Class I; 352,653.665 shares |
|
|
|
CSIF Enhanced Equity Portfolio |
|
|
|
Charles Schwab & Co. Inc. | Ameritas Life Insurance Corp. |
Reinvest Account | P.O. Box 81889 |
Attn: Mutual Fund Department | Lincoln, NE 68501-1889 |
101 Montgomery Street | 15.15% of Class A; 442,384.667 shares |
San Francisco, CA 94104-4122 |
|
14.85% of Class A; 433,689.842 shares |
|
|
|
MLPF&S for the Sole Benefit of Its Customers | NFS LLC FEBO |
Attn: Fund Administration 973U7 | NCCF General Trust |
4800 Deer Lake Dr. E FL 3 | 6301 Greentree Road |
Jacksonville, FL 32246-6484 | Bethesda, MD 20817-3368 |
9.26% of Class B; 48,050.841 shares | 6.98% of Class C; 29,087.763 shares |
|
|
MLPF&S for the Sole Benefit of Its Customers | Calvert Distributors, Inc. |
Attn: Fund Administration 973U7 | Conservative Allocation |
4800 Deer Lake Dr. E FL 3 | Attn: Corp. Accounting |
Jacksonville, FL 32246-6484 | 4550 Montgomery Ave. |
17.84% of Class C; 74,372.975 shares | Bethesda, MD 20814 |
| 12.48% of Class I; 7,403.985 shares |
|
|
Calvert Distributors, Inc. | Calvert Distributors, Inc. |
Moderate Allocation | Aggressive Allocation |
Attn: Corp. Accounting | Attn: Corp. Accounting |
4550 Montgomery Ave. | 4550 Montgomery Ave. |
Bethesda, MD 20814 | Bethesda, MD 20814 |
71.45% of Class I; 42,388.876 shares | 16.07% of Class I; 9,534.787 shares |
|
|
Calvert Conservative Allocation Fund |
|
|
|
Calvert Distributors, Inc. | IRA R/O Florence Barrera |
Attn: Corporate Accounting | AFSB Custodian |
4550 Montgomery Avenue | 78 Saint Francis Way |
Suite 1000N | Salinas, CA 93906 |
Bethesda, MD 20814-3363 | 10.98% of Class A; 12,828.473 shares |
28.58% of Class A; 33,402.812 shares |
|
|
|
Calvert Distributors, Inc. | Pershing LLC |
Attn: Corporate Accounting | Attn: Corporate Accounting |
4550 Montgomery Avenue | P.O. Box 2052 |
Suite 1000N | Jersey City, NJ 07303-2052 |
Bethesda, MD 20814-3363 | 5.42% of Class C; 3,259.452 shares |
55.44% of Class C; 33,362.063 shares |
|
32
=========================================================================
|
|
Pershing LLC | Morgan Stanley DW Inc. |
Attn: Corporate Accounting | Cust for Hannah Quinn-Bleacher |
P.O. Box 2052 | P.O. Box 250 |
Jersey City, NJ 07303-2052 | New York, NY 10008 |
5.07% of Class C; 3,053.255 shares | 5.17% of Class C; 3,111.239 shares |
|
|
NFS LLC FEBO |
|
Junia Oliansky |
|
Brooklyn, NY 11230-5667 |
|
7.62% of Class I; 4,584.152 shares |
|
|
|
|
|
Calvert Moderate Allocation Fund |
|
|
|
Calvert Distributors, Inc. | MLPF&S for the Sole Benefit of Its Customers |
Attn: Corporate Accounting | Attn: Fund Administration 973U7 |
4550 Montgomery Avenue | 4800 Deer Lake Dr. E FL 3 |
Suite 1000N | Jacksonville, FL 32246-6484 |
Bethesda, MD 20814-3363 | 6.18% of Class C; 7,316.666 shares |
7.63% of Class A; 33,350.917 shares |
|
|
|
Calvert Distributors, Inc. | David L. Eastman |
Attn: Corporate Accounting | Cecilia A. Eastman JT Wros |
4550 Montgomery Avenue | State College, PA 16803 |
Suite 1000N | 8.10% of Class C; 9,584.665 shares |
Bethesda, MD 20814-3363 | |
28.17% of Class C; 33,333.333 shares | |
Calvert Aggressive Allocation Fund | |
|
|
Calvert Distributors, Inc. | Martha M Cain |
Attn: Corporate Accounting | TSA Plan AFSB, Custodian |
4550 Montgomery Avenue | Berkeley CA 94705 |
Suite 1000N | 7.63% of Class A; 5,661.331 shares |
Bethesda, MD 20814-3363 | |
44.92% of Class A; 33,333.333 shares | |
Morgan Stanley DW Inc. | NFS LLC FEBO |
Cust for Robert C Freese | Bradford Needham / Linda Needham |
P.O. Box 250 Church St. Station | P.O. Box 1519 |
New York, NY 10008 | North Plains, OR 97133 |
5.31% of Class A; 3,941.334 shares | 8.50% of Class A; 6,309.148 shares |
|
|
Calvert Distributors, Inc. | First Clearing, LLC |
Attn: Corporate Accounting | A/C 5116-7845 |
4550 Montgomery Avenue | Barbara E Lee |
Suite 1000N | Eugene, OR 97405 |
Bethesda, MD 20814-3363 | 19.95% of Class C; 10,465.116 shares |
63.54% of Class C; 33,333.333 shares | |
Robert W. Baird & Co. | LPL Financial Services |
A/C 7826-5624 | A/C 3926-8627 |
77 East Wisconsin Ave. | 9785 Towne Center Dr |
33
=========================================================================
Milwaukee, WI 53202 | San Diego, CA 92121 |
9.72% of Class C; 5,101.576 shares | 5.10% of Class C; 2,677.043 shares |
Natasha B Suter | |
Ithaca, NY 14850-6001 | |
5.53% of Class A; 4,106.128 shares | |
CSIS: | |
CSIS Calvert Social Index Fund | |
|
|
Ameritas Life Insurance Corp. | Charles Schwab & Co. Inc. |
P.O. Box 81889 | Reinvest Acct |
Lincoln, NE 68501-1889 | Attn: Mutual Fund Department |
20.18% of Class A; 791,307.034 shares | 101 Montgomery Street |
San Francisco, CA 94104-4122 | |
16.13% of Class A; 632,587.234 shares | |
MLPF&S for the Sole Benefit of Its Customers | MLPF&S for the Sole Benefit of Its Customers |
Attn: Fund Administration 973U7 | Attn: Fund Administration 973U7 |
4800 Deer Lake Dr. E FL 3 | 4800 Deer Lake Dr E FL 3 |
Jacksonville, FL 32246-6484 | Jacksonville, FL 32246-6484 |
16.54% of Class B; 70,556.695 shares | 27.21% of Class C; 138,711.080 shares |
|
|
Ronald Alexander & Lisa Kaiser | National Financial Services Corp. |
TTEES Union Benefits Trust | For the Exclusive Benefit of Our Customers |
UA | Attn: Mutual Funds Dept., Fifth Floor |
Westerville, OH 43082-8329 | 200 Liberty Street, 1 World Financial Center |
53.10% of Class I; 105,644.600 shares | New York, NY 10281-1003 |
| 6.56% of Class I; 13,057.388 shares |
|
|
Calvert Distributors, Inc. | Calvert Distributors, Inc. |
Moderate Allocation | Conservative Allocation |
Attn: Corporate Accounting | Attn: Corporate Accounting |
4550 Montgomery Avenue | 4550 Montgomery Avenue |
Bethesda, MD 20814-3363 | Bethesda, MD 20814-3363 |
26.71% of Class I; 53,152.364 shares | 7.20% of Class I; 14,321.335 shares |
|
|
Calvert Distributors, Inc. |
|
Aggressive Allocation |
|
Attn: Corporate Accounting |
|
4550 Montgomery Avenue |
|
Bethesda, MD 20814-3363 |
|
6.43% of Class I; 12,796.329 shares |
|
|
|
34
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|
|
CWVF: |
|
|
|
CWVF International Equity Fund |
|
|
|
Charles Schwab & Co. Inc. | Exchange Bank Trust Accounts |
Reinvest Account | Personal Trust Accounts |
Attn: Mutual Fund Department | P.O. Box 208 |
101 Montgomery Street | Santa Rosa, CA 95402-0208 |
San Francisco, CA 94104-4122 | 5.79% of Class C; 72,494.279 shares |
17.6% of Class A; 2,538,894.326 shares |
|
|
|
MLPF&S for the Sole Benefit of Its Customers | Fortis Global Custody Services NV |
Attn: Fund Administration | Brokerage & Derivatives A 08.02.13 |
4800 Deer Lake Dr. E FL 3 | Rokin 55 1012 Amsterdam, Netherlands |
Jacksonville, FL 32246-6484 | 6.37% of Class I; 266,940.452 shares |
13.13% of Class C; 164,393.678 shares |
|
|
|
National Financial Services Corp. | G. James Roush TTEE |
For the Exclusive Benefit of Our Customers | UA DTD 01/03/1986 |
Attn: Mutual Funds Dept., Fifth Floor | Bellevue, WA 98009-3123 |
200 Liberty Street, 1 World Financial Center | 22.28% of Class I; 226,940.037 shares |
New York, NY 10281-1003 |
|
46.62% of Class I; 1,953,977.523 shares |
|
|
|
|
|
Calvert Capital Accumulation Fund |
|
|
|
Charles Schwab & Co., Inc. | MLPF&S for the Sole Benefit of Its Customers |
Reinvest Account | Attn: Fund Administration 97FT6 |
Attn: Mutual Fund Department | 4800 Deer Lake Dr E FL 3 |
101 Montgomery Street | Jacksonville, FL 32246-6484 |
San Francisco, CA 94104-4122 | 11.46% of Class C; 76,231 shares |
5.38% of Class A; 256,598.460 shares |
|
|
|
Prudential Investment Management Service | Calvert Distributors, Inc. |
FBO Mutual Fund Clients | Moderate Allocation |
Attn: PruChoice Unit | Attn: Corporate Accounting |
100 Mullberry Street, 3 Gateway Center FLR 11 | 4550 Montgomery Avenue |
Newark, NJ 07102-4000 | Bethesda, MD 20814-3363 |
80.71% of Class I; 82,669.134 shares | 10.20% of Class I; 10,444.910 shares |
|
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|
|
CIF: |
|
|
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Calvert Large Cap Growth Fund |
|
|
|
Charles Schwab & Co. Inc. | MLPF&S for the Sole Benefit of Its Customers |
Reinvest Account | Attn: Fund Administration 973U7 |
Attn: Mutual Fund Department | 4800 Deer Lake Dr. E FL 3 |
101 Montgomery Street | Jacksonville, FL 32246-6484 |
San Francisco, CA 94104-4122 | 5.23% of Class B; 54,929.765 shares |
33.76% of Class A; 4,151,681.796 shares |
|
35
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MLPF&S for the Sole Benefit of Its Customers | Reliance Trust Co. |
Attn: Fund Administration 973U7 | FBO Lifestyle 12 |
4800 Deer Lake Dr. E FL 3 | PO Box 48529 |
Jacksonville, FL 32246-6484 | Atlanta, GA 30362-1529 |
19.86% of Class C; 274,639.389 shares | 20.25% of Class I; 712,743.785 shares |
|
|
SEI Private Trust Co. | Charles Schwab & Co. Inc. |
c/o HSBC | Reinvest Account |
One Freedom Valley Dr. | Attn: Mutual Fund Department |
Oaks, PA 19456 | 101 Montgomery Street |
5.04% of Class I; 117,345.816 shares | San Francisco, CA 94104-4122 |
| 24.14% of Class I; 849,512.533 shares |
|
|
David V. Mastran | Prudential Investment Management Service |
Great Falls, VA 22066-3218 | Sevice FBO Mutual Fund Clients |
5.03% of Class I; 177,015.015 shares | Attn: PruChoice Unit, |
| 100 Mullberry Street, 3 Gateway Center FLR 11 |
| Newark, NJ 07102-4000 |
National Financial SER Corp. | 7.01% of Class I; 246,803.381 shares |
For the Excl Ben of Our Customers |
|
Attn Mutual Fds Dept. 5th fl |
|
200 Liberty Street, 1 World Fin Ctr |
|
New York, NY 10281 |
|
22.44% of Class I; 789996.726 shares |
|
|
|
Calvert Small Cap Value Fund |
|
|
|
Davenport & Company LLC | Charles Schwab & Co., Inc. |
Florence M. Fiscella GST Trust | Reinvest Account |
u/a DTD 10/30/98 | Attn: Mutual Fund Department |
2013 Cunningham Dr. Suite 301 | 101 Montgomery Street |
Hampton VA 23666-3306 | San Francisco, CA 94104-4122 |
6.08% of Class A; 69,847.740 shares | 29.58% of Class A; 339,697.320 shares |
|
|
Pershing LLC | Pershing LLC |
Attn: Corporate Accounting | Attn: Corporate Accounting |
P.O. Box 2052 | P.O. Box 2052 |
Jersey City, NJ 07303-2052 | Jersey City, NJ 07303-2052 |
10.41% of Class C; 1,008.192 shares | 18.26% of Class C; 1,767.701 shares |
|
|
First Clearing LLC A/C 4630-8397 | FBO Susan B. Adler |
Madelyn J. Postman | TSA Plan AFSB, Custodian |
Glen Alley VA 23060-9243 | Seattle, WA 98122-5224 |
8.44% of Class C; 816.910 shares | 7.71% of Class C; 746.213 shares |
|
|
Pershing LLC | FBO Elizabeth Barclay |
Attn: Corporate Accounting | 1998 Roth IRA AFSB Custodian |
P.O. Box 2052 | 1187 Coast Village Rd. Suite 1-481 |
Jersey City, NJ 07303-2052 | Santa Barbara, CA 93108-2737 |
7.26% of Class C; 702.748 shares | 7.06% of Class C; 683.843 shares |
|
|
36
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Angela M. Miller | Dennis Kessler TTEE |
Clinton R. Miller JTWROS | DAW Family Trust For Mindy |
Dallas, TX 75209 | UA DTD 09/30/1985 |
6.81% of Class C; 659.630 shares | San Anselmo, CA 94960-2917 |
| 61.79% of Class I; 63,572.791 shares |
|
|
National Investor Services FBO | Calvert Distributors, Inc. |
097-50000-19 | Moderate Allocation |
55 Water Street, 32nd Fl | Attn.: Corporate Accounting |
New York, NY 10041-3299 | 4550 Montgomery Avenue |
21.12% of Class I; 21,730.025 shares | Bethesda, MD 20814-3363 |
| 10.54% of Class I; 10,840.120 shares |
Calvert Distributors, Inc. |
|
Aggressive Allocation |
|
Attn: Corporate Accounting |
|
4550 Montgomery Avenue |
|
Bethesda, MD 20814-3363 |
|
6.55% of Class I; 6,740.701 shares |
|
|
|
|
|
Calvert Mid Cap Value Fund |
|
|
|
Charles Schwab & Co., Inc. | Pershing LLC |
Reinvest Account | Attn: Corporate Accounting |
Attn: Mutual Fund Department | P.O. Box 2052 |
101 Montgomery Street | Jersey City, NJ 07303-2052 |
San Francisco, CA 94104-4122 | 6.77% of Class C; 1,413.383 shares |
22.33% of Class A; 244,160.764 shares |
|
|
|
Pershing LLC | Raymond James & Assoc. |
Attn: Corporate Accounting | FBO Sutton Merrily |
P.O. Box 2052 | Bin# 48852363 |
Jersey City, NJ 07303-2052 | 880 Carillon Pkwy |
10.70% of Class C; 2,231.866 shares | St. Petersburg, FL 33716-1100 |
| 6.79% of Class C; 1,417.292 shares |
|
|
Calvert Distributors, Inc. | Calvert Distributors, Inc. |
Conservative Allocation | Aggressive Allocation |
Attn: Corporate Accounting | Attn: Corporate Accounting |
4550 Montgomery Avenue | 4550 Montgomery Avenue |
Bethesda, MD 20814-3363 | Bethesda, MD 20814-3363 |
18.69% of Class I; 3,359.565 shares | 23.25% of Class I; 4,179.365 shares |
|
|
Calvert Distributors, Inc. | Davenport & Company LLC |
Moderate Allocation | Florence M. Fiscella GST Trust |
Attn: Corporate Accounting | u/a DTD 10/30/98 |
4550 Montgomery Avenue | 2013 Cunningham Dr. Suite 301 |
Bethesda, MD 20814-3363 | Hampton, VA 23666-3306 |
58.06% of Class I; 10,438.469 shares | 5.15% of Class A; 56,284.422 shares |
37
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ADJOURNMENT
In the event that sufficient votes in favor of the proposal set forth in the Notice of Meeting and Proxy Statement are not received by the time scheduled for the Special Meeting, William M. Tartikoff, Esq. or Barbara J. Krumsiek may move one or more adjournments of the meeting to permit further solicitation of proxies with respect to any such proposal. Any such adjournment will require the affirmative vote of a majority of the shares present at the Special Meeting. Mr. Tartikoff and Ms. Krumsiek will vote in favor of such adjournment those shares that they are entitled to vote which have voted in favor of such proposal. They will vote against any such adjournment on behalf of those proxies that have voted against any such proposal.
Advisor
Calvert Asset Management Company, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
Principal Underwriter
Calvert Distributors, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
Administrator
Calvert Administrative Services Company, Inc.
4550 Montgomery Avenue
Suite 1000N
Bethesda, Maryland 20814
38
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<PAGE>
==========================================================================
EVERY SHAREHOLDER'S VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
THREE CONVENIENT WAYS TO VOTE YOUR PROXY.
You can vote your proxies over the Internet, by telephone or by fax -- it's easy and confidential.
INTERNET, TELEPHONE AND FAX VOTING ARE AVAILABLE 24 HOURS A DAY, SEVEN DAYS A WEEK.
If you are voting by Internet, telephone or fax, you should NOT mail your proxy card.
Vote by Internet:
- Read the proxy statement and have your proxy card available.
- Go to https://vote.proxy-direct.com and follow the on screen directions.
Vote by Telephone:
- Read the proxy statement and have your proxy card available.
- Call toll free 1-866-241-6192 and follow the recorded instructions provided to cast your vote.
Vote by Fax:
- Read the proxy statement and have your proxy card available.
- Fax your executed proxy to us toll free at 1-888-796-9932 anytime.
You may receive additional proxies for other accounts. These are not duplicates; you should sign and return each proxy in order for your votes to be counted.
Please detach at perforation before mailing.
PROXY
CALVERT SOCIAL INVESTMENT FUND PROXY
CALVERT SOCIAL INDEX SERIES, INC.
CALVERT WORLD VALUES FUND, INC.
CALVERT IMPACT FUND, INC.
JOINT SPECIAL MEETING OF SHAREHOLDERS to be held December 2, 2005
The accompanying proxy statement is being furnished in connection with the solicitation of proxies by the Board of Trustees/Directors of the Funds (the "Boards") to be used at the Joint Special Meeting of Shareholders (the "special meeting"). The Special Meeting will be held in the Tenth Floor Conference Room of Calvert Group, Ltd., Air Rights North Tower, 4550 Montgomery Avenue, Suite 1000N, Bethesda, Maryland at 9:00 a.m. on Friday, December 2, 2005, or at such later time or date made necessary by adjournment for the purpose set forth in the Notice of Meeting.
VOTE VIA THE INTERNET: https://vote.proxy-direct.com
VOTE VIA THE TELEPHONE: 1-866-241-6192
Note: Please sign exactly as name or names appear hereon. Joint owners should each sign personally. When signing as attorney, executor, administrator, trustee or guardian, please give full title as such. If a corporation, please sign in corporate name by President or other authorized officer. If a partnership, please sign in partnership name by authorized person.
__________________________________________________
Shareholder sign here
__________________________________________________
Co-owner sign here
__________________________________________________
Date
PLEASE MARK, SIGN, DATE AND RETURN THIS PROXY PROMPTLY USING THE ENCLOSED ENVELOPE.
EVERY SHAREHOLDER'S VOTE IS IMPORTANT!
VOTE THIS PROXY CARD TODAY!
Please detach at perforation before mailing.
PORTFOLIO | PORTFOLIO |
Calvert Social Investment Fund Money Market Portfolio | Calvert Conservative Allocation Fund |
Calvert Social Investment Fund Bond Portfolio | Calvert Moderate Allocation Fund |
Calvert Social Investment Fund Balanced Portfolio | Calvert Aggressive Allocation Fund |
Calvert Social Investment Fund Equity Portfolio | Calvert Small Cap Value Fund |
Calvert Social Investment Fund Enhanced Equity Portfolio | Calvert Mid Cap Value Fund |
Calvert World Values International Equity Fund | Calvert Large Cap Growth Fund |
Calvert Capital Accumulation Fund | Calvert Social Index Fund |
THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED BELOW AND, ABSENT DIRECTION, WILL BE VOTED FOR THE PROPOSAL LISTED BELOW. THIS PROXY WILL BE VOTED IN ACCORDANCE WITH THE HOLDER'S BEST JUDGMENT AS TO ANY OTHER MATTER.
PLEASE MARK BOXES BELOW IN BLUE OR BLACK INK AS FOLLOWS. Example:
1. To elect Trustees/Directors: |
| |
01. Rebecca Adamson | 02. Richard L. Baird, Jr. | 03. Frederick A. Davie, Jr. |
04. John Guffey, Jr. | 05. Miles Douglas Harper, III | 06. Joy V. Jones |
07. Terrence J. Mollner, Ed.D. | 08. Sydney Amara Morris | 09. Rustum Roy |
10. Tessa Tennant | 11. Barbara J. Krumsiek | 12. D. Wayne Silby, Esq. |
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FOR | WITHHOLD | FOR ALL |
ALL | ALL | EXCEPT |
_______ | _______ | _______ |
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To withhold your vote from any individual nominee, mark the "For All Except" box and write the nominee's number on the line provided below.
________________________________________________________________________________