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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-CSR
CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES
Investment Company Act file number 811-08448
Pioneer Emerging Markets Fund
(Exact name of registrant as specified in charter)
60 State Street, Boston, MA 02109
(Address of principal executive offices) (ZIP code)
Dorothy E. Bourassa, Pioneer Investment Management, Inc.,
60 State Street, Boston, MA 02109
(Name and address of agent for service)
Registrant's telephone number, including area code: (617) 742-7825
Date of fiscal year end: November 30
Date of reporting period: December 1, 2005 through November 30, 2006
Form N-CSR is to be used by management investment companies to file reports with
the Commission not later than 10 days after the transmission to stockholders of
any report that is required to be transmitted to stockholders under Rule 30e-1
under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may
use the information provided on Form N-CSR in its regulatory, disclosure review,
inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-CSR,
and the Commission will make this information public. A registrant is not
required to respond to the collection of information contained in Form N-CSR
unless the Form displays a currently valid Office of Management and Budget
("OMB") control number. Please direct comments concerning the accuracy of the
information collection burden estimate and any suggestions for reducing the
burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW,
Washington, DC 20549-0609. The OMB has reviewed this collection of information
under the clearance requirements of 44 U.S.C. ss. 3507.
ITEM 1. REPORTS TO SHAREOWNERS.
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PIONEER
-----------
EMERGING
MARKETS
FUND
Annual
Report
11/30/06
[Logo]PIONEER
Investments(R)
Table of Contents
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Letter to Shareowners 2
Portfolio Management Discussion 4
Portfolio Summary 8
Prices and Distributions 9
Performance Update 10
Comparing Ongoing Fund Expenses 15
Schedule of Investments 17
Financial Statements 26
Notes to Financial Statements 35
Report of Independent Registered Public Accounting Firm 45
Factors Considered by the Independent Trustees in Approving
the Management Contract 46
Trustees, Officers and Service Providers 52
President's
Dear Shareowner:
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Mature and emerging market economies around the world showed moderate
improvement after a flat second quarter. The United States saw some resurgence
of growth, which we expect to continue through the fourth quarter of 2006 and
into 2007, although this growth may be slow with housing sector measures down in
recent months. While inflation pressures have risen slightly in recent months,
we believe the United States may now be at the end of the Fed's monetary
tightening cycle. Mature economies, led by Japan, remain firm as do European
economic prospects with strong GDP data reflecting the broad-based strength seen
in crucial indicators.
U.S. economic growth was back on track after lackluster market results prior to
Labor Day. Consumer spending rose with receding gas prices, just in time for the
back-to-school season, which retailers now consider the second most lucrative
period after the Christmas season. U.S. economic growth is in line with our
projections. We expect U.S. GDP to finish with a level of around 3.0% for 2006.
In our view, the pace of corporate earnings growth should slow amid pressure
from high raw materials costs and moderating economic growth. However, modest
U.S. dollar depreciation and improving growth overseas should offer some support
to U.S. earnings.
The European economy continues to improve and appears to be at its healthiest in
six years, with business confidence showing improvement across sectors and
consumers becoming more optimistic. While business sentiment indicators have had
a tendency to over-estimate growth in recent years, broad-based improvements
across countries since 2005 are a sign that European economic growth should
continue through 2006.
The positive long-term drivers of emerging markets remain in place: improving
domestic growth and inflation stability; structural reform; debt sustainability,
and favorable demographics. Together, the emerging markets' current account
surplus is at record highs, while external debt as a percentage of GDP is at its
lowest since 1991.
At its final meeting of 2006, the Federal Reserve kept interest rates unchanged
for the fourth straight time as worries about inflation continued to trump
concerns about the slowing economy. Despite inflation pressures seen by the Fed,
central bank counterparts in developed
2
Letter
economies will most likely follow the lead of keeping interest rates mostly
unchanged. U.S. economic growth is expected to remain positive, as it should
among the developed nations through the end of 2006. Any further geopolitical
issues and rising energy prices could lead to deceleration, but not a derailment
from the current healthy pace of economic growth, as investment is expected to
remain robust, benefiting from sustained internal and international demand
worldwide.
Our cautiously optimistic outlook reinforces the importance of Pioneer's message
that investors should remain diversified, take a long-term view, and base
investment decisions on economic and market fundamentals, rather than on
emotion. Our investment philosophy and approach continue to be based on the use
of fundamental research to identify a range of opportunities that offer an
attractive balance of risk and reward to help Fund shareowners work toward their
long-term goals.
Respectfully,
/s/ Osbert M. Hood
Osbert M. Hood, President
Pioneer Investment Management, Inc.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Please consider the Fund's investment objectives, risks, charges and expenses.
Contact your advisor or Pioneer investments for a prospectus containing this
information. Please read the information carefully.
3
Pioneer Emerging Markets Fund
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PORTFOLIO MANAGEMENT DISCUSSION 11/30/06
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The Fund outperformed both its benchmark and its peer group during the past
year. The Class A shares of the Fund produced a total return of 36.84% at net
asset value for the 12-month period ended November 30, 2006, outpacing the
34.48% return of the MSCI Emerging Markets Index. The Fund's Class A shares also
outperformed the 33.47% average return of the 213 funds in their Lipper peer
group, Emerging Markets Funds.
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
In the following interview, Christopher Smart, Pioneer Emerging Market Fund's
Portfolio Manager, discusses the factors that influenced performance during the
12 months ended November 30, 2006.
Q: How did emerging markets equities perform during the reporting period?
A: Emerging markets stocks continued to build on the impressive rally that has
been in place since the fourth quarter of 2002. An extremely favorable
environment of solid global growth, stable interest rates, a strong
appetite for risk among investors, and abundant liquidity in the world
financial system have provided a firm foundation for performance.
Developments within the asset class itself have been equally positive.
Fiscal restraint by emerging market governments has resulted in lower debt,
falling interest rates, and in many cases, budget surpluses. On the
corporate level, robust profit growth and the spread of
shareholder-friendly management practices continue to be important themes.
These developments, in turn, have led to increased confidence and rising
participation among overseas investors. Additionally, robust economic
growth has led to the growth of a middle class - along with rising consumer
spending - in countries that in the past relied solely on exports to fuel
their economies.
This powerful combination of a favorable external environment and positive
changes on the local level is reflected in the emerging markets' long-term
returns. The Fund's benchmark - the MSCI
4
Pioneer Emerging Markets Fund
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Emerging Markets Index - is now well ahead of the developed markets index
(as measured by the MSCI World Index) over the one-, three-, five- and
ten-year December 31, 2006:
1-year 3-year 5-year 10-year
-------- -------- -------- --------
MSCI Emerging Markets Index 34.38% 32.11% 27.80% 8.97%
MSCI World Index 20.87% 16.80% 10.18% 7.69%
Past performance is no guarantee of future results.
Q: How would you characterize the Fund's performance during the past year?
A: We believe the Fund's strong performance is a validation of our investment
process. To review, we combine top-down country analysis - which is
designed to identify the most attractive markets within the asset class -
with bottom-up fundamental research that seeks to identify companies that
are undervalued relative to their growth prospects. This approach has
worked well over time: the Class A shares of the Fund have outperformed the
Lipper peer group over the three-, five- and ten-year periods. We are also
pleased to report that the Fund has outperformed the MSCI Emerging Markets
Index by over two percentage points during the ten-year time frame, with a
return of 10.99% versus 8.97% for the benchmark.
Q: What factors contributed to the Fund's outperformance during the annual
reporting period?
A: We added value through effective stock selection in China, Russia and South
Korea. The Fund's top-performing individual holding was a small Chinese
gold-mining company, Zijin Mining Group. We initially purchased the stock
based on our confidence in its growth prospects, and its growth exceeded
even our expectations due to the increase in the gold price and the
company's discovery of new reserves in the northern part of China. The
stock delivered a return of over 300% during the year. Also aiding the
Fund's performance in China was China Life Insurance, the country's largest
life insurance provider. Recognizing a growth opportunity in China's 1.3
billion largely underinsured citizens, investors bid the stock up over 180%
in the past 12 months.
Russia's market also performed well, with the rising prices of oil and gas
providing a boost to energy companies such as Gazprom, a stock held by the
Fund. There is more to the Russian growth
5
Pioneer Emerging Markets Fund
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PORTFOLIO MANAGEMENT DISCUSSION 11/30/06 (continued)
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story than energy, however: the domestic economy is performing well, and
this is leading to rising consumption. Key beneficiaries of this trend were
the Fund's holdings in the cellular communications provider Vimpelcom,
whose stock gained nearly 70% for the period, and Oriflame Cosmetics, a
Swedish company that gained a large portion of its revenue from
independent, door-to-door sales in Russia and the former Soviet republics.
South Korea's stock market was a laggard relative to the broader asset
class during the past year. Still, we generated outperformance in the
country via positions in the shipbuilding companies Samsung Heavy
Industries and Hyundai Heavy Industries. With order books full for the next
three-plus years, both companies benefited from the booming demand for new
ships that can transport oil and liquid natural gas.
We generated gains through strong stock selection outside of these three
countries as well. Notable individual contributors to performance were
Aneba Tambang, an Indonesian gold and copper mining company, and
Continental Engineering, a construction company in Taiwan. We also added
value through the Fund's sector positioning. Specifically, overweight
positions in energy and industrials, along with an underweight in
information technology, were all helpful to performance.
Q: What were some elements of your positioning that detracted from
performance?
A: In a time of strong performance both for the Fund and for the asset class
as a whole, there were few notable detractors. One factor that hurt our
performance relative to the benchmark was a below-benchmark weighting in
the utilities sector, which performed very well. We generally have avoided
companies in this sector due to heavy regulation. Performance also suffered
somewhat because we did not own shares in China Mobile - the mobile phone
giant that we believed would be hurt by rising competition - which gained
75% during the period. Finally, an overweight position in Turkey weighed on
performance. The market lagged versus its emerging market peers due to a
combination of currency weakness, rising interest rates, and concerns about
the country's uncertain path to European Union accession.
6
Pioneer Emerging Markets Fund
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Q: What is your broad view regarding the emerging markets?
A: While there is still risk in the asset class, we believe the long-term
outlook remains favorable due to the continued improvements in its
fundamental underpinnings. The rapid improvements in government finances,
corporate governance practices, and political stability are all keys to the
emerging markets' outperformance in recent years, and we expect that these
improvements will continue in the years ahead. The result is that the asset
class is more resilient to external shocks than it has been in the past. As
an example, the emerging markets continued to perform well during the past
year even though the price of oil more than doubled - a potential challenge
to the many countries that import most of their oil. We believe this
underscores the extent to which the efforts of emerging market governments
to reduce debt and bolster their finances has paid off. In short, we
believe the inevitable declines that periodically occur in emerging market
stocks should not obscure the positive, longer-term story that continues to
unfold.
Investing in foreign and/or emerging markets securities involves risks relating
to interest rates, currency exchange rates, economic, and political conditions.
At times, the Fund's investments may represent industries or industry sectors
that are interrelated or have common risks, making it more susceptible to any
economic, political, or regulatory developments or other risks affecting those
industries and sectors.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of the Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
7
Pioneer Emerging Markets Fund
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PORTFOLIO SUMMARY 11/30/06
Sector Distribution
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(As a percentage of equity holdings)
Financials 21.0%
Energy 19.0%
Industrials 14.6%
Consumer Discretionary 13.3%
Materials 13.2%
Telecommunication Services 6.7%
Consumer Staples 5.8%
Information Technology 4.3%
Health Care 1.2%
Utilities 0.9%
Geographical Distribution
- --------------------------------------------------------------------------------
(As a percentage of equity holdings)
Brazil 14.9%
South Korea 14.9%
South Africa 12.9%
Russia 11.7%
Taiwan 8.6%
People's Republic of China 6.8%
Mexico 3.4%
India 3.2%
Israel 3.0%
Hong Kong 2.8%
Turkey 2.5%
Indonesia 1.8%
Poland 1.8%
United States 1.8%
Philippines 1.6%
Singapore 1.1%
Argentina 1.1%
Sweden 1.0%
Kazakhstan 1.0%
Canada 1.0%
Other (Individually less than 1%) 3.1%
10 Largest Holdings
- --------------------------------------------------------------------------------
(As a percentage of equity holdings)*
1. Petrobras Brasileiro (A.D.R.) 3.98%
2. Gazprom (A.D.R.) 2.11
3. Lukoil Holding (A.D.R.) 2.02
4. Hyundai Heavy Industries 1.90
5. Companhia Vale do Rio Doce (A.D.R.) 1.62
6. Samsung Heavy Industries Co., Ltd. 1.59
7. Fomento Economico Mexicano SA de CV (A.D.R.) 1.47
8. Hon Hai Precision Industry 1.46
9. PetroChina Co., Ltd. 1.43
10. AngloGold Ashanti, Ltd. (A.D.R.) 1.40
* This list excludes derivative instruments and temporary cash. The Portfolio
is actively managed, and current holdings may be different. The holdings
listed should not be considered recommendations to buy or sell any security
listed.
8
Pioneer Emerging Markets Fund
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PRICES AND DISTRIBUTIONS
- -----------------------------------------------------------------------------
Net Asset Value Per Share
- -----------------------------------------------------------------------------
Class 11/30/06 11/30/05
- ------- ---------- ----------
A $29.06 $23.64
B $26.19 $21.62
C $26.12 $21.58
R $28.52 $23.37
Y $30.95 $25.04
Distributions Per Share
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12/1/05 - 11/30/06
-------------------------------------------
Net
Investment Short-Term Long-Term
Class Income Capital Gains Capital Gains
- ------- ------------ --------------- --------------
A $0.1098 $0.0252 $3.0403
B $0.0028 $0.0252 $3.0403
C $0.0218 $0.0252 $3.0403
R $0.1446 $0.0252 $3.0403
Y $0.2776 $0.0252 $3.0403
9
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 11/30/06 CLASS A SHARES
- --------------------------------------------------------------------------------
Investment Returns
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The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Emerging Markets Fund at public offering price,
compared to that of the Morgan Stanley Capital International (MSCI) Emerging
Markets Index.
Average Annual Total Returns
(As of November 30, 2006)
Net Asset Public Offering
Period Value (NAV) Price (POP)
10 Years 10.99% 10.33%
5 Years 27.44 25.95
1 Year 36.84 28.98
[The Following data was represented as a mountain chart in the printed material]
Value of $10,000 Investment
11/96 9425 10000
10403 8672
11/98 7054 6728
11074 9789
11/00 8683 7476
7952 6925
11/02 8113 7268
11612 10239
11/04 14382 13196
19534 17568
11/06 26731 23607
- --------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
NAV results represent the percent change in net asset value per share. Returns
would have been lower had sales charges been reflected. POP returns reflect
deduction of maximum 5.75% sales charge. All results are historical and assume
the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The MSCI Emerging Markets Index measures the performance of emerging market
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any sales charges, fees or expenses.
You cannot invest directly in an Index.
10
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 11/30/06 CLASS B SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Emerging Markets Fund compared to that of the Morgan
Stanley Capital International (MSCI) Emerging Markets Index.
Average Annual Total Returns
(As of November 30, 2006)
Period If Held If Redeemed
10 Years 10.12% 10.12%
5 Years 26.47 26.47
1 Year 35.72 31.72
[The Following data was represented as a mountain chart in the printed material]
Value of $10,000 Investment
11/96 10000 10000
10961 8672
11/98 7367 6728
11480 9789
11/00 8920 7476
8104 6925
11/02 8217 7268
11679 10239
11/04 14335 13196
19320 17568
11/06 26220 23607
- --------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
"If Held" results represent the percent change in net asset value per share.
Returns would have been lower had sales charges been reflected. "If Redeemed"
returns reflect the deduction of applicable contingent deferred sales charge
(CDSC). Effective December 1, 2004, the period during which a CDSC is applied to
withdrawals was shortened to 5 years. The maximum CDSC for Class B shares
continues to be 4%. For more complete information, please see the prospectus for
details. Note: Shares purchased prior to December 1, 2004 remain subject to the
CDSC in effect at the time you purchased those shares. For performance
information for shares purchased prior to December 1, 2004, please visit
www.pioneerinvestments.com/bshares.
All results are historical and assume the reinvestment of dividends and capital
gains. Other share classes are available for which performance and expenses will
differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The MSCI Emerging Markets Index measures the performance of emerging market
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any sales charges, fees or expenses.
You cannot invest directly in an Index.
11
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 11/30/06 CLASS C SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Emerging Markets Fund compared to that of the Morgan
Stanley Capital International (MSCI) Emerging Markets Index.
Average Annual Total Returns
(As of November 30, 2006)
Period If Held If Redeemed
10 Years 10.10% 10.10%
5 Years 26.57 26.57
1 Year 35.75 35.75
[The Following data was represented as a mountain chart in the printed material]
Value of $10,000 Investment
11/96 10000 10000
10961 8672
11/98 7350 6728
11385 9789
11/00 8877 7476
8061 6925
11/02 8174 7268
11619 10239
11/04 14291 13196
19286 17568
11/06 26180 23607
- --------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Class C shares held for less than one year are also subject to a 1% contingent
deferred sales charge (CDSC). The performance of Class C shares does not reflect
the 1% front-end sales charge in effect prior to February 1, 2004. If you paid a
1% sales charge, your returns would be lower than those shown above. "If Held"
results represent the percent change in net asset value per share. Returns would
have been lower had sales charges been reflected. All results are historical and
assume the reinvestment of dividends and capital gains. Other share classes are
available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The MSCI Emerging Markets Index measures the performance of emerging market
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any sales charges, fees or expenses.
You cannot invest directly in an Index.
12
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 11/30/06 CLASS R SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Emerging Markets Fund compared to that of the Morgan
Stanley Capital International (MSCI) Emerging Markets Index.
Average Annual Total Returns
(As of November 30, 2006)
Period If Held If Redeemed
10 Years 10.56% 10.56%
5 Years 27.10 27.10
1 Year 36.30 36.30
[The Following data was represented as a mountain chart in the printed material]
Value of $10,000 Investment
11/96 10000 10000
10981 8672
11/98 7408 6728
11574 9789
11/00 9028 7476
8227 6925
11/02 8351 7268
11975 10239
11/04 14771 13196
20019 17568
11/06 27286 23607
- --------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
The performance of Class R shares for the period prior to the commencement of
operations of Class R shares on April 1, 2003 is based on the performance of the
Fund's Class A shares, reduced to reflect the higher distribution and service
fees of Class R shares. For the period after April 1, 2003, the actual
performance of Class R shares is reflected. The performance of Class R shares
does not reflect the 1% CDSC that was in effect prior to July 1, 2004. Class R
shares are not subject to sales charges and are available for limited groups of
eligible investors, including institutional investors. All results are
historical and assume the reinvestment of dividends and capital gains. Other
share classes are available for which performance and expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The MSCI Emerging Markets Index measures the performance of emerging market
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any sales charges, fees or expenses.
You cannot invest directly in an Index.
13
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
PERFORMANCE UPDATE 11/30/06 CLASS Y SHARES
- --------------------------------------------------------------------------------
Investment Returns
- --------------------------------------------------------------------------------
The mountain chart on the right shows the change in value of a $10,000
investment made in Pioneer Emerging Markets Fund compared to that of the Morgan
Stanley Capital International (MSCI) Emerging Markets Index.
Average Annual Total Returns
(As of November 30, 2006)
Period If Held If Redeemed
10 Years 11.76% 11.76%
5 Years 28.49 28.49
1 Year 37.60 37.60
[The Following data was represented as a mountain chart in the printed material]
Value of $10,000 Investment
11/96 10000 10000
11037 8672
11/98 7534 6728
11910 9789
11/00 9390 7476
8684 6925
11/02 8948 7268
12941 10239
11/04 16158 13196
22099 17568
11/06 30408 23607
- --------------------------------
Call 1-800-225-6292 or visit www.pioneerinvestments.com for the most recent
month-end performance results. Current performance may be lower or higher than
the performance data quoted.
The performance data quoted represents past performance, which is no guarantee
of future results. Investment return and principal value will fluctuate, and
shares, when redeemed, may be worth more or less than their original cost.
Performance for periods prior to the inception of Class Y shares reflects the
NAV performance of the Fund's Class A shares. The performance does not reflect
differences in expenses, including the Rule 12b-1 fees applicable to Class A
shares. Since fees for Class A shares are generally higher than those of Class Y
shares, the performance shown for Class Y shares prior to their inception would
have been higher. Class Y shares are not subject to sales charges and are
available for limited groups of eligible investors, including institutional
investors. All results are historical and assume the reinvestment of dividends,
and capital gains. Other share classes are available for which performance and
expenses will differ.
Performance results reflect any applicable expense waivers in effect during the
periods shown. Without such waivers Fund performance would be lower. Waivers may
not be in effect for all funds. Certain fee waivers are contractual through a
specified period. Otherwise, fee waivers can be rescinded at any time. See the
prospectus and financial statements for more information.
The performance table and graph do not reflect the deduction of fees and taxes
that a shareowner would pay on Fund distributions or the redemption of Fund
shares.
The MSCI Emerging Markets Index measures the performance of emerging market
stocks. Index returns are calculated monthly, assume reinvestment of dividends
and, unlike Fund returns, do not reflect any sales charges, fees or expenses.
You cannot invest directly in an Index.
14
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
COMPARING ONGOING FUND EXPENSES
- --------------------------------------------------------------------------------
As a shareowner in the Fund, you incur two types of costs:
(1) ongoing costs, including management fees, distribution and/or service
(12b-1) fees, and other Fund expenses; and
(2) transaction costs, including sales charges (loads) on purchase payments and
redemption fees.
This example is intended to help you understand your ongoing expenses (in
dollars) of investing in the Fund and to compare these costs with the ongoing
costs of investing in other mutual funds. The example is based on an investment
of $1,000 at the beginning of the Fund's latest six-month period and held
throughout the six months.
Using the Tables
Actual Expenses
The first table below provides information about actual account values and
actual expenses. You may use the information in this table, together with the
amount you invested, to estimate the expenses that you paid over the period as
follows:
1. Divide your account value by $1,000
Example: an $8,600 account value [divided by] $1,000 = 8.6
2. Multiply the result in (1) above by the corresponding share class's number
in the third row under the heading entitled "Expenses Paid During Period"
to estimate the expenses you paid on your account during this period.
Expenses Paid on a $1,000 Investment in Pioneer Emerging
Markets Fund
Based on actual returns from June 1, 2006 through November 30, 2006.
Share Class A B C R Y
- -----------------------------------------------------------------------------------------------------
Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
On 6/1/06
Ending Account Value $1,172.88 $1,168.39 $1,168.37 $1,171.16 $1,176.17
On 11/30/06
Expenses Paid $ 10.29 $ 14.84 $ 14.35 $ 12.30 $ 7.26
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 1.89%, 2.73%,
2.64%, 2.26%, and 1.33% for Class A, Class B, Class C, Class R and Class Y
shares, respectively, multiplied by the average account value over the
period, multiplied by 183/365 (to reflect the one-half year period).
15
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
COMPARING ONGOING FUND EXPENSES (continued)
- --------------------------------------------------------------------------------
Hypothetical Example for Comparison Purposes
The table below provides information about hypothetical account values and
hypothetical expenses based on the Fund's actual expense ratio and an assumed
rate of return of 5% per year before expenses, which is not the Fund's actual
return. The hypothetical account values and expenses may not be used to estimate
the actual ending account balance or expenses you paid for the period.
You may use this information to compare the ongoing costs of investing in the
Fund and other funds. To do so, compare this 5% hypothetical example with the 5%
hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the tables are meant to highlight your
ongoing costs only and do not reflect any transaction costs, such as sales
charges (loads), or redemption fees that are charged at the time of the
transaction. Therefore, the table below is useful in comparing ongoing costs
only and will not help you determine the relative total costs of owning
different funds. In addition, if these transaction costs were included, your
costs would have been higher.
Expenses Paid on a $1,000 Investment in Pioneer Emerging Markets Fund
Based on a hypothetical 5% return per year before expenses, reflect ing the
period from June 1, 2006 through November 30, 2006.
Share Class A B C R Y
- -----------------------------------------------------------------------------------------------------
Beginning Account Value $1,000.00 $1,000.00 $1,000.00 $1,000.00 $1,000.00
On 6/1/06
Ending Account Value $1,015.59 $1,011.38 $1,011.83 $1,013.74 $1,018.40
On 11/30/06
Expenses Paid $ 9.55 $ 13.77 $ 13.31 $ 11.41 $ 6.73
During Period*
* Expenses are equal to the Fund's annualized expense ratio of 1.89%, 2.73%,
2.64%, 2.26%, and 1.33% for Class A, Class B, Class C, Class R and Class Y
shares, respectively, multiplied by the average account value over the
period, multiplied by 183/365 (to reflect the one-half year period).
16
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/06
- --------------------------------------------------------------------------------
Shares Value
PREFERRED STOCKS - 2.5%
Materials - 0.6%
Steel - 0.6%
96,396 Cia Vale Do Rio Doce* $ 2,254,142
------------
Total Materials $ 2,254,142
------------
Media - 0.8%
Broadcasting & Cable Television - 0.8%
331,426 Net Servicos de Comunicacao SA* $ 3,375,550
------------
Total Media $ 3,375,550
------------
Banks - 1.1%
Diversified Banks - 1.0%
125,730 Banco Itau Holding Financeira $ 4,196,813
------------
Total Banks $ 4,196,813
------------
TOTAL PREFERRED STOCKS
(Cost $4,213,286) $ 9,826,505
------------
COMMON STOCK - 95.2%
Energy - 18.6%
Integrated Oil & Gas - 13.7%
5,940,500 China Petroleum & Chemical* $ 4,726,926
174,925 Gazprom - Reg S (A.D.R.) 8,207,656
88,100 Lukoil Holding (A.D.R.) 7,840,900
26,400 MOL Hungarian Oil and Gas Plc* 2,967,355
182,000 Petrobras Brasileiro (A.D.R.)* 15,451,800
4,361,500 PetroChina Co., Ltd.* 5,564,278
139,100 Sasol, Ltd. (A.D.R.)*(c) 4,903,275
66,200 Surgutneftegaz (A.D.R.)*(c) 4,567,800
------------
$ 54,229,990
============
Oil & Gas Equipment & Services - 2.1%
88,500 TelecomAsia Corp. Public Co., Ltd.* $ 4,160,385
146,500 TMK (G.D.R.) (144A)* 4,321,750
------------
$ 8,482,135
------------
Oil & Gas Exploration & Production - 1.0%
4,576,400 CNOOC, Ltd. $ 4,052,549
============
The accompanying notes are an integral part of these financial statements. 17
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
Shares Value
Oil & Gas Refining & Marketing - 1.8%
163,500 Polski Koncern Naftowy Orlen SA* $ 2,939,577
73,800 Reliance Industries, Ltd. (G.D.R.) (144A)* 4,114,350
------------
$ 7,053,927
------------
Total Energy $ 73,818,601
------------
Materials - 12.2%
Construction Materials - 1.4%
5,353,500 PT Indocement Tunggal Prakarsa Tbk* $ 3,120,022
358,000 Siam Cement Co., Ltd.* 2,611,036
------------
$ 5,731,058
------------
Diversified Metals & Mining - 3.8%
46,700 Freeport-McMoRan Copper & Gold, Inc. (Class B) $ 2,936,029
111,500 KGHM Polska Mie SA* 3,931,790
28,900 Norilsk Nickel* 4,479,500
4,676,200 PT Aneka Tambang Tbk* 3,844,635
------------
$ 15,191,954
------------
Gold - 3.3%
112,900 Anglogold Ashanti, Ltd. (A.D.R.)*(c) $ 5,444,038
385,800 IAMGOLD Corp. 3,695,964
6,321,500 Zijin Mining Group Co., Ltd.* 4,328,809
------------
$ 13,468,811
------------
Precious Metals & Minerals - 2.1%
42,800 Anglo American Platinum Corp., Ltd.* $ 4,944,507
120,800 Compania de Minas Buenaventura S.A* 3,447,632
------------
$ 8,392,139
------------
Steel - 1.6%
266,700 Companhia Vale do Rio Doce (A.D.R.)*(c) $ 6,280,785
------------
Total Materials $ 49,064,747
------------
Capital Goods - 12.7%
Aerospace & Defense - 0.8%
101,100 Elbit Systems, Ltd.* $ 3,336,604
------------
18 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Construction & Engineering - 4.7%
692,400 Aveng, Ltd.* $ 3,166,540
5,140,678 Continental Engineering Corp.* 4,369,298
1,091,684 Empressa ICA Sociedad Controladora SA de C.V.* 3,953,665
42,100 GS Engineering & Construction Corp.* 3,934,285
75,000 Kyeryong Construction Industrial Co., Ltd.* 3,086,625
------------
$ 18,510,413
------------
Construction & Farm Machinery & Heavy Trucks - 4.7%
160,300 Daewoo Heavy Industries & Machinery, Ltd.* $ 5,104,262
50,970 Hyundai Heavy Industries* 7,384,410
243,800 Samsung Heavy Industries Co., Ltd.* 6,159,754
------------
$ 18,648,426
------------
Industrial Conglomerates - 2.5%
185,300 Barloworld $ 3,816,215
377,000 Keppel Corp 4,254,566
509,104 KOC Holding AS* 1,742,568
------------
$ 9,813,349
------------
Total Capital Goods $ 50,308,792
------------
Transportation - 1.6%
Marine - 0.9%
3,113,600 China Shipping Development Co., Ltd.* $ 3,653,848
------------
Railroads - 0.7%
309,800 All America Latina Logistica* $ 2,742,797
------------
Total Transportation $ 6,396,645
------------
Automobiles & Components - 1.2%
Automobile Manufacturers - 1.2%
63,500 Hyundai Motor Co., Ltd. $ 4,797,622
------------
Total Automobiles & Components $ 4,797,622
------------
Consumer Durables & Apparel - 3.0%
Homebuilding - 2.0%
829,500 Corporacion GEO, SA de C.V.* $ 3,593,625
214,380 Cyrela Brazil Realty SA* 4,132,985
------------
$ 7,726,610
------------
The accompanying notes are an integral part of these financial statements. 19
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
Shares Value
Housewares & Specialties - 1.0%
148,000 Woongjin Coway Co., Ltd.* $ 4,059,477
------------
Total Consumer Durables & Apparel $ 11,786,087
------------
Consumer Services - 1.0%
Hotels, Resorts & Cruise Lines - 1.0%
1,156,000 Indian Hotels Co., Ltd.* $ 3,919,231
------------
Total Consumer Services $ 3,919,231
------------
Media - 2.3%
Broadcasting & Cable Television - 0.8%
582,300 Television Broadcasts, Ltd.* $ 3,301,235
------------
Movies & Entertainment - 1.0%
173,700 CTC Media, Inc.* $ 3,925,620
------------
Publishing - 0.5%
744,827 Hurriyet Gazetecilik ve Matbaacilik AS* $ 2,058,904
------------
Total Media $ 9,285,759
------------
Retailing - 4.6%
Apparel Retail - 1.9%
656,800 Edgars Consolidated Stores, Ltd.* $ 3,444,318
942,000 Truworths International, Ltd.* 3,937,540
------------
$ 7,381,858
------------
Department Stores - 1.7%
32,700 Hyundai Department Store Co., Ltd.* $ 2,910,481
302,500 Lojas Renner SA* 3,962,009
------------
$ 6,872,490
------------
Homefurnishing Retail - 1.0%
400,500 Ellerine Holdings, Ltd. $ 4,113,730
------------
Total Retailing $ 18,368,078
------------
Food & Drug Retailing - 1.6%
Food Retail - 0.8%
1,245,000 President Chain Store Corp.* $ 3,078,350
------------
Hypermarkets & Supercenters - 0.8%
347,500 Massmart Holdings, Ltd. $ 3,181,870
------------
Total Food & Drug Retailing $ 6,260,220
------------
20 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Food, Beverage & Tobacco - 2.3%
Packaged Foods & Meats - 0.8%
28,400 CJ Corp.* $ 3,252,961
------------
Soft Drinks - 1.5%
54,200 Fomento Economico Mexicano SA de C.V. $ 5,704,550
------------
Total Food Beverage & Tobacco $ 8,957,511
------------
Household & Personal Products - 1.9%
Personal Products - 1.9%
252,300 Natura Cosmeticos SA* $ 3,417,656
105,500 Oriflame Cosmetics SA* 3,977,501
------------
$ 7,395,157
------------
Total Household & Personal Products $ 7,395,157
------------
Pharmaceuticals & Biotechnology - 1.2%
Pharmaceuticals - 1.2%
149,900 Teva Pharmaceutical Industries, Ltd. $ 4,805,794
------------
Total Pharmaceuticals & Biotechnology $ 4,805,794
------------
Banks - 12.8%
Diversified Banks - 12.8%
116,304 Banco Bradesco SA*(c) $ 4,385,824
148,200 Banco do Brasil SA* 4,052,718
687,700 Bank Hapoalim, Ltd.* 3,336,413
1,632,100 Bumiputra-Commerce Holdings Berhad* 3,519,239
8,128,100 China Construction Bank* 4,241,401
72,767 Hana Financial Holdings* 3,712,637
8,379,000 Industrial and Commerical Bank of China* 4,243,977
183,100 Kazkommertsbank (144A)* 3,826,790
14,131 Kookmin Bank* 1,102,749
66,400 Kookmin Bank (A.D.R.) (c) 5,195,800
78,600 Shinhan Financial Group Co., Ltd.* 3,836,169
247,086 Standard Bank Group, Ltd.* 3,036,678
654,993 Turkiye Is Bankasi (Isbank)* 2,725,574
44,439 Uniao de Bancos Brasileiros SA (Unibanco)
(G.D.R.)* 3,762,650
------------
$ 50,978,619
------------
Total Banks $ 50,978,619
------------
The accompanying notes are an integral part of these financial statements. 21
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
Shares Value
Diversified Financials - 1.6%
Diversified Financial Services - 1.6%
1,201,997 FirstRand, Ltd.* $ 3,318,683
3,052,000 Fubon Group* 2,871,813
------------
$ 6,190,496
------------
Specialized Finance - 0.0%
7,380 Reliance Capital, Ltd.* $ 98,479
------------
Total Diversified Financials $ 6,288,975
------------
Insurance - 3.3%
Life & Health Insurance - 1.7%
159,556 Cathay Financial Holding Co., Ltd.
(G.D.R.) (144A)* $ 3,564,481
1,255,880 Sanlam, Ltd.* 3,121,570
------------
$ 6,686,051
------------
Property & Casualty Insurance - 1.6%
839,450 Aksigorta AS* $ 3,088,483
19,800 Samsung Fire & Marine Insurance* 3,173,543
------------
$ 6,262,026
------------
Total Insurance $ 12,948,077
------------
Real Estate - 1.7%
Real Estate Management & Development - 1.7%
8,021,900 Ayala Land, Inc. $ 2,348,394
32,443 Parsvnath Developers, Ltd* 382,842
341,100 Sistema Hals (G.D.R.) (144A)* 4,188,708
------------
$ 6,919,944
------------
Total Real Estate $ 6,919,944
============
Technology Hardware & Equipment - 2.5%
Computer Hardware - 1.0%
2,334,744 Quanta Computer, Inc.* $ 4,068,567
------------
Electronic Manufacturing Services - 1.5%
778,591 Hon Hai Precision Industry* $ 5,667,073
------------
Total Technology Hardware & Equipment $ 9,735,640
============
22 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Shares Value
Semiconductors - 1.7%
1,276,375 Taiwan Semiconductor Manufacturing Co.* $ 2,591,909
400,000 Taiwan Semiconductor Manufacturing Co. (A.D.R.)* 4,300,000
------------
$ 6,891,909
------------
Total Semiconductors $ 6,891,909
------------
Telecommunication Services - 6.5%
Wireless Telecommunication Services - 6.5%
81,400 Mobile Telesystems (A.D.R.) $ 3,915,340
359,500 MTN Group, Ltd.* 3,675,619
76,400 Philippine Long Distance Telephone Co. 3,774,617
408,300 Reliance Communications, Ltd.* 3,927,914
131,100 Sistema JSFC (G.D.R.) (144A)* 3,638,025
2,849,000 Taiwan Mobile Co., Ltd* 2,848,560
54,500 Vimpel-Communications (A.D.R.)*(c) 4,146,905
------------
$ 25,926,980
------------
Total Telecommunication Services $ 25,926,980
------------
Utilities - 0.9%
Electric Utilities - 0.0%
3,690 Reliance Energy (G.D.R.) (144A)* $ 131,039
------------
Gas Utilities - 0.9%
6,725,000 Panva Gas Holdings, Ltd.* $ 3,428,154
------------
Total Utilities $ 3,559,193
------------
TOTAL COMMON STOCK
(Cost $244,059,880) $378,413,581
------------
TEMPORARY CASH INVESTMENTS - 7.3%
Security Lending Collateral - 7.3%
28,815,580 Securities Lending Investment Fund, 5.24% $ 28,815,580
------------
TOTAL TEMPORARY CASH INVESTMENTS
(Cost $28,815,580) $ 28,815,580
------------
TOTAL INVESTMENT IN SECURITIES - 105.0%
(Cost $277,088,746) (a) (b) $417,055,666
------------
OTHER ASSETS AND LIABILITIES - (5.0)% $(19,892,057)
------------
TOTAL NET ASSETS - 100.0% $397,163,609
============
The accompanying notes are an integral part of these financial statements. 23
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
SCHEDULE OF INVESTMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
(A.D.R.) American Depositary Receipt.
(G.D.R.) Global Depositary Receipt.
* Non-income producing security.
(144A) Security is exempt from registration under Rule 144A of the Securities
Act of 1933. Such securities may be resold normally to qualified
institutional buyers in a transaction exempt from registration. At
November 30, 2006, the value of these securities amounted to
$23,785,143 or 6.0% of total net assets.
(a) Distributions of investments by country of issue (excluding temporary
cash investments), as a percentage of total investment in equity
securities, is as follows:
Brazil 14.9%
South Korea 14.9
South Africa 12.9
Russia 11.7
Taiwan 8.6
People's Republic of China 6.8
Mexico 3.4
India 3.2
Israel 3.0
Hong Kong 2.8
Turkey 2.5
Indonesia 1.8
Poland 1.8
United States 1.8
Philippines 1.6
Singapore 1.1
Argentina 1.1
Sweden 1.0
Kazakhstan 1.0
Canada 1.0
Other (Individually less than 1%) 3.1
----
100.0%
=====
(b) At November 30, 2006, the net unrealized gain on investments based on cost
for federal income tax purposes of $277,239,196 was as follows:
Aggregate gross unrealized gain for all investments in which there
is an excess of value over tax cost $141,463,090
Aggregate gross unrealized loss for all investments in which there
is an excess of tax cost over value (1,646,620)
------------
Net unrealized gain $139,816,470
============
24 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
(c) At November 30, 2006, the following securities were out on loan:
Shares Security Value
111,771 Anglogold Ashanti, Ltd. (A.D.R.)* $ 5,389,598
114,741 Banco Bradesco SA * 4,326,883
239,559 Companhia Vale do Rio Doce (A.D.R.)* 5,641,614
65,736 Kookmin Bank (A.D.R.) 5,143,842
8,295 Vimpel-Communications (A.D.R.)* 631,167
79,000 Sasol, Ltd. (A.D.R.)* 2,784,750
65,538 Surgutneftegaz (A.D.R.)* 4,522,122
-----------
Total $28,439,976
===========
Purchases and sales of securities (excluding temporary cash investments) for the
year ended November 30, 2006 aggregated $163,762,673 and $138,313,347,
respectively.
The accompanying notes are an integral part of these financial statements. 25
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES 11/30/06
- --------------------------------------------------------------------------------
ASSETS:
Investment in securities
(including securities loaned of $28,439,976)
(cost $277,088,746) $417,055,666
Foreign currencies, at value (cost $3,992,671) 4,023,297
Receivables -
Investment securities sold 5,921,353
Fund shares sold 1,448,913
Dividends, interest and foreign taxes withheld 768,739
Forward foreign currency settlement contracts, net 859
Other 88,389
------------
Total assets $429,307,216
============
LIABILITIES:
Payables -
Fund shares repurchased $ 1,079,625
Upon return of securities loaned 28,815,580
Due to bank 1,652,153
Due to affiliates 197,194
Accrued expenses 144,670
Reserve for repatriation taxes 254,385
------------
Total liabilities $ 32,143,607
------------
NET ASSETS:
Paid-in capital $247,705,826
Undistributed net investment income 852,111
Accumulated net realized gain on investments and foreign
currency transactions 8,848,682
Net unrealized gain on investments 139,712,535
Net unrealized gain on forward foreign currency contracts
and other assets and liabilities denominated in foreign
currencies 44,455
------------
Total net assets $397,163,609
============
NET ASSET VALUE PER SHARE:
No par value, (unlimited number of shares authorized)
Class A (based on $240,096,966/8,262,593 shares) $ 29.06
============
Class B (based on $48,312,322/1,844,887 shares) $ 26.19
============
Class C (based on $60,039,438/2,298,312 shares) $ 26.12
============
Class R (based on $1,142,201/40,050 shares) $ 28.52
============
Class Y (based on $47,572,682/1,536,951 shares) $ 30.95
============
MAXIMUM OFFERING PRICE:
Class A ($29.06 [divided by] 94.25%) $ 30.83
============
26 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- --------------------------------------------------------------------------------
For the Year Ended 11/30/06
INVESTMENT INCOME:
Dividends (net of foreign taxes withheld of $829,632) $ 7,702,834
Interest 310,978
Income from securities loaned, net 62,070
-----------
Total investment income $ 8,075,882
------------
EXPENSES:
Management fees $ 3,900,982
Transfer agent fees and expenses
Class A 660,196
Class B 200,645
Class C 175,593
Class R 1,960
Class Y 648
Distribution fees
Class A 486,467
Class B 488,311
Class C 538,576
Class R 1,472
Administrative reimbursements 66,105
Custodian fees 323,162
Registration fees 49,341
Professional fees 55,390
Printing expense 61,688
Fees and expenses of nonaffiliated trustees 11,187
Miscellaneous 32,449
===========
Total expenses $ 7,054,172
Less management fees waived and expenses
reimbursed by Pioneer Investment Management, Inc. (767)
Less fees paid indirectly (27,995)
------------
Net expenses $ 7,025,410
------------
Net investment income $ 1,050,472
------------
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
AND FOREIGN CURRENCY TRANSACTIONS:
Net realized gain (loss) on:
Investments (net of foreign capital gains taxes
of $394,576) $42,361,578
Forward foreign currency contracts and other assets
and liabilities denominated in foreign currencies (218,543) $ 42,143,035
----------- ------------
Change in net unrealized gain on:
Investments (net decrease in reserve for capital gains
taxes of $8,113) $56,806,195
Forward foreign currency contracts and other assets and
liabilities denominated in foreign currencies 44,693 $ 56,850,888
=========== ============
Net gain on investments and foreign currency transactions $ 98,993,923
============
Net increase in net assets resulting from operations $100,044,395
============
The accompanying notes are an integral part of these financial statements. 27
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
STATEMENTS OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
For the Years Ended 11/30/06 and 11/30/05, respectively
Year
Ended Year Ended
11/30/06 11/30/05
FROM OPERATIONS:
Net investment income $ 1,050,472 $ 1,739,672
Net realized gain on investments and foreign currency
transactions 42,143,035 64,508,604
Change in net unrealized gain on investments and
foreign currency transactions 56,850,888 9,935,503
-------------- --------------
Net increase in net assets resulting from
operations $ 100,044,395 $ 76,183,779
-------------- --------------
DISTRIBUTIONS TO SHAREOWNERS:
Net investment income:
Class A ($0.11 and $0.00 per share, respectively) $ (732,632) $ -
Class B ($0.00 and $0.00 per share, respectively) (5,779) -
Class C ($0.02 and $0.00 per share, respectively) (45,100) -
Class R ($0.14 and $0.00 per share, respectively) (885) -
Class Y ($0.28 and $0.00 per share, respectively) (258,939) -
Net realized gain:
Class A ($3.07 and $0.65 per share, respectively) (22,991,864) (4,122,852)
Class B ($3.07 and $0.65 per share, respectively) (5,106,379) (1,251,613)
Class C ($3.07 and $0.65 per share, respectively) (6,353,700) (1,296,642)
Class R ($3.07 and $0.65 per share, respectively) (110,415) (3,619)
Class Y ($3.07 and $0.65 per share, respectively) (4,253,391) (588,450)
-------------- --------------
Total distributions to shareowners $ (39,859,084) $ (7,263,176)
-------------- --------------
FROM FUND SHARE TRANSACTIONS:
Net proceeds from sale of shares $ 167,728,900 $ 86,712,673
Reinvestment of distributions 34,267,340 6,378,878
Cost of shares repurchased (130,479,896) (170,568,503)
Redemption fees 59,359 26,601
-------------- --------------
Net increase (decrease) in net assets resulting
from Fund share transactions $ 71,575,703 $ (77,450,351)
-------------- --------------
Net increase (decrease) in net assets $ 131,761,014 $ (8,529,748)
NET ASSETS:
Beginning of year 265,402,595 273,932,343
-------------- --------------
End of year $ 397,163,609 $ 265,402,595
============== ==============
Undistributed (distributions in excess of) net
investment income $ 852,111 $ (120,665)
============== ==============
28 The accompanying notes are an integral part of these financial statements.
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
'06 Shares '06 Amount '05 Shares '05 Amount
CLASS A
Shares sold 3,768,602 $105,916,751 2,516,696 $ 51,303,808
Reinvestment of distributions 732,314 20,634,985 156,331 3,721,456
Less shares repurchased (2,772,335) (77,021,963) (4,334,784) (90,364,268)
---------- ------------ ---------- ------------
Net increase (decrease) 1,728,581 $49,529,773 (1,661,757) $(35,339,004)
========== ============ ========== ============
CLASS B
Shares sold 774,498 $19,732,791 641,285 $ 12,326,816
Reinvestment of distributions 175,821 4,483,106 51,211 1,108,036
Less shares repurchased (1,097,916) (27,980,601) (899,893) (16,583,988)
---------- ------------ ---------- ------------
Net decrease (147,597) $(3,764,704) (207,397) $ (3,149,136)
========== ============ ========== ============
CLASS C
Shares sold 859,501 $22,156,930 644,024 $ 12,229,266
Reinvestment of distributions 210,174 5,342,957 51,026 1,105,896
Less shares repurchased (832,205) (21,050,652) (855,429) (15,754,086)
---------- ------------ ---------- ------------
Net increase (decrease) 237,470 $ 6,449,235 (160,379) $ (2,418,924)
========== ============ ========== ============
CLASS R
Shares sold 36,879 $ 1,092,750 2,522 $ 51,865
Reinvestment of distributions 3,705 102,803 153 3,585
Less shares repurchased (6,309) (175,697) (243) (4,820)
---------- ------------ ---------- ------------
Net increase 34,275 $ 1,019,856 2,432 $ 50,630
========== ============ ========== ============
CLASS Y
Shares sold 629,621 $18,829,678 497,695 $ 10,800,918
Reinvestment of distributions 123,758 3,703,489 17,574 439,905
Less shares repurchased (145,668) (4,250,983) (2,485,025) (47,861,341)
---------- ------------ ---------- ------------
Net increase (decrease) 607,712 $18,282,184 (1,969,756) $(36,620,518)
========== ============ ========== ============
The accompanying notes are an integral part of these financial statements. 29
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
11/30/06 11/30/05 11/30/04 11/30/03 11/30/02
CLASS A
Net asset value, beginning of period $ 23.64 $ 17.88 $ 14.47 $ 10.11 $ 9.91
-------- ------- -------- -------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ 0.15 $ 0.19 $ 0.10 $ 0.07 $ (0.01)
Net realized and unrealized gain on investments and foreign
currency transactions 8.45 6.22 3.35 4.29 0.21
-------- ------- -------- -------- -------
Net increase from investment operations $ 8.60 $ 6.41 $ 3.45 $ 4.36 $ 0.20
-------- ------- -------- -------- -------
Distributions to shareowners:
Net investment income $ (0.11) $ - $ (0.04) $ - $ -
Net realized gain (3.07) (0.65) - - -
-------- ------- -------- -------- -------
Total distributions $ (3.18) $ (0.65) $ (0.04) $ - $ -
-------- ------- -------- -------- -------
Redemption fee $ -(a) $ -(a) $ - $ - $ -
-------- ------- -------- -------- -------
Net increase in net asset value $ 5.42 $ 5.76 $ 3.41 $ 4.36 $ 0.20
-------- ------- -------- -------- -------
Net asset value, end of period $ 29.06 $ 23.64 $ 17.88 $ 14.47 $ 10.11
======== ======= ======== ======== =======
Total return* 36.84% 35.82% 23.86% 43.13% 2.02%
Ratio of net expenses to average net assets+ 1.90% 2.15% 2.17% 2.65% 2.58%
Ratio of net investment to average net assets+ 0.49% 0.87% 0.61% 0.51% (0.09)%
Portfolio turnover rate 42% 69% 69% 88% 101%
Net assets, end of period (in thousands) $240,097 $154,442 $146,503 $ 121,974 $94,999
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 1.90% 2.23% 2.24% 2.65% 2.58%
Net investment income (loss) 0.49% 0.79% 0.54% 0.51% (0.09)%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 1.89% 2.15% 2.17% 2.64% 2.57%
Net investment income (loss) 0.50% 0.87% 0.61% 0.52% (0.08)%
(a) Amount rounds to less than one cent per share.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
30
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
11/30/06 11/30/05 11/30/04 11/30/03 11/30/02
CLASS B
Net asset value, beginning of period $ 21.62 $ 16.52 $ 13.46 $ 9.47 $ 9.34
------- -------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment loss $ (0.09) $ (0.00)(a) $ (0.01) $ (0.08) $ (0.58)
Net realized and unrealized gain on investments and foreign
currency transactions 7.73 5.75 3.07 4.07 0.71
------- -------- ------- ------- -------
Net increase from investment operations $ 7.64 $ 5.75 $ 3.06 $ 3.99 $ 0.13
------- -------- ------- ------- -------
Distributions to shareowners:
Net investment income $ -(a) $ - $ - $ - $ -
Net realized gain (3.07) (0.65) - - -
------- -------- ------- ------- -------
Total distributions $ (3.07) $ (0.65) $ - $ - $ -
------- -------- ------- ------- -------
Redemption fee $ -(a) $ -(a) $ - $ - $ -
------- -------- ------- ------- -------
Net increase in net asset value $ 4.57 $ 5.10 $ 3.06 $ 3.99 $ 0.13
------- -------- ------- ------- -------
Net asset value, end of period $ 26.19 $ 21.62 $ 16.52 $ 13.46 $ 9.47
======= ======== ======= ======= =======
Total return* 35.72% 34.78% 22.73% 42.13% 1.39%
Ratio of net expenses to average net assets+ 2.74% 2.94% 2.89% 3.37% 3.21%
Ratio of net investment income (loss) to average net assets+ (0.34)% 0.04% (0.10)% (0.26)% (0.66)%
Portfolio turnover rate 42% 69% 69% 88% 101%
Net assets, end of period (in thousands) $48,312 $ 43,085 $36,352 $38,615 $29,674
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.74% 2.96% 2.95% 3.37% 3.21%
Net investment income (loss) (0.34)% 0.02% (0.16)% (0.26)% (0.66)%
Ratios with waiver of management fees and assumption of
expenses by PIM and reduction for fees paid indirectly:
Net expenses 2.71% 2.94% 2.89% 3.37% 3.21%
Net investment income (loss) (0.31)% 0.04% (0.10)% (0.26)% (0.66)%
(a) Amount rounds to less than one cent per share.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
31
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
11/30/06 11/30/05 11/30/04 11/30/03 11/30/02
CLASS C
Net asset value, beginning of period $ 21.58 $16.47 $ 13.39 $ 9.42 $ 9.29
------- ------- -------- ------- -------
Increase (decrease) from investment operations:
Net investment income (loss) $ (0.06) $ 0.02 $ 0.00(a) $ (0.14) $ (0.18)
Net realized and unrealized gain on investments and foreign
currency transactions 7.69 5.74 3.08 4.11 0.31
------- ------- -------- ------- -------
Net increase from investment operations $ 7.63 $ 5.76 $ 3.08 $ 3.97 $ 0.13
------- ------- -------- ------- -------
Distributions to Shareowners:
Net investment income $ (0.02) $ - $ - $ - $ -
Net realized gain (3.07) (0.65) - - -
------- ------- -------- ------- -------
Total distributions $ (3.09) $(0.65) $ - $ - $ -
------- ------- -------- ------- -------
Redemption fee $ - $ -(a) $ - $ - $ -
------- ------- -------- ------- -------
Net increase in net asset value $ 4.54 $ 5.11 $ 3.08 $ 3.97 $ 0.13
------- ------- -------- ------- -------
Net asset value, end of period $ 26.12 $21.58 $ 16.47 $ 13.39 $ 9.42
======= ====== ======== ======= =======
Total return* 35.75% 34.94% 23.00% 42.14% 1.40%
Ratio of net expenses to average net assets+ 2.65% 2.80% 2.78% 3.32% 3.16%
Ratio of net investment income (loss) to average net assets+ (0.27)% 0.15% (0.01)% (0.18)% (0.63)%
Portfolio turnover rate 42% 69% 69% 88% 101%
Net assets, end of period (in thousands) $60,039 $44,468 $ 36,579 $25,632 $29,239
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.65% 2.82% 2.86% 3.32% 3.16%
Net investment income (loss) (0.27)% 0.13% (0.08)% (0.18)% (0.63)%
Ratios with waiver of management fees by PIM and reduction for
fees paid indirectly:
Net expenses 2.64% 2.80% 2.78% 3.32% 3.15%
Net investment Income (loss) (0.26)% 0.15% (0.01)% (0.18)% (0.62)%
(a) Amount rounds to less than one cent per share.
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
32
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended 4/1/03 (a)
11/30/06 11/30/05 11/30/04 to 11/30/03
CLASS R
Net asset value, beginning of period $ 23.37 $ 17.72 $ 14.51 $ 9.57
------- ------- ------- -------
Increase from investment operations:
Net investment income $ 0.10 $ 0.12 $ 0.11 $ 0.02
Net realized and unrealized gain on investments and foreign
currency transactions 8.26 6.18 3.25 4.93
------- ------- ------- -------
Net increase from investment operations $ 8.36 $ 6.30 $ 3.36 $ 4.95
------- ------- ------- -------
Distributions to shareowners:
Net investment income $ (0.14) $ - $ (0.15) $ (0.01)
Net realized gain (3.07) (0.65) - -
------- ------- ------- -------
Total distributions $ (3.21) $ (0.65) $ (0.15) $ (0.01)
------- ------- ------- -------
Redemption fee $ -(b) $ - $ - $ -
------- ------- ------- -------
Net increase in net asset value $ 5.15 $ 6.30 $ 3.21 $ 4.94
------- ------- ------- -------
Net asset value, end of period $ 28.52 $ 23.37 $ 17.72 $ 14.51
======= ======= ======= =======
Total return* 36.30% 35.53% 23.35% 51.74%
Ratio of net expenses to average net assets+ 2.52% 2.37% 2.61% 2.13%**
Ratio of net investment income (loss) to average net assets+ (0.21)% 0.53% 0.13% 0.56%**
Portfolio turnover rate 42% 69% 69% 88%
Net assets, end of period (in thousands) $ 1,142 $ 135 $ 59 $ 2
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 2.51% 2.58% 2.70% 2.13%**
Net investment income (loss) (0.45) 0.32% 0.04% 0.56%**
Ratios with waiver of management fees by PIM and reduction for
fees paid indirectly:
Net expenses 2.26% 2.37% 2.61% 2.13%**
Net investment income (loss) (0.06) 0.53% 0.13% 0.56%**
(a) Class R shares were first publicly offered on April 1, 2003.
(b) Amount rounds to less than one cent per share
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
33
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------
Year Ended Year Ended Year Ended Year Ended Year Ended
11/30/06 11/30/05 11/30/04 11/30/03 11/30/02
CLASS Y
Net asset value, beginning of period $25.04 $ 18.78 $ 15.19 $ 10.51 $ 10.20
------ ------- ------- ------- -------
Increase (decrease) from investment operations:
Net investment income $ 0.34 $ 0.16 $ 0.28 $ 0.19 $ 0.13
Net realized and unrealized gain on investments and foreign
currency transactions 8.92 6.75 3.47 4.50 0.18
------ ------- ------- ------- -------
Net increase from investment operations $ 9.26 $ 6.91 $ 3.75 $ 4.69 $ 0.31
------ ------- ------- ------- -------
Distributions to shareowners:
Net investment income $(0.28) $ - $ (0.16) $ (0.01) $ -
Net realized gain (3.07) (0.65) - - -
------ ------- ------- ------- -------
Total distributions $(3.35) $ (0.65) $ (0.16) $ (0.01) $ -
------ ------- ------- ------- -------
Redemption fee $ -(a) $ 0.00(a) $ - $ - $ -
------ ------- ------- ------- -------
Net increase in net asset value $ 5.91 $ 6.26 $ 3.59 $ 4.68 $ 0.31
------ ------- ------- ------- -------
Net asset value, end of period $30.95 $ 25.04 $ 18.78 $ 15.19 $ 10.51
====== ======= ======= ======= =======
Total return* 37.60% 36.77% 24.86% 44.63% 3.04%
Ratio of net expenses to average net assets+ 1.33% 1.40% 1.30% 1.60% 1.58%
Ratio of net investment income to average net assets+ 1.02% 1.66% 1.46% 1.52% 0.93%
Portfolio turnover rate 42% 69% 69% 88% 101%
Net assets, end of period (in thousands) $47,573 $23,273 $54,440 $59,444 $41,683
Ratios with no waiver of management fees and assumption of
expenses by PIM and no reduction for fees paid indirectly:
Net expenses 1.33% 1.40% 1.37% 1.60% 1.58%
Net investment income 1.02% 1.66% 1.39% 1.52% 0.93%
Ratios with waiver of management fees by PIM and reduction for
fees paid indirectly:
Net expenses 1.33% 1.40% 1.30% 1.60% 1.58%
Net investment income 1.02% 1.66% 1.46% 1.52% 0.93%
(a) Amount rounds to less than one cent per share
* Assumes initial investment at net asset value at the beginning of each
period, reinvestment of all distributions, the complete redemption of the
investment at net asset value at the end of each period, and no sales
charges. Total return would be reduced if sales charges were taken into
account.
+ Ratios with no reduction for fees paid indirectly.
The accompanying notes are an integral part of these financial statements.
34
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06
- --------------------------------------------------------------------------------
1. Organization and Significant Accounting Policies
Pioneer Emerging Markets Fund (the Fund) is a Delaware statutory trust
registered under the Investment Company Act of 1940 as a diversified, open-end
management investment company. The investment objective of the Fund is to seek
long-term growth of capital. At times, the Fund's investments may represent
industries or industry sectors that are interrelated or have common risks,
making it more susceptible to any economic, political or regulatory developments
or other risks affecting those industries and sectors. Information regarding the
Fund's principal risk is contained in the Fund's prospectuses. Please refer to
those documents when considering the Fund's risks.
The Fund's investments in emerging markets or countries with limited or
developing markets may subject the Fund to a greater degree of risk than in a
developed market. Risks associated with these developing markets include
political, social or economic factors and may affect the price of the Fund's
investments and income generated by these investments, as well as the Fund's
ability to repatriate such amounts.
The Fund offers five classes of shares - Class A, Class B, Class C, Class R, and
Class Y shares. Each class of shares represents an interest in the same
portfolio of investments of the Fund and has equal rights to voting,
redemptions, dividends and liquidation, except that the level of transfer agent
and distribution fees may differ among classes. Class A, Class B, Class C and
Class R shareowners have exclusive voting rights with respect to the
distribution plan for each class. There is no distribution plan for Class Y
shares. Class B shares will convert to Class A shares eight years after the date
of purchase.
The Fund's financial statements have been prepared in conformity with U.S.
generally accepted accounting principles that require the management of the Fund
to, among other things, make estimates and assumptions that affect the reported
amounts of assets and liabilities, the disclosure of contingent assets and
liabilities at the date of the financial statements, and the reported amounts of
income, expenses and gains and losses on investments during the reporting
period. Actual results could differ from those estimates. The following is a
summary of significant accounting policies followed by the Fund in
35
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
the preparation of its financial statements, which are consistent with those
policies generally accepted in the investment company industry:
A. Security Valuation
Security transactions are recorded as of trade date. The net asset value of
the Fund is computed once daily, on each day the New York Stock Exchange
(NYSE) is open, as of the close of regular trading on the NYSE. In
computing the net asset value, securities are valued using the last sale
price on the principal exchange where they are traded. Securities that have
not traded on the date of valuation, or securities for which sale prices
are not generally reported, are valued using the mean between the last bid
and asked prices. Securities for which market quotations are not readily
available are valued at their fair values as determined by, or under the
direction of, the Board of Trustees. The Fund invests primarily in
securities of non-U.S. issuers. The principal exchanges and markets for
such securities have closing times prior to the close of the NYSE. However,
the value of these securities may be influenced by changes in global
markets occurring after the closing times of the local exchanges and
markets up to the time the Fund determines its net asset value.
Consequently, the Board of Trustees of the Fund has determined that the use
of daily fair valuations as provided by a pricing service is appropriate
for the Fund. The Fund may also take into consideration other significant
events in determining the fair value of these securities. Thus, the Fund's
securities valuations may differ from prices reported by the various local
exchanges and markets. Temporary cash investments are valued at amortized
cost.
Dividend income is recorded on the ex-dividend date, except that certain
dividends from foreign securities where the ex-dividend date may have
passed are recorded as soon as the Fund becomes aware of the ex-dividend
data in exercise of reasonable diligence. Dividend and interest income are
recorded on the accrual basis net of unrecoverable foreign taxes withheld
at the applicable country rates.
Gains and losses on sales of investments are calculated on the identified
cost method for both financial reporting and federal income tax purposes.
36
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
B. Foreign Currency Translation
The books and records of the Fund are maintained in U.S. dollars. Amounts
denominated in foreign currencies are translated into U.S. dollars using
current exchange rates.
Net realized gains and losses on foreign currency transactions, if any,
represent, among other things, the net realized gains and losses on foreign
currency contracts, disposition of foreign currencies and the difference
between the amount of income accrued and the U.S. dollars actually
received. Further, the effects of changes in foreign currency exchange
rates on investments are not segregated in the statement of operations from
the effects of changes in market price of those securities but are included
with the net realized and unrealized gain or loss on investments.
C. Forward Foreign Currency Contracts
The Fund enters into forward foreign currency contracts (contracts) for the
purchase or sale of a specific foreign currency at a fixed price on a
future date as a hedge or cross-hedge against either specific investment
transactions (settlement hedges) or portfolio positions (portfolio hedges).
All contracts are marked to market daily at the applicable exchange rates,
and any resulting unrealized gains or losses are recorded in the Fund's
financial statements. The Fund records realized gains and losses at the
time a portfolio hedge is offset by entry into a closing transaction or
extinguished by delivery of the currency. Risks may arise upon entering
into these contracts from the potential inability of counterparties to meet
the terms of the contract and from unanticipated movements in the value of
foreign currencies relative to the U.S. dollar (see Note 6).
D. Federal Income Taxes
It is the Fund's policy to comply with the requirements of the Internal
Revenue Code applicable to regulated investment companies and to distribute
all of its taxable income and net realized capital gains, if any, to its
shareowners. Therefore, no federal income tax provision is required.
37
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
In addition to the requirements of the Internal Revenue Code, the Fund may
also be required to pay local taxes on the recognition of capital gains
and/or the repatriation of foreign currencies in certain countries. During
the year ended November 30, 2006, the Fund paid $394,576 in such taxes.
In determining the daily net asset value, the Fund estimates the reserve
for such taxes, if any, associated with investments in certain countries.
The estimated reserve for the capital gains is based on the net unrealized
appreciation on certain portfolio securities, the holding period of such
securities and the related tax rates, tax loss carryforward (if applicable)
and other such factors. As of November 30, 2006, the Fund had $254,385 in
reserve related to capital gains.
The amounts and characterizations of distributions to shareowners for
financial reporting purposes are determined in accordance with federal
income tax rules. Therefore, the sources of the Fund's distributions may be
shown in the accompanying financial statements as either from or in excess
of net investment income or net realized gain on investment transactions,
or from paid-in capital, depending on the type of book/tax differences that
may exist.
At November 30, 2006, the Fund has reclassified $965,639 to increase
undistributed net investment income, $3,787,873 to increase accumulated net
realized gain on investments and $4,753,512 to decrease paid-in capital to
reflect permanent book/tax differences. The reclassification has no impact
on the net assets of the Fund and is designed to present the Fund's capital
accounts on a tax basis.
At November 30, 2006, the Fund had a net capital loss carryforward of
$1,842,322 which will expire in 2008, if not utilized.
The tax character of distributions paid during the years ended November 30,
2006 and November 30, 2005 were as follows:
- --------------------------------------------------------------------------------
2006 2005
- --------------------------------------------------------------------------------
Distributions paid from:
Ordinary income $ 1,362,420 $ -
Long-term capital gain 38,496,664 7,263,176
----------- ----------
Total $39,859,084 $7,263,176
=========== ==========
- --------------------------------------------------------------------------------
38
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
The following shows the components of distributable earnings on a federal
income tax basis at November 30, 2006:
- --------------------------------------------------------------------------------
2006
- --------------------------------------------------------------------------------
Undistributed ordinary income $ 1,279,245
Undistributed long-term gain 10,415,180
Capital loss carryforward limited
from merger (1,842,322)
Unrealized appreciation 139,605,680
------------
Total $149,457,783
============
- --------------------------------------------------------------------------------
The difference between book basis and tax-basis unrealized appreciation is
attributable to the tax deferral of losses on wash sales and the mark to
market on forward currency contracts.
E. Fund Shares
The Fund records sales and repurchases of its shares as of trade date.
Pioneer Funds Distributor, Inc. (PFD), the principal underwriter for the
Fund and a wholly owned indirect subsidiary of UniCredito Italiano
S.p.A.(UniCredito Italiano), earned $100,026 in underwriting commissions on
the sale of Class A shares during the year ended November 30, 2006.
F. Class Allocations
Distribution fees are calculated based on the average daily net asset value
attributable to Class A, Class B, Class C and Class R shares of the Fund,
respectively (see Note 4). Class Y shares are not subject to a distribution
plan. Shareowners of each class share all expenses and fees paid to the
transfer agent, Pioneer Investment Management Shareholder Services, Inc.
(PIMSS), for its services, which are allocated based on the number of
accounts in each class and the ratable allocation of related out-of-pocket
expenses (see Note 3). Income, common expenses and realized and unrealized
gains and losses are calculated at the Fund level and allocated daily to
each class of shares based on the respective percentage of adjusted net
assets at the beginning of the day.
39
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
Distributions to shareowners are recorded as of the ex-dividend date.
Distributions paid by the Fund with respect to each class of shares are
calculated in the same manner, at the same time, and in the same amount,
except that Class A, Class B, Class C, Class R and Class Y shares can bear
different transfer agent and distribution fees.
G. Securities Lending
The Fund lends securities in its portfolio to certain brokers-dealers or
other institutional investors, with the Fund's custodian acting as the
lending agent. When entering into a loan, the Fund receives collateral,
which is maintained by the custodian and earns income in the form of
negotiated lenders' fees. The Fund also continues to receive interest or
payments in lieu of dividends on the securities loaned. Gain or loss on the
value of the loaned securities that may occur during the term of the loan
will be for the account of the Fund. The loans are secured by collateral of
at least 102%, at all times, of the fair value of the securities loaned.
The amount of the collateral will be adjusted daily to reflect any price
fluctuation in the value of the loaned securities. The Fund has the right
under the lending agreements to recover the securities on loan from the
borrower on demand. The Fund invests cash collateral in the Securities
Lending Investment Fund, which is sponsored by Brown Brothers Harriman &
Co., the Fund's custodian.
H. Repurchase Agreements
With respect to repurchase agreements entered into by the Fund, the value
of the underlying securities (collateral), including accrued interest
received from counterparties, is required to be at least equal to or in
excess of the value of the repurchase agreements is held in safekeeping in
the customer-only account of the Fund's custodian, or subcustodians. The
Fund's investment adviser, Pioneer Investment Management, Inc. (PIM), is
responsible for determining that the value of the collateral remains at
least equal to the repurchase price.
2. Management Agreement
PIM, a wholly owned indirect subsidiary of UniCredito Italiano, manages the
Fund's Portfolio. Effective December 31, 2003, management fees are calculated
daily at an annual rate of 1.15% of the Fund's
40
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
average daily net assets. Prior to December 31, 2003, the management fees were
calculated daily at the annual rate of 1.25% of the Fund's average daily net
assets.
PIM has agreed to limit ordinary operating expenses to the extent required to
reduce Fund expenses to 1.95%, 2.85%, 2.85% and 2.20% of the average daily net
assets attributable to Class A, Class B, Class C and Class R shares,
respectively. Class Y shares do not have an expense limitation. These expense
limitations are in effect through April 1, 2009 for Class A shares and through
April 1, 2007 for Class B, Class C and Class R shares.
Prior to April 1, 2006, the expense limitation for Class A, Class B, Class C
and Class R shares was 2.15%, 3.05%, 3.05% and 2.40%, respectively, of the
average daily net assets attributable to each class of shares.
In addition, under the management and administration agreements, certain other
services and costs, including accounting, regulatory reporting and insurance
premiums, are paid by the Fund. At November 30, 2006, $12,662, was payable to
PIM related to management fees, administrative costs and certain other
services, and is included in due to affiliates.
3. Transfer Agent
PIMSS, a wholly owned indirect subsidiary of UniCredito Italiano, provides
substantially all transfer agent and shareowner services to the Fund at
negotiated rates. Included in due to affiliates is $179,934 in transfer agent
fees payable to PIMSS at November 30, 2006.
4. Distribution and Service Plans
The Fund adopted Plans of Distribution with respect to each class of shares
(Class A Plan, Class B Plan, Class C Plan and Class R Plan) in accordance with
Rule 12b-1 of the Investment Company Act of 1940. Pursuant to the Class A Plan,
the Fund pays PFD a service fee of up to 0.25% of the average daily net assets
attributable to Class A shares in reimbursement of its actual expenditures to
finance activities primarily intended to result in the sale of Class A shares.
Pursuant to the Class B Plan and the Class C Plan, the Fund pays PFD 1.00% of
the average daily net assets attributable to each class of shares. The fee
consists of a 0.25% service fee and a 0.75% distribution fee paid as
compensation for personal services and/or account
41
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
maintenance services or distribution services with regard to Class B and Class C
shares. Pursuant to the Class R Plan, the Fund pays PFD 0.50% of the average
daily net assets attributable to Class R shares as compensation for distribution
services. Included in due to affiliates is $4,598 in distribution fees payable
to PFD at November 30, 2006. The Fund also has adopted a separate service plan
for Class R shares (Service Plan). The Service Plan authorizes the Fund to pay
securities dealers, plan administrators or other service organizations that
agree to provide certain services to retirement plans or plan participants
holdings shares of the Fund a service fee of up to 0.25% of the Fund's average
daily net assets attributable to Class R shares help by such plans.
In addition, redemptions of each class of shares (except Class Y shares) may be
subject to a contingent deferred sales charge (CDSC). A CDSC of 1.00% may be
imposed on redemptions of certain net asset value purchases of Class A shares
within 18 months of purchase. Class B shares that are redeemed within five years
of purchase are subject to a CDSC at declining rates beginning at 4.00%, based
on the lower of cost or market value of shares being redeemed. Shares purchased
as part of an exchange or acquired as a result of a reorganization of another
fund into the Fund remain subject to any contingent deferred sales charge that
applied to the shares you originally purchased. Redemptions of Class C shares
within one year of purchase are subject to a CDSC of 1.00%. There are no CDSCs
for class R shares. Proceeds from the CDSCs are paid to PFD. For the year ended
November 30, 2006, CDSCs in the amount of $96,547 were paid to PFD.
Prior to September 1, 2006, the Fund charged a 2.0% redemption fee on each class
of shares sold within 30 days of purchase. Effective September 1, 2006
redemption fees are no longer charged. For the year ended November 30, 2006, the
Fund collected $59,359 in redemption fees, which are included in the Fund's
capital account.
5. Directed Brokerage and Expense Offset Arrangements
The Fund has entered into directed brokerage arrangements with brokers with whom
PIM places trades on behalf of the Fund under which the brokers provide services
to the Fund in addition to trade execution. These services may include payments
of certain expenses on behalf of the Fund. However, for the year ended November
30, 2006, the Fund's expenses were not reduced under these arrangements.
42
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
In addition, the Fund has entered into certain expense offset arrangements with
PIMSS resulting in a reduction in the Fund's total expenses, due to interest
earned on cash held by PIMSS. For the year ended November 30, 2006, the Fund's
expenses were reduced by $27,995 under such arrangements.
6. Forward Foreign Currency Contracts
At November 30, 2006, the Fund had entered into various contracts that obligate
the Fund to deliver currencies at specified future dates. At the maturity of a
contract, the Fund must make delivery of the foreign currency. Alternatively,
prior to the settlement date of a portfolio hedge, the Fund may close out such
contracts by entering into an offsetting hedge contract. At November 30, 2006,
the Fund had no outstanding portfolio hedges. The Fund's gross forward currency
settlement contracts receivable and payable were $1,986,414, and $1,985,555,
respectively, resulting in a net receivable of $859.
7. Line of Credit
The Fund, along with certain other funds in the Pioneer Family of Funds (the
Funds), collectively participates in a $200 million committed, unsecured
revolving line of credit facility. Borrowings are used solely for temporary or
emergency purposes. The Fund may borrow up to the lesser of $200 million or the
limits set by its prospectus for borrowings. Interest on collective borrowings
is payable at the Federal Funds Rate plus 1/2% on an annualized basis. The Funds
pay an annual commitment fee for this facility. The commitment fee is allocated
among such Funds based on their respective borrowing limits. For the year ended
November 30, 2006, there were no borrowings under this agreement.
8. New Pronouncements
On July 13, 2006, the Financial Accounting Standards Board (FASB) released FASB
Interpretation No. 48 "Accounting for Uncertainty in Income Taxes" (FIN 48). FIN
48 provides guidance for how uncertain tax positions should be recognized,
measured, presented and disclosed in the financial statements. FIN 48 requires
the evaluation of tax positions taken or expected to be taken in the course of
preparing the Fund's tax returns to determine whether the tax positions have a
"more-likely-than-not" probability of being sustained by the applicable tax
authority. Tax positions deemed to not meet the more-likely-than--
43
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS 11/30/06 (continued)
- --------------------------------------------------------------------------------
not threshold would be recorded as a tax benefit or expense in the reporting
period in which they are realized. Adoption of FIN 48 is required for fiscal
years beginning after December 15, 2006 and is to be applied to all open tax
years as of no later than May 30, 2008. At this time, management is evaluating
the implications of FIN 48 and any impact in the financial statements has not
yet been determined.
In addition, in September 2006, Statement of Financial Accounting Standards No.
157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal
years beginning after November 15, 2007. SFAS 157 defines fair value,
establishes a framework for measuring fair value and expands disclosures about
fair value measurements. Management is currently evaluating the impact the
adoption of SFAS 157 will have on the Fund's financial statement disclosures.
9. Tax Information (unaudited)
For the fiscal year ending November 30, 2006, the Fund has elected to pass
through foreign tax credits of $1,195,413.
ADDITIONAL INFORMATION (unaudited)
For the fiscal year ended November 30, 2006 certain dividends paid by the Fund
may be subject to a maximum tax rate of 15%, as provided for by the Jobs and
Growth Tax Relief Reconciliation Act of 2003. The Fund intends to designate up
to the maximum amount of such divided allowable under the Act, as taxed at a
maximum rate of 15%. Complete information will be computed and reported in
conjunction with your 2006 Form 1099-DIV.
44
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
To the Board of Trustees and Shareowners of
Pioneer Emerging Markets Fund:
We have audited the accompanying statement of assets and liabilities, of Pioneer
Emerging Markets Fund (the "Fund") including the schedule of investments, as of
November 30, 2006, and the related statement of operations for the year then
ended, the statements of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the periods
indicated therein. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements and financial highlights are free of material misstatement. We were
not engaged to perform an audit of the Fund's internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Fund's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements and financial highlights, assessing the accounting principles used
and significant estimates made by management, and evaluating the overall
financial statement presentation. Our procedures included confirmation of
securities owned as of November 30, 2006, by correspondence with the custodian
and brokers. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Pioneer Emerging Markets Fund at November 30, 2006, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and financial highlights for each of the
periods indicated therein, in conformity with U.S. generally accepted accounting
principles.
Ernst & Young LLP
Boston, Massachusetts
January 12, 2007
45
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT
- --------------------------------------------------------------------------------
The Investment Company Act of 1940 requires that both the Board of Trustees and
a majority of the Independent Trustees (collectively "the Trustees"), voting
separately, annually approve the Fund's management contract (the "Management
Contract"). The Trustees have determined that the terms of the Management
Contract are fair and reasonable and that renewal of the contract will enable
the Fund to receive quality investment advisory services at a cost deemed
reasonable and is in the best interests of the Fund and its shareowners. In
making such determinations, the Independent Trustees relied upon the assistance
of counsel to the Independent Trustees and counsel to the Fund.
Throughout the year, the Independent Trustees regularly met in executive session
separately from the Interested Trustees of the Fund and any officer of Pioneer
Investment Management, Inc., the Fund's adviser (the "Investment Adviser"), or
its affiliates. While the Trustees, including the Interested Trustees, act on
all major matters relating to the Fund, a significant portion of the activities
of the Board of Trustees (including certain of those described herein) is
conducted through committees, the members of which are comprised exclusively of
Independent Trustees. Such committee meetings are attended by officers of the
Fund and/or officers of the Investment Adviser to the extent requested by the
members of the committee.
In evaluating the Management Contract, the Trustees conducted a review that was
specifically focused upon the renewal of the Management Contract, and relied
upon their knowledge, resulting from their meetings throughout the year, of the
Investment Adviser, its services and the Fund. Both in meetings specifically
dedicated to renewal of the Management Contract and at other meetings during the
course of the year, the Trustees, including the Independent Trustees, received
materials relating to the Investment Adviser's investment and management
services under the Management Contract. These materials included information on
(i) the investment performance of the Fund, a peer group of funds as classified
by Morningstar, Inc., an independent evaluation service ("Morningstar") and an
index approved by the Independent Trustees for this purpose, (ii) sales and
redemption activity in respect of the Fund, (iii) the general investment outlook
in the markets in which the Fund invests, (iv) arrangements in respect of the
distribution of the Fund's shares, (v) the procedures employed to determine the
value of each of the Fund's assets, (vi) the Investment Adviser's management of
the relationships with the Fund's unaffiliated service
46
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
providers, (vii) the record of compliance with the Fund's investment policies
and restrictions and with the Fund's Code of Ethics and the structure and
responsibilities of the Investment Adviser's compliance department, (viii) the
nature, cost and character of non-investment management services provided by the
Investment Adviser and its affiliates and (ix) the disclosures included in the
Fund's prospectuses and reports to shareowners.
Specifically in connection with the Independent Trustees' review of the
Management Contract, the Independent Trustees requested, and the Investment
Adviser provided, additional information in order to evaluate the quality of the
Investment Adviser's services and the reasonableness of the fee under the
Management Contract. Among other items, this information included data or
analyses of (1) investment performance for one, three, five and ten-year periods
for the Fund and a peer group of funds selected on the basis of criteria
determined by the Independent Trustees for this purpose, (2) management and
other fees incurred by a peer group of funds selected on the basis of criteria
determined by the Independent Trustees for this purpose, (3) the advisory fees
of comparable portfolios of other clients of the Investment Adviser, (4) expense
ratios for the Fund and a peer group of funds selected on the basis of criteria
determined by the Independent Trustees for this purpose, (5) the overall
organization of the Investment Adviser, (6) the Investment Adviser's financial
results and condition, including its and certain of its affiliates'
profitability in providing services to the Fund, (7) transfer agency fees and
administrative reimbursements paid to the Investment Adviser or affiliates, (8)
investment management staffing, and (9) operating expenses paid by the Funds to
third parties. The Trustees also reviewed information regarding the potential
for each of the Fund and the Investment Adviser to benefit from further
economies of scale in the management of the Fund in light of reasonable growth
expectations for the Fund and certain of the Fund's expenses that are incurred
on a basis other than as a percentage of net assets.
The following summarizes factors considered by the Trustees in connection with
reviewing the information described above and their renewal of the Fund's
Management Contract. The Trustees did not identify any single factor as
all-important or controlling, and the summary does not detail all the matters
that were considered.
47
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
A. Ancillary Benefits to Shareowners. The Trustees considered the benefits to
shareowners of investing in a Fund that is part of a large number of
investment companies offering a variety of investment disciplines and
providing for a large variety of Fund and shareowner services.
B. Compliance and Investment Performance. The Trustees determined that the
Investment Adviser had policies and systems reasonably designed to achieve
compliance with the Fund's investment objective and regulatory
requirements. The Trustees also reviewed the Fund's investment performance
based upon total return, as well as the Fund's performance compared to the
performance of both a peer group and an index approved by the Independent
Trustees for this purpose. The Fund's performance, based upon total return,
was in the first quintile of its Morningstar category peer group for the 12
months ended June 30, 2006, the second quintile for the three years ended
June 30, 2006, the second quintile for the five years ended June 30, 2006
and the second quintile for the ten year period ended June 30, 2006. (In
all quintile rankings referred to throughout this discussion first quintile
is most favorable to the Fund's shareowners. Thus, highest relative
performance would be first quintile and lowest relative expenses also would
be first quintile.) The Trustees also noted that the Fund's return, gross
of expenses, exceeded the return of the Fund's benchmark index for the
12-month period ended June 30, 2006. The Trustees concluded that the
performance of the Fund was good.
C. The Investment Adviser's Personnel and Methods. The Trustees reviewed the
background of members of the team responsible for the daily management of
the Fund and the Fund's investment objective and discipline. The
Independent Trustees also have had discussions with senior management of
the Investment Adviser responsible for investment operations. Among other
things, the Trustees considered the size, education and experience of the
Investment Adviser's investment staff and their use of technology and
emphasis on analytics in view of the risk profile of securities in which
the Fund invests. The Trustees concluded that the Investment Adviser had
the quality and depth of personnel and the well-developed methods essential
to perform its duties under the Management Contract.
48
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
D. Nature and Quality of Other Services. The Trustees considered the nature,
quality, cost and extent of other services provided to shareowners of the
Fund, including administrative and shareowner services performed by the
Investment Adviser under the Management Contract. The Trustees also
considered the reasonableness of the arrangements for reimbursement of the
Investment Adviser's out-of-pocket costs and expenses, including overhead,
for certain administrative services that the Investment Adviser is not
required to provide under the Management Contract. The Trustees also
considered the nature and extent of the other services provided by the
Investment Adviser or its affiliates under other contracts, such as
transfer agency and administration, as well as the Investment Adviser's
supervision of third party service providers. Based on these
considerations, the Trustees concluded that the nature, quality, cost and
extent of such services are satisfactory and reliable and serve the
shareowners of the Fund well.
E. Management Fee and Expenses. The Trustees considered the Investment
Adviser's fee under the Management Contract relative to the management fees
charged by its Morningstar category peer group. The Fund's management fee
for the 12 months ended June 30, 2006 was in the third quintile relative to
the management fees paid by the other funds in that peer group for the
comparable period. The Trustees also considered the Fund's expense ratio
for the 12 months ended June 30, 2006 and expense ratios for the comparable
period of the peer group of funds selected on the basis of criteria
determined by the Independent Trustees for this purpose using data provided
by Strategic Insight Mutual Fund Research and Consulting, LLC, an
independent third party. The Trustees found the Fund's expense ratio (after
giving effect to the expense limitation) to be in the fourth quintile,
according to data for the applicable peer group for the most recent fiscal
year.
F. Profitability. The Trustees considered the level of the Investment
Adviser's profits with respect to the management of the Pioneer Funds,
including a review of the Investment Adviser's methodology in allocating
certain of its costs to the management of each Fund as well as the
financial results realized by the Investment Adviser in connection with the
operation of the Fund. They further considered the profits realized by the
Investment Adviser and its affiliates from non-fund businesses that may
benefit from or be related to the Fund's business. The Trustees considered
the Investment Adviser's
49
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FACTORS CONSIDERED BY THE INDEPENDENT TRUSTEES IN
APPROVING THE MANAGEMENT CONTRACT (continued)
- --------------------------------------------------------------------------------
profit margins in comparison with the limited industry data available. The
Trustees concluded that the Investment Adviser's profits from management of
the Pioneer Funds, including the financial results derived from the Fund,
bear a reasonable relationship to the services rendered and are fair for
the management of the Fund.
G. Economies of Scale. The Trustees considered the economies of scale with
respect to the management of the Fund, whether the Fund had appropriately
benefited from any economies of scale, and whether there was potential for
realization of any further economies of scale. The Trustees concluded that,
at current and reasonable foreseeable asset growth, breakpoints in the
management fee were not necessary at this time. As assets increase, the
Trustees will continue to evaluate annually the appropriateness of
breakpoints.
H. Other Benefits to the Investment Adviser. The Trustees also considered the
character and amount of fees paid by the Fund, other than under the
Management Contract, for services provided by the Investment Adviser and
affiliates, including fees for services such as shareowner services. The
Trustees also considered the receipt of sales loads and payments under Rule
12b-1 plans in respect of the Pioneer Funds (including the Fund), and
benefits to the Investment Adviser from the use of "soft" commission
dollars to pay for research and brokerage services. The Trustees further
considered the revenues and profitability of the Investment Adviser's
businesses other than the fund business, including the Investment Adviser's
institutional investment advisory business. The Trustees considered the
intangible benefits that accrue to the Investment Adviser and its
affiliates by virtue of its relationship with the Fund and the Pioneer
Funds as a group. The Trustees concluded that all these types of benefits
accruing to the Investment Adviser were reasonable in the context of the
overall relationship between the Investment Adviser and the Fund.
50
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
Conclusion. In light of the Investment Adviser's overall performance, the
Trustees considered it appropriate to continue to retain the management services
of the Investment Adviser. Based on their review of the overall nature and
quality of services provided by the Investment Adviser and the fees charged by
other funds in the Fund's relevant peer group, and taking into account all
material factors deemed relevant by the Trustees as well as the advice of
independent counsel, the Trustees concluded that the Management Contract with
the Fund, including the fees payable thereunder (taking into account the expense
limitation), was fair and reasonable and voted to approve the continuation of
the Management Contract for another year.
51
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
TRUSTEES, OFFICERS AND SERVICE PROVIDERS
- --------------------------------------------------------------------------------
Investment Adviser
Pioneer Investment Management, Inc.
Custodian
Brown Brothers Harriman & Co.
Independent Registered Public Accounting Firm
Ernst & Young LLP
Principal Underwriter
Pioneer Funds Distributor, Inc.
Legal Counsel
Wilmer Cutler Pickering Hale and Dorr LLP
Shareowner Services and Transfer Agent
Pioneer Investment Management Shareholder Services, Inc.
Trustees and Officers
The fund's Board of Trustees provides broad supervision over the fund's affairs.
The officers of the fund are responsible for the fund's operations. The fund's
Trustees and officers are listed below, together with their principal
occupations during the past five years. Trustees who are interested persons of
the fund within the meaning of the 1940 Act are referred to as Interested
Trustees. Trustees who are not interested persons of the fund are referred to as
Independent Trustees. Each of the Trustees (except Mr. Hood and Mr. West) serves
as a Trustee of each of the 86 U.S. registered investment portfolios for which
Pioneer serves as investment adviser (the "Pioneer Funds"). Mr. Hood and Mr.
West each serves as Trustee of 37 of the 86 Pioneer Funds. The address for all
Interested Trustees and all officers of the fund is 60 State Street, Boston,
Massachusetts 02109.
The Fund's statement of additional information provides more detailed
information regarding the Fund's Trustees and is available upon request, without
charge, by calling 1-800-225-6292.
Proxy Voting Policies and Procedures of the Fund are available without charge,
upon request, by calling our toll free number (1-800-225-6292). Information
regarding how the Fund voted proxies relating to portfolio securities during the
most recent 12-month period ended June 30 is publicly available to shareowners
at www.pioneerinvestments.com and on the SEC's web site at http://www.sec.gov.
52
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
INTERESTED TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name and Age With the Fund and Term of Office
John F. Cogan, Jr. (80)* Chairman of the Trustee since 1994.
Board, Trustee and Serves until a
President successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Trustee
John F. Cogan, Jr. (80)* Deputy Chairman and a Director of Pioneer Global Asset Director of ICI Mutual
Management S.p.A. ("PGAM"); Non-Executive Chairman Insurance Company
and a Director of Pioneer Investment Management USA
Inc. ("PIM-USA"); Chairman and a Director of Pioneer;
Chairman and Director of Pioneer Institutional Asset
Management, Inc. (since 2006); Director of Pioneer
Alternative Investment Management Limited (Dublin);
President and a Director of Pioneer Alternative Investment
Management (Bermuda) Limited and affiliated funds;
Director of PIOGLOBAL Real Estate Investment Fund
(Russia) (until June 2006); Director of Nano-C, Inc.
(since 2003); Director of Cole Investment Corporation
(since 2004); Director of Fiduciary Counseling, Inc.;
President and Director of Pioneer Funds Distributor, Inc.
("PFD") (until May 2006); President of all of the Pioneer
Funds; and Of Counsel, Wilmer Cutler Pickering Hale and
Dorr LLP (counsel to PIM-USA and the Pioneer Funds)
- ---------------------------------------------------------------------------------------------------------------------
53
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
INTERESTED TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name and Age With the Fund and Term of Office
Osbert M. Hood (54)*+ Trustee and Executive Trustee since 2003.
Vice President Serves until a
successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Trustee
Osbert M. Hood (54)*+ President and Chief Executive Officer, PIM-USA since None
May 2003 (Director since January 2001; Executive
Vice President and Chief Operating Officer from
November 2000 - May 2003); Director of PGAM since
June 2003; President and Director of Pioneer since
May 2003; President and Director of Pioneer Institutional
Asset Management, Inc. since February 2006; Chairman
and Director of Pioneer Investment Management
Shareholder Services, Inc. ("PIMSS") since May 2003;
Director of PFD since May 2006; Director of Oak Ridge
Investments, LLC (a registered investment adviser in which
PIM-USA owns a minority interest) since January 2005;
Director of Vanderbilt Capital Advisors, LLC (an institutional
investment adviser wholly-owned by PIM-USA) since
June 2006; and Executive Vice President of all of the
Pioneer Funds since June 2003
- ---------------------------------------------------------------------------------------------------------------------
+ Mr. Hood resigned as Trustee and Executive Vice President of the Trust on
January 9, 2007.
54
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
INTERESTED TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name, Age and Address With the Fund and Term of Office
David R. Bock (62) Trustee Trustee since 2005.
3050 K Street NW, Serves until a
Washington, DC 20007 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Mary K. Bush (58) Trustee Trustee since 1997.
3509 Woodbine Street Serves until a
Chevy Chase, MD 20815 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Margaret B.W. Graham (59) Trustee Trustee since 1994.
1001 Sherbrooke Street West, Serves until a
Montreal, Quebec, Canada successor trustee is
H3A 1G5 elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Other Directorships Held
Name, Age and Address Principal Occupation During Past Five Years by this Trustee
David R. Bock (62) Senior Vice President and Chief Financial Officer, Director of The Enterprise
3050 K Street NW, I-trax, Inc. (publicly traded health care services company) Social Investment
Washington, DC 20007 (2001 - present); Managing Partner, Federal City Capital Company (privately-held
Advisors (boutique merchant bank) (2002 to 2004); and affordable housing
Executive Vice President and Chief Financial Officer, finance company); and
Pedestal Inc. (internet-based mortgage trading company) Director of New York
(2000 - 2002) Mortgage Trust (publicly
traded mortgage REIT)
- ---------------------------------------------------------------------------------------------------------------------
Mary K. Bush (58) President, Bush International (international financial Director of Brady
3509 Woodbine Street advisory firm) Corporation (industrial
Chevy Chase, MD 20815 identification and
specialty coated material
products manufacturer);
Director of Briggs &
Stratton Co. (engine
manufacturer); Director of
Mortgage Guaranty
Insurance Corporation;
and Director of UAL
Corporation (airline
holding company)
- ---------------------------------------------------------------------------------------------------------------------
Margaret B.W. Graham (59) Founding Director, The Winthrop Group, Inc. None
1001 Sherbrooke Street West, (consulting firm); and Desautels Faculty of
Montreal, Quebec, Canada Management, McGill University
H3A 1G5
- ---------------------------------------------------------------------------------------------------------------------
55
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
INDEPENDENT TRUSTEES
- --------------------------------------------------------------------------------
Positions Held Length of Service
Name, Age and Address With the Fund and Term of Office
Thomas J. Perna (56) Trustee Trustee since 2006.
89 Robbins Avenue, Serves until a
Berkeley Heights, NJ 07922 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Marguerite A. Piret (58) Trustee Trustee since 1994.
200 State Street, 12th Floor, Serves until a
Boston, MA 02109 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Stephen K. West (78) Trustee Trustee since 1994.
125 Broad Street, Serves until a
New York, NY 10004 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
John Winthrop (70) Trustee Trustee since 1994.
One North Adgers Wharf, Serves until a
Charleston, SC 29401 successor trustee is
elected or earlier
retirement or removal.
- --------------------------------------------------------------------------------
Other Directorships Held
Name, Age and Address Principal Occupation During Past Five Years by this Trustee
Thomas J. Perna (56) Private investor (2004 - present); and Senior Executive Director of Quadriserv
89 Robbins Avenue, Vice President, The Bank of New York (financial and Inc. (technology products
Berkeley Heights, NJ 07922 securities services) (1986 - 2004) for securities lending
industry)
- ---------------------------------------------------------------------------------------------------------------------
Marguerite A. Piret (58) President and Chief Executive Officer, Newbury, Piret & Director of New America
200 State Street, 12th Floor, Company, Inc. (investment banking firm) High Income Fund, Inc.
Boston, MA 02109 (closed-end investment
company)
- ---------------------------------------------------------------------------------------------------------------------
Stephen K. West (78) Senior Counsel, Sullivan & Cromwell (law firm) Director, The Swiss
125 Broad Street, Helvetia Fund, Inc.
New York, NY 10004 (closed-end investment
company)
- ---------------------------------------------------------------------------------------------------------------------
John Winthrop (70) President, John Winthrop & Co., Inc. (private None
One North Adgers Wharf, investment firm)
Charleston, SC 29401
- ---------------------------------------------------------------------------------------------------------------------
56
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FUND OFFICERS
- --------------------------------------------------------------------------------
Position Held With Term of Office and
Name and Age the Fund Length of Service
Dorothy E. Bourassa (58) Secretary Since 2003. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Christopher J. Kelley (41) Assistant Secretary Since 2003. Serves
at the discretion of
the Board
Christopher P. Harvey (45) Assistant Secretary Since 2006. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Vincent Nave (61) Treasurer Since 2000. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Mark E. Bradley (46) Assistant Treasurer Since 2004. Serves
at the discretion of
the Board
- --------------------------------------------------------------------------------
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Dorothy E. Bourassa (58) Secretary of PIM-USA; Senior Vice President - Legal None
of Pioneer; Secretary/Clerk of most of PIM-USA's
subsidiaries; and Secretary of all of the Pioneer Funds
since September 2003 (Assistant Secretary from
November 2000 to September 2003)
- ---------------------------------------------------------------------------------------------------------------------
Christopher J. Kelley (41) Vice President and Senior Counsel of Pioneer since None
July 2002; Vice President and Senior Counsel of BISYS
Fund Services, Inc. (April 2001 to June 2002); Senior
Vice President and Deputy General Counsel of Funds
Distributor, Inc. (July 2000 to April 2001), and Assistant
Secretary of all of the Pioneer Funds since
September 2003
- ---------------------------------------------------------------------------------------------------------------------
Christopher P. Harvey (45) Partner, Wilmer Cutler Pickering Hale and Dorr LLP; None
and Assistant Secretary of all of the Pioneer Funds
since July 2006.
- ---------------------------------------------------------------------------------------------------------------------
Vincent Nave (61) Vice President - Fund Accounting, Administration and None
Controllership Services of Pioneer; and Treasurer of
all of the Pioneer Funds
- ---------------------------------------------------------------------------------------------------------------------
Mark E. Bradley (46) Deputy Treasurer of Pioneer since 2004; Treasurer and None
Senior Vice President, CDC IXIS Asset Management
Services from 2002 to 2003; Assistant Treasurer and
Vice President, MFS Investment Management from 1997
to 2002; and Assistant Treasurer of all of the Pioneer
Funds since November 2004
- ---------------------------------------------------------------------------------------------------------------------
57
Pioneer Emerging Markets Fund
- --------------------------------------------------------------------------------
FUND OFFICERS
- --------------------------------------------------------------------------------
Position Held With Term of Office and
Name and Age the Fund Length of Service
Luis I. Presutti (41) Assistant Treasurer Since 2000. Serves
at the discretion of
the Board
Gary Sullivan (48) Assistant Treasurer Since 2002. Serves
at the discretion of
the Board
Katherine Kim Sullivan (32) Assistant Treasurer Since 2003. Serves
at the discretion of
the Board
Terrence J. Cullen (45) Chief Compliance Since March 2006.
Officer Serves at the
discretion of the Board
Other Directorships Held
Name and Age Principal Occupation During Past Five Years by this Officer
Luis I. Presutti (41) Assistant Vice President - Fund Accounting, Administration None
and Controllership Services of Pioneer; and Assistant
Treasurer of all of the Pioneer Funds
- ---------------------------------------------------------------------------------------------------------------------
Gary Sullivan (48) Fund Accounting Manager - Fund Accounting, None
Administration and Controllership Services of Pioneer;
and Assistant Treasurer of all of the Pioneer Funds since
May 2002
- ---------------------------------------------------------------------------------------------------------------------
Katherine Kim Sullivan (32) Fund Administration Manager - Fund Accounting, None
Administration and Controllership Services since
June 2003; Assistant Vice President - Mutual Fund
Operations of State Street Corporation from June 2002 to
June 2003 (formerly Deutsche Bank Asset Management);
Pioneer Fund Accounting, Administration and Controllership
Services (Fund Accounting Manager from August 1999 to
May 2002); and Assistant Treasurer of all of the Pioneer
Funds since September 2003
- ---------------------------------------------------------------------------------------------------------------------
Terrence J. Cullen (45) Chief Compliance Officer of Pioneer and all of the None
Pioneer Funds since March 2006; Vice President and
Senior Counsel of Pioneer since September 2004;
and Senior Vice President and Counsel, State Street
Research & Management Company (February 1998
to September 2004)
- ---------------------------------------------------------------------------------------------------------------------
* Mr. Cogan and Mr. Hood are Interested Trustees because each is an officer
or director of the fund's investment adviser and certain of its affiliates.
The outstanding capital stock of PFD, Pioneer and PIMSS is indirectly wholly
owned by UniCredito Italiano S.p.A. ("UniCredito Italiano"), one of the largest
banking groups in Italy. Pioneer, the fund's investment adviser, provides
investment management and financial services to mutual funds, institutional and
other clients.
58
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59
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60
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HOW TO CONTACT PIONEER
- --------------------------------------------------------------------------------
We are pleased to offer a variety of convenient ways for you to contact us for
assistance or information.
Call us for:
Account Information, including existing accounts,
new accounts, prospectuses, applications
and service forms 1-800-225-6292
FactFone(SM) for automated fund yields, prices,
account information and transactions 1-800-225-4321
Retirement plans information 1-800-622-0176
Telecommunications Device for the Deaf (TDD) 1-800-225-1997
Write to us:
PIMSS, Inc.
P.O. Box 55014
Boston, Massachusetts 02205-5014
Our toll-free fax 1-800-225-4240
Our internet e-mail address ask.pioneer@pioneerinvestments.com
(for general questions about Pioneer only)
Visit our web site: www.pioneerinvestments.com
Before investing consider the Fund's investment objectives, risks, charges and
expenses. Contact your advisor or Pioneer Investments for a prospectus
containing this information. Read it carefully.
The Fund files a complete statement of investments with the Securities and
Exchange Commission for the first and third quarters for each fiscal year on
Form N-Q. Shareholders may view the filed Form N-Q by visiting the Commission's
web site at http://www.sec.gov. The filed form may also be viewed and copied at
the Commission's Public Reference Room in Washington, DC. Information regarding
the operations of the Public Reference Room may be obtained by calling
1-800-SEC-0330.
ITEM 2. CODE OF ETHICS.
(a) Disclose whether, as of the end of the period covered by the report, the
registrant has adopted a code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions, regardless of
whether these individuals are employed by the registrant or a third party. If
the registrant has not adopted such a code of ethics, explain why it has not
done so.
The registrant has adopted, as of the end of the period covered by this report,
a code of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer and controller.
(b) For purposes of this Item, the term "code of ethics" means written standards
that are reasonably designed to deter wrongdoing and to promote:
(1) Honest and ethical conduct, including the ethical handling of actual
or apparent conflicts of interest between personal and professional
relationships;
(2) Full, fair, accurate, timely, and understandable disclosure in
reports and documents that a registrant files with, or submits to, the
Commission and in other public communications made by the registrant;
(3) Compliance with applicable governmental laws, rules, and
regulations;
(4) The prompt internal reporting of violations of the code to an
appropriate person or persons identified in the code; and
(5) Accountability for adherence to the code.
(c) The registrant must briefly describe the nature of any amendment, during the
period covered by the report, to a provision of its code of ethics that applies
to the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code of
ethics definition enumerated in paragraph (b) of this Item. The registrant must
file a copy of any such amendment as an exhibit pursuant to Item 10(a), unless
the registrant has elected to satisfy paragraph (f) of this Item by posting its
code of ethics on its website pursuant to paragraph (f)(2) of this Item, or by
undertaking to provide its code of ethics to any person without charge, upon
request, pursuant to paragraph (f)(3) of this Item.
The registrant has made no amendments to the code of ethics during the period
covered by this report.
(d) If the registrant has, during the period covered by the report, granted a
waiver, including an implicit waiver, from a provision of the code of ethics to
the registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, that relates to one or more of the items set forth
in paragraph (b) of this Item, the registrant must briefly describe the nature
of the waiver, the name of the person to whom the waiver was granted, and the
date of the waiver.
Not applicable.
(e) If the registrant intends to satisfy the disclosure requirement under
paragraph (c) or (d) of this Item regarding an amendment to, or a waiver from,
a provision of its code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting officer or
controller, or persons performing similar functions and that relates to any
element of the code of ethics definition enumerated in paragraph (b) of this
Item by posting such information on its Internet website, disclose the
registrant's Internet address and such intention.
Not applicable.
(f) The registrant must:
(1) File with the Commission, pursuant to Item 10(a), a copy of its code
of ethics that applies to the registrant's principal executive officer,
principal financial officer, principal accounting officer or controller,
or persons performing similar functions, as an exhibit to its annual
report on this Form N-CSR;
(2) Post the text of such code of ethics on its Internet website and
disclose, in its most recent report on this Form N-CSR, its Internet
address and the fact that it has posted such code of ethics on its
Internet website; or
(3) Undertake in its most recent report on this Form N-CSR to provide to
any person without charge, upon request, a copy of such code of ethics
and explain the manner in which such request may be made.
See Item 10(2)
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
(a) (1) Disclose that the registrant's board of trustees has determined that
the registrant either:
(i) Has at least one audit committee financial expert serving on its audit
committee; or
(ii) Does not have an audit committee financial expert serving on its audit
committee.
The registrant's Board of Trustees has determined that the registrant has at
least one audit committee financial expert.
(2) If the registrant provides the disclosure required by paragraph
(a)(1)(i) of this Item, it must disclose the name of the audit committee
financial expert and whether that person is "independent." In order to be
considered "independent" for purposes of this Item, a member of an audit
committee may not, other than in his or her capacity as a member of the audit
committee, the board of trustees, or any other board committee:
(i) Accept directly or indirectly any consulting, advisory, or other
compensatory fee from the issuer; or
(ii) Be an "interested person" of the investment company as defined in
Section 2(a)(19) of the Act (15 U.S.C. 80a-2(a)(19)).
Ms. Marguerite A. Piret, an independent trustee, is such an audit committee
financial expert.
(3) If the registrant provides the disclosure required by paragraph (a)(1)
(ii) of this Item, it must explain why it does not have an audit committee
financial expert.
Not applicable.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
(a) Disclose, under the caption AUDIT FEES, the aggregate fees billed for each
of the last two fiscal years for professional services rendered by the principal
accountant for the audit of the registrant's annual financial statements or
services that are normally provided by the accountant in connection with
statutory and regulatory filings or engagements for those fiscal years.
Audit Fees
Fees for audit services provided to the Fund, including fees
associated with the annual filing of its Form N-1A, totaled
approximately $36,010 in 2006 and $38,295 in 2005.
(b) Disclose, under the caption AUDIT-RELATED FEES, the aggregate fees billed in
each of the last two fiscal years for assurance and related services by the
principal accountant that are reasonably related to the performance of the audit
of the registrant's financial statements and are not reported under
paragraph (a) of this Item. Registrants shall describe the nature of the
services comprising the fees disclosed under this category.
Audit-Related Fees and Other Fees
There were no fees for audit-related or other services
provided to the Fund during the fiscal years ended
November 30, 2006 and 2005.
(c) Disclose, under the caption TAX FEES, the aggregate fees billed in each of
the last two fiscal years for professional services rendered by the principal
accountant for tax compliance, tax advice, and tax planning. Registrants shall
describe the nature of the services comprising the fees disclosed under this
category.
Tax Fees
Fees for tax compliance services, primarily for tax returns,
totaled approximately $7,515 and $6,800 in 2006 and
2005, respectively.
(d) Disclose, under the caption ALL OTHER FEES, the aggregate fees billed in
each of the last two fiscal years for products and services provided by the
principal accountant, other than the services reported in paragraphs (a) through
(c) of this Item. Registrants shall describe the nature of the services
comprising the fees disclosed under this category.
N/A
(e) (1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
PIONEER FUNDS
APPROVAL OF AUDIT, AUDIT-RELATED, TAX AND OTHER SERVICES
PROVIDED BY THE INDEPENDENT AUDITOR
SECTION I - POLICY PURPOSE AND APPLICABILITY
The Pioneer Funds recognize the importance of maintaining the independence of
their outside auditors. Maintaining independence is a shared responsibility
involving Pioneer Investment Management, Inc ("PIM"), the audit committee and
the independent auditors.
The Funds recognize that a Fund's independent auditors: 1) possess knowledge of
the Funds, 2) are able to incorporate certain services into the scope of the
audit, thereby avoiding redundant work, cost and disruption of Fund personnel
and processes, and 3) have expertise that has value to the Funds. As a result,
there are situations where it is desirable to use the Fund's independent
auditors for services in addition to the annual audit and where the potential
for conflicts of interests are minimal. Consequently, this policy, which is
intended to comply with Rule 210.2-01(C)(7), sets forth guidelines and
procedures to be followed by the Funds when retaining the independent audit firm
to perform audit, audit-related tax and other services under those
circumstances, while also maintaining independence.
Approval of a service in accordance with this policy for a Fund shall also
constitute approval for any other Fund whose pre-approval is required pursuant
to Rule 210.2-01(c)(7)(ii).
In addition to the procedures set forth in this policy, any non-audit services
that may be provided consistently with Rule 210.2-01 may be approved by the
Audit Committee itself and any pre-approval that may be waived in accordance
with Rule 210.2-01(c)(7)(i)(C) is hereby waived.
Selection of a Fund's independent auditors and their compensation shall be
determined by the Audit Committee and shall not be subject to this policy.
SECTION II - POLICY
- ---------------- -------------------------------- -------------------------------------------------
SERVICE SERVICE CATEGORY DESCRIPTION SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
CATEGORY
- ---------------- -------------------------------- -------------------------------------------------
I. AUDIT Services that are directly o Accounting research assistance
SERVICES related to performing the o SEC consultation, registration
independent audit of the Funds statements, and reporting
o Tax accrual related matters
o Implementation of new accounting
standards
o Compliance letters (e.g. rating agency
letters)
o Regulatory reviews and assistance
regarding financial matters
o Semi-annual reviews (if requested)
o Comfort letters for closed end
offerings
- ---------------- -------------------------------- -------------------------------------------------
II. Services which are not o AICPA attest and agreed-upon procedures
AUDIT-RELATED prohibited under Rule o Technology control assessments
SERVICES 210.2-01(C)(4) (the "Rule") o Financial reporting control assessments
and are related extensions of o Enterprise security architecture
the audit services support the assessment
audit, or use the
knowledge/expertise gained
from the audit procedures as a
foundation to complete the
project. In most cases, if
the Audit-Related Services are
not performed by the Audit
firm, the scope of the Audit
Services would likely
increase. The Services are
typically well-defined and
governed by accounting
professional standards (AICPA,
SEC, etc.)
- ---------------- -------------------------------- -------------------------------------------------
------------------------------------- ------------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the audit period for all services and related fees
pre-approved specific service reported at each regularly
subcategories. Approval of the scheduled Audit Committee
independent auditors as meeting.
auditors for a Fund shall
constitute pre approval for
these services.
------------------------------------- ------------------------------------
o "One-time" pre-approval o A summary of all such
for the fund fiscal year within services and related fees
a specified dollar limit (including comparison to
for all pre-approved specified dollar limits)
specific service subcategories reported quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limit for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for Audit-Related
Services not denoted as
"pre-approved", or
to add a specific service
subcategory as "pre-approved"
------------------------------------- ------------------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
III. TAX SERVICES Services which are not o Tax planning and support
prohibited by the Rule, o Tax controversy assistance
if an officer of the Fund o Tax compliance, tax returns, excise
determines that using the tax returns and support
Fund's auditor to provide o Tax opinions
these services creates
significant synergy in
the form of efficiency,
minimized disruption, or
the ability to maintain a
desired level of
confidentiality.
- ----------------------- --------------------------- -----------------------------------------------
- ------------------------------------- -------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- -------------------------
- ------------------------------------- -------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year all such services and
within a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for tax services not
denoted as pre-approved, or to add a specific
service subcategory as
"pre-approved"
- ------------------------------------- -------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- --------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PRE-APPROVED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- --------------------------- -----------------------------------------------
IV. OTHER SERVICES Services which are not o Business Risk Management support
prohibited by the Rule, o Other control and regulatory
A. SYNERGISTIC, if an officer of the Fund compliance projects
UNIQUE QUALIFICATIONS determines that using the
Fund's auditor to provide
these services creates
significant synergy in
the form of efficiency,
minimized disruption,
the ability to maintain a
desired level of
confidentiality, or where
the Fund's auditors
posses unique or superior
qualifications to provide
these services, resulting
in superior value and
results for the Fund.
- ----------------------- --------------------------- -----------------------------------------------
- --------------------------------------- ------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------- --------------------------
o "One-time" pre-approval o A summary of
for the fund fiscal year within all such services and
a specified dollar limit related fees
(including comparison
to specified dollar
limits) reported
quarterly.
o Specific approval is
needed to exceed the
pre-approved dollar limits for
these services (see general
Audit Committee approval policy
below for details on obtaining
specific approvals)
o Specific approval is
needed to use the Fund's
auditors for "Synergistic" or
"Unique Qualifications" Other
Services not denoted as
pre-approved to the left, or to
add a specific service
subcategory as "pre-approved"
- ------------------------------------- --------------------------
SECTION III - POLICY DETAIL, CONTINUED
- ----------------------- ------------------------- -----------------------------------------------
SERVICE CATEGORY SERVICE CATEGORY SPECIFIC PROHIBITED SERVICE SUBCATEGORIES
DESCRIPTION
- ----------------------- ------------------------- -----------------------------------------------
PROHIBITED SERVICES Services which result 1. Bookkeeping or other services
in the auditors losing related to the accounting records or
independence status financial statements of the audit
under the Rule. client*
2. Financial information systems design
and implementation*
3. Appraisal or valuation services,
fairness* opinions, or
contribution-in-kind reports
4. Actuarial services (i.e., setting
actuarial reserves versus actuarial
audit work)*
5. Internal audit outsourcing services*
6. Management functions or human
resources
7. Broker or dealer, investment
advisor, or investment banking services
8. Legal services and expert services
unrelated to the audit
9. Any other service that the Public
Company Accounting Oversight Board
determines, by regulation, is
impermissible
- ----------------------- ------------------------- -----------------------------------------------
- ------------------------------------------- ------------------------------
AUDIT COMMITTEE APPROVAL POLICY AUDIT COMMITTEE
REPORTING POLICY
- ------------------------------------------- ------------------------------
o These services are not to be o A summary of all
performed with the exception of the(*) services and related
services that may be permitted fees reported at each
if they would not be subject to audit regularly scheduled
procedures at the audit client (as Audit Committee meeting
defined in rule 2-01(f)(4)) level will serve as continual
the firm providing the service. confirmation that has
not provided any
restricted services.
- ------------------------------------------- ------------------------------
- --------------------------------------------------------------------------------
GENERAL AUDIT COMMITTEE APPROVAL POLICY:
o For all projects, the officers of the Funds and the Fund's auditors will each
make an assessment to determine that any proposed projects will not impair
independence.
o Potential services will be classified into the four non-restricted service
categories and the "Approval of Audit, Audit-Related, Tax and Other
Services" Policy above will be applied. Any services outside the specific
pre-approved service subcategories set forth above must be specifically
approved by the Audit Committee.
o At least quarterly, the Audit Committee shall review a report summarizing the
services by service category, including fees, provided by the Audit firm as
set forth in the above policy.
- --------------------------------------------------------------------------------
(2) Disclose the percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee pursuant
to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.
Non-Audit Services
Beginning with non-audit service contracts entered into on
or after May 6, 2003, the effective date of the new SEC
pre-approval rules, the Fund's audit committee is required
to pre-approve services to affiliates defined by SEC rules
to the extent that the services are determined to have a
direct impact on the operations or financial reporting of the
Fund. For the years ended November 30, 2006 and 2005,
there were no services provided to an affiliate that required
the Fund's audit committee pre-approval.
(f) If greater than 50 percent, disclose the percentage of hours expended on the
principal accountant's engagement to audit the registrant's financial statements
for the most recent fiscal year that were attributed to work performed by
persons other than the principal accountant's full-time, permanent employees.
N/A
(g) Disclose the aggregate non-audit fees billed by the registrant's accountant
for services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is primarily
portfolio management and is subcontracted with or overseen by another investment
adviser), and any entity controlling, controlled by, or under common control
with the adviser that provides ongoing services to the registrant for each of
the last two fiscal years of the registrant.
The aggregate non-audit fees for the Fund and affiliates, as
previously defined, totaled approximately $7,515 in 2006
and $6,800 in 2005.
(h) Disclose whether the registrant's audit committee of the board of trustees
has considered whether the provision of non-audit services that were rendered to
the registrant's investment adviser (not including any subadviser whose role is
primarily portfolio management and is subcontracted with or overseen by another
investment adviser), and any entity controlling, controlled by, or under common
control with the investment adviser that provides ongoing services to the
registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of
Rule 2-01 of Regulation S-X is compatible with maintaining the principal
accountant's independence.
The Fund's audit committee of the Board of Trustees has
considered whether the provision of non-audit services that
were rendered to the Affiliates (as defined) that were not
pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01
of Regulation S-X is compatible with maintaining the
principal accountant's independence.
Item 5. Audit Committee of Listed Registrants
(a) If the registrant is a listed issuer as defined in Rule 10A-3
under the Exchange Act (17 CFR 240.10A-3), state whether
or not the registrant has a separately-designated standing
audit committee established in accordance with Section
3(a)(58)(A) of the Exchange Act (15 U.S.C. 78c(a)(58)(A)).
If the registrant has such a committee, however designated,
identify each committee member. If the entire board of directors
is acting as the registrants audit committee as specified in
Section 3(a)(58)(B) of the Exchange Act (15 U.S.C. 78c(a)(58)(B)),
so state.
N/A
(b) If applicable, provide the disclosure required by Rule 10A-3(d)
under the Exchange Act (17 CFR 240.10A-3(d)) regarding an exemption
from the listing standards for audit committees.
N/A
Item 6. Schedule of Investments.
File Schedule I Investments in securities of unaffiliated issuers
as of the close of the reporting period as set forth in 210.12-
12 of Regulation S-X [17 CFR 210.12-12], unless the schedule is
included as part of the report to shareholders filed under Item
1 of this Form.
Included in Item 1
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR
CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
A closed-end management investment company that is filing an annual report on
this Form N-CSR must, unless it invests exclusively in non-voting securities,
describe the policies and procedures that it uses to determine how to vote
proxies relating to portfolio securities, including the procedures that the
company uses when a vote presents a conflict between the interests of its
shareholders, on the one hand, and those of the company's investment adviser;
principal underwriter; or any affiliated person (as defined in Section 2(a)(3)
of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(3)) and the rules
thereunder) of the company, its investment adviser, or its principal
underwriter, on the other. Include any policies and procedures of the company's
investment adviser, or any other third party, that the company uses, or that are
used on the company's behalf, to determine how to vote proxies relating to
portfolio securities.
Not applicable to open-end management investment companies.
Item 8. Portfolio Managers of Closed-End Management Investment
Companies.
(a) If the registrant is a closed-end management investment company that
is filing an annual report on this Form N-CSR,provide the following
information:
(1) State the name, title, and length of service of the person or persons
employed by or associated with the registrant or an investment adviser
of the registrant who are primarily responsible for the day-to-day management
of the registrants portfolio (Portfolio Manager). Also state each Portfolio
Managers business experience during the past 5 years.
Not applicable to open-end management investment companies.
Item 9. Purchases of Equity Securities by Closed-End Management
Investment Company and Affiliated Purchasers.
(a) If the registrant is a closed-end management investment company,
in the following tabular format, provide the information specified in
paragraph (b) of this Item with respect to any purchase made by or on
behalf of the registrant or any affiliated purchaser, as defined in
Rule 10b-18(a)(3) under the Exchange Act (17 CFR 240.10b-18(a)(3)), of
shares or other units of any class of the registrants equity securities
that is registered by the registrant pursuant to Section 12 of the
Exchange Act (15 U.S.C. 781). Instruction to paragraph (a). Disclose
all purchases covered by this Item, including purchases that do not
satisfy the conditions of the safe harbor of Rule 10b-18 under the
Exchange Act (17 CFR 240.10b-18), made in the period covered by the
report. Provide disclosures covering repurchases made on a monthly basis.
For example, if the reporting period began on January 16 and ended on
July 15, the chart would show repurchases for the months from January 16
through February 15, February 16 through March 15, March 16 through
April 15, April 16 through May 15, May 16 through June 15, and June 16
through July 15.
Not applicable to open-end management investment companies.
Item 10. Submission of Matters to a Vote of Security Holders.
Describe any material changes to the procedures by which shareholders
may recommend nominees to the registrants board of directors, where
those changes were implemented after the registrant last provided
disclosure in response to the requirements of Item 7(d)(2)(ii)(G)
of Schedule 14A (17 CFR 240.14a-101), or this Item.
There have been no material changes to the procedures by which the
shareholders may recommend nominees to the registrants board of
directors since the registrant last provided disclosure in response
to the requirements of Item 7(d)(2)(ii)(G) of Schedule 14(A) in
its definitive proxy statement, or this Item.
ITEM 11. CONTROLS AND PROCEDURES.
(a) Disclose the conclusions of the registrant's principal executive officer or
officers and principal financial officer or officers, or persons performing
similar functions, about the effectiveness of the registrant's disclosure
controls and procedures (as defined in Rule 30a-2(c) under the Act (17 CFR
270.30a-2(c))) based on their evaluation of these controls and procedures as of
a date within 90 days of the filing date of the report that includes the
disclosure required by this paragraph.
The registrant's principal executive officer
and principal financial officer have
concluded that the registrant's disclosure
controls and procedures are effective based
on their evaluation of these controls and
procedures as of a date within 90 days of the
filing date of this report.
(b) Disclose whether or not there were significant changes in the registrant's
internal controls or in other factors that could significantly affect these
controls subsequent to the date of their evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
There were no significant changes in the
registrant's internal control over financial
reporting that occurred during the second
fiscal quarter of the period covered by this
report that have materially affected, or are
reasonably likely to materially affect, the
registrant's internal control over financial
reporting.
The registrant's principal executive officer and principal financial
officer, however, voluntarily are reporting the following information:
In August of 2006 the registrant's investment adviser
enhanced its internal procedures for reporting performance
information required to be included in prospectuses.
Those enhancements involved additional internal controls
over the appropriateness of performance data
generated for this purpose. Such enhancements were made
following an internal review which identified
prospectuses relating to certain classes of shares of
a limited number of registrants where, inadvertently,
performance information not reflecting the deduction of
applicable sales charges was included. Those prospectuses
were revised, and the revised prospectuses were distributed to
shareholders.
ITEM 12. EXHIBITS.
File the exhibits listed below as part of this Form. Letter or number the
exhibits in the sequence indicated.
(a) Any code of ethics, or amendment thereto, that is the subject of the
disclosure required by Item 2, to the extent that the registrant intends to
satisfy the Item 2 requirements through filing of an exhibit.
(b) A separate certification for each principal executive officer and principal
financial officer of the registrant as required by Rule 30a-2 under the Act
(17 CFR 270.30a-2).
Filed herewith.
SIGNATURES
[See General Instruction F]
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Pioneer Emerging Markets Fund
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr, President
Date January 30, 2007
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.
By (Signature and Title)* /s/ John F. Cogan, Jr.
John F. Cogan, Jr., President
Date January 30, 2007
By (Signature and Title)* /s/ Vincent Nave
Vincent Nave, Treasurer
Date January 30, 2007
* Print the name and title of each signing officer under his or her signature.