COLONIAL HIGH INCOME MUNICIPAL TRUST
One Financial Center, Boston, Massachusetts 02111
(617) 426-3750
NOTICE OF ANNUAL MEETING OF SHAREHOLDERS
TO BE HELD MAY 30, 1997
Dear Shareholder:
The Annual Meeting of Shareholders (Meeting) of Colonial High Income
Municipal Trust (Fund) will be held at the offices of Colonial Management
Associates, Inc. (Adviser), One Financial Center, Boston, Massachusetts, on
Friday, May 30, 1997, at 10:00 a.m., Eastern time, to:
1. Elect five Trustees;
2. Ratify or reject the selection of independent accountants; and
3. Transact such other business as may properly come before the
Meeting or any adjournment thereof.
By order of the Trustees,
Arthur O. Stern, Secretary
April 24, 1997
NOTICE: YOUR VOTE IS IMPORTANT, REGARDLESS OF THE NUMBER OF SHARES YOU OWN.
IF A QUORUM IS NOT PRESENT AT THE MEETING, ADDITIONAL EXPENSES WILL BE
INCURRED TO SOLICIT ADDITIONAL PROXIES. TO AVOID THESE COSTS TO YOUR FUND,
PLEASE VOTE, SIGN AND RETURN YOUR PROXY IN THE ENCLOSED POSTAGE-PAID
ENVELOPE IMMEDIATELY.
HI-85/555D-0497
12
PROXY STATEMENT
General Information
April 24, 1997
The enclosed proxy, which was first mailed on April 24, 1997, is
solicited by the Trustees for use at the Meeting. All properly executed proxies
received in time for the Meeting will be voted as specified in the proxy or, if
no specification is made, in favor of each proposal referred to in the Proxy
Statement. The proxy may be revoked prior to its exercise by a later dated
proxy, by written revocation received by the Secretary or by voting in person.
Solicitation may be made by mail, telephone, telegraph, telecopy and personal
interviews. Authorization to execute proxies may be obtained by telephonically
or electronically transmitted instructions. The cost of solicitation will be
paid by the Fund.
Holders of a majority of the shares outstanding and entitled to vote
constitute a quorum and must be present in person or represented by proxy for
business to be transacted at the Meeting. On March 3, 1997, the Fund had
outstanding 30,918,576 shares of beneficial interest. Shareholders of record at
the close of business on March 3, 1997 will have one vote for each share held.
As of March 3, 1997, The Depository Trust Company (Cede & Co.), 7 Hanover
Square, New York, New York 10004 owned of record 80.25% of the Fund's
outstanding shares.
Votes cast by proxy or in person will be counted by persons appointed
by the Fund to act as election tellers for the Meeting. The tellers will count
the total number of votes cast "for" approval of the proposals for purposes of
determining whether sufficient affirmative votes have been cast. Where a
shareholder withholds authority or abstains, or the proxy reflects a "broker
non-vote" (i.e., shares held by brokers or nominees as to which (i) instructions
have not been received from the beneficial owners or persons entitled to vote
and (ii) the broker or nominee does not have discretionary voting power on a
particular matter) the shares will be counted as present and entitled to vote
for purposes of determining the presence of a quorum. With respect to the
election of Trustees and ratification of independent accountants, withheld
authority, abstentions and broker non-votes have no effect on the outcome of the
voting.
Further information concerning the Fund is contained in its most recent
Annual Report to shareholders, which is obtainable free of charge by writing the
Adviser at One Financial Center, Boston, MA 02110 or by calling 1-800-426-3750.
1. Election of Five Trustees.
Messrs. Birnbaum, Grinnell, Ireland, Mayer and Moody (who have each
agreed to serve) are proposed for election as Trustees of the Fund, each to
serve three years or until a successor is elected. The Board of Trustees
consists of Ms. Collins and Messrs. Birnbaum, Bleasdale, Grinnell, Ireland,
Lowry, Mayer, Moody, Neuhauser, Shinn, Sullivan and Weeks. The Board is divided
into the following three classes, each with a three year term expiring in the
year indicated (assuming the persons listed above are elected at the Meeting):
1998 1999 2000
---- ---- ----
Mr. Bleasdale Ms. Collins Mr. Birnbaum
Mr. Lowry Mr. Sullivan Mr. Grinnell
Mr. Neuhauser Mr. Weeks Mr. Ireland
Mr. Shinn Mr. Mayer
Mr. Moody
The following table sets forth certain information about the Board of
Trustees:
Shares
Beneficially
Owned and
Percent of
Fund at
Name Trustee March 3,
(Age) since Principal Occupation (1) and Directorships 1997 (2)
Robert J. Birnbaum 1995 Retired (formerly Special Counsel, Dechert ----
(69) Price & Rhoads--law). Director or Trustee:
Colonial Funds, Liberty All-Star Equity Fund,
Liberty All Star Growth Fund, Inc. (formerly
The Charles Allmon Trust, Inc.), The Emerging
Germany Fund.
Tom Bleasdale 1989 Retired (formerly Chairman of the Board and ----
(66) Chief Executive Officer, Shore Bank & Trust
Company--banking). Director or Trustee:
Colonial Funds, The Empire Company.
Lora S. Collins 1992 Attorney (law) (formerly Attorney, with ----
(61) Kramer, Levin, Naftalis, Nessen, Kamin &
Frankel--law). Trustee: Colonial Funds.
James E. Grinnell 1995 Private Investor. Director or Trustee: ----
(67) Colonial Funds, Liberty All-Star Equity Fund,
Liberty All-Star Growth Fund, Inc. (formerly
The Charles Allmon Trust, Inc.).
William D. Ireland, Jr. Retired. Trustee: Colonial Funds. ----
(73) 1992
Richard W. Lowry 1995 Private Investor. Director or Trustee: ----
(60) Colonial Funds, Liberty All-Star Equity Fund,
Liberty All-Star Growth Fund, Inc. (formerly
The Charles Allmon Trust, Inc.).
William E. Mayer* 1994 Partner, Development Capital LLC ----
(56) (investments) (formerly Dean of the College
of Business and Management, University of
Maryland--higher education; Dean of the Simon
Graduate School of Business, University of
Rochester--higher education). Director or
Trustee: Colonial Funds, Hambrecht & Quist
Incorporated, Chart House Enterprises,
Schuller Corp.
James L. Moody, Jr. 1989 Chairman of the Board and Director, Hannaford ----
(65) Bros. Co. (food distributor) (formerly Chief
Executive Officer, Hannaford Bros. Co.).
Director or Trustee: Colonial Funds,
Penobscot Shoe Co., Sobeys Inc., UNUM
Corporation, IDEXX Laboratories, Staples, Inc.
John J. Neuhauser 1992 Dean of the School of Management, Boston ----
(53) College (higher education). Director or
Trustee: Colonial Funds, Hyde Athletic
Industries, Inc.
George L. Shinn 1992 Financial Consultant (formerly Chairman, ----
(74) Chief Executive Officer and Consultant, The
First Boston Corporation--holding company).
Director or Trustee: Colonial Funds, The New
York Times Co.
Robert L. Sullivan 1989 Retired Partner, Peat Marwick Main & Co. ----
(69) (management consulting) (formerly
self-employed Management Consultant).
Trustee: Colonial Funds.
Sinclair Weeks, Jr. 1992 Chairman of the Board, Reed & Barton ----
(73) Corporation (metal products). Trustee:
Colonial Funds.
* Mr. Mayer is an "interested person," as defined by the Investment
Company Act of 1940 (1940 Act) because of his affiliation with
Hambrecht & Quist Incorporated (a registered broker-dealer).
(1) Except as otherwise noted, each individual has held the office
indicated or other offices in the same company for the last five years.
(2) On March 3, 1997, the Trustees and officers of the Fund as a group
beneficially owned less than 1% of the then outstanding shares of the
Fund.
In this Proxy Statement, "Colonial Funds" means Colonial Trust I,
Colonial Trust II, Colonial Trust III, Colonial Trust IV, Colonial Trust V,
Colonial Trust VI, Colonial Trust VII, LFC Utilities Trust, Colonial High Income
Municipal Trust, Colonial InterMarket Income Trust I, Colonial Intermediate High
Income Fund, Colonial Investment Grade Municipal Trust and Colonial Municipal
Income Trust.
The following table sets forth certain information about the executive
officers of the Fund:
Executive
Name Officer
(Age) Since Office with Fund: Principal Occupation (3)
Harold W. Cogger 1993 President of the Fund and of the Colonial
(61) Funds (formerly Vice President):
Chairman of the Board and Director of the
Adviser (formerly President, Chief
Executive Officer and Executive Vice
President); Chairman of the Board and
Director of The Colonial Group, Inc. (TCG)
(formerly President and Chief Executive
Officer); Executive Vice President and
Director of Liberty Financial Companies,
Inc. (Liberty Financial); Director or
Trustee: Liberty All-Star Equity Fund,
Liberty All-Star Growth Fund, Inc.
(formerly The Charles Allmon Trust, Inc.),
Stein Roe & Farnham Incorporated.
Davey S. Scoon 1993 Vice President of the Fund and of the
(50) Colonial Funds (formerly Treasurer):
Executive Vice President and Director of
the Adviser (formerly Senior Vice
President and Treasurer); Executive Vice
President and Chief Operating Officer of
TCG (formerly Vice President - Finance and
Administration and Treasurer).
Timothy J. Jacoby 1996 Treasurer and Chief Financial Officer of
(44) the Fund and of the Colonial Funds: Senior
Vice President of the Adviser (formerly
Senior Vice President, Fidelity Accounting
and Custody Services and Assistant
Treasurer to Fidelity Group of
Funds--investment management).
Peter L. Lydecker 1993 Chief Accounting Officer and Controller of
(43) the Fund and of the Colonial Funds
(formerly Assistant Controller): Vice
President of the Adviser (formerly
Assistant Vice President).
Arthur O. Stern 1989 Secretary of the Fund and of the Colonial
(58) Funds: Director, Executive Vice President,
General Counsel, Clerk and Secretary of
the Adviser; Executive Vice President
Legal and Clerk of TCG (formerly Executive
Vice President - Compliance and Vice
President - Legal).
(3) Except as otherwise noted, each individual has held the office
indicated or other offices in the same company for the last five
years.
Trustee's Compensation, Meetings and Committees
The members of the Board of Trustees received the following
compensation from the Fund for the fiscal year ended December 31, 1996 and from
the Colonial Funds complex for the calendar year ended December 31, 1996, for
serving as Trustees(4):
Total Compensation
Aggregate From Fund And
Compensation Fund Complex Paid To
From Fund For The The Trustees For The
Fiscal Year Ended Calendar Year Ended
Trustee December 31, 1996 December 31, 1996(5)
- ------- ----------------- --------------------
Robert J. Birnbaum $1,485 $ 92,000
Tom Bleasdale 1,770(6) 104,500(7)
Lora S. Collins 1,546 92,000
James E. Grinnell 1,565 93,000
William D. Ireland, Jr. 1,833 109,000
Richard W. Lowry 1,600 95,000
William E. Mayer 1,525 91,000
James L. Moody, Jr. 1,790(8) 106,500(9)
John J. Neuhauser 1,594 94,500
George L. Shinn 1,755 105,500
Robert L. Sullivan 1,707 102,000
Sinclair Weeks, Jr. 1,850 110,000
(4) The Fund does not currently provide pension or retirement plan
benefits to the Trustees.
(5) At December 31, 1996, the Colonial Funds complex consisted of 37
open-end and 5 closed-end management investment company portfolios.
(6) Includes $751 payable in later years as deferred compensation.
(7) Includes $51,500 payable in later years as deferred compensation.
(8) Total compensation of $1,790 will be payable in later years as
deferred compensation.
(9) Total compensation of $106,500 for the calendar year ended December 31,
1996 will be payable in later years as deferred compensation.
The following table sets forth the amount of compensation paid to
Messrs. Birnbaum, Grinnell and Lowry in their capacities as Trustees or
Directors of the Liberty All-Star Equity Fund and of the Liberty All-Star Growth
Fund, Inc. (formerly known as The Charles Allmon Trust, Inc.) (together, Liberty
Funds) for service during the calendar year ended December 31, 1996:
Total Compensation From Liberty
Funds For The Calendar Year
Trustee Ended December 31, 1996 (10)
- ------- ----------------------------
Robert J. Birnbaum $25,000
James E. Grinnell 25,000
Richard W. Lowry 25,000
(10) At December 31, 1996, the Liberty Funds were advised by Liberty Asset
Management Company (LAMCO). LAMCO is an indirect wholly-owned
subsidiary of Liberty Financial (an intermediate parent of the
Adviser).
During the Fund's fiscal year ended December 31, 1996, the Board of
Trustees held seven meetings.
The Audit Committee of the Colonial Funds, consisting of Messrs.
Bleasdale, Ireland, Lowry, Moody, Shinn, Sullivan and Weeks, met four times
during the Fund's fiscal year ended December 31, 1996. The Committee recommends
to the Trustees the independent accountants to serve as auditors, reviews with
the independent accountants the results of the auditing engagement and the
internal accounting procedures and controls, and considers the independence of
the independent accountants, the range of their audit services and their fees.
The Compensation Committee of the Colonial Funds, consisting of Ms.
Collins and Messrs. Neuhauser, Sullivan and Weeks, met twice during the
Fund's fiscal year ended December 31, 1996. The Committee reviews
compensation of the Board of Trustees.
The Nominating Committee of the Colonial Funds, consisting of Messrs.
Bleasdale, Ireland, Moody and Weeks, did not meet during the Fund's fiscal year
ended December 31, 1996. The Committee in its sole discretion recommends to the
Trustees nominees for Trustee and for appointments to various committees. The
Committee will consider candidates for Trustee recommended by shareholders.
Written recommendations with supporting information should be directed to the
Committee in care of the Fund.
During the Fund's fiscal year ended December 31, 1996, each of the
current Trustees, attended more than 75% of the meetings of the Board of
Trustees and the committees of which such Trustee is a member.
If any of the nominees listed above becomes unavailable for election,
the enclosed proxy will be voted for a substitute candidate in the discretion of
the proxy holder(s).
Required Vote
A plurality of the votes cast at the Meeting, if a quorum is
represented, is required for the election of each Trustee.
Description of the Adviser
The Adviser is a wholly-owned subsidiary of TCG which in turn is a
wholly-owned subsidiary of Liberty Financial. Liberty Financial is an indirect
subsidiary of Liberty Mutual Insurance Company (Liberty Mutual). Liberty
Financial is a diversified and integrated asset management organization which
provides insurance and investment products to individuals and institutions. Its
principal executive offices are located at 600 Atlantic Avenue, 24th Floor,
Boston, Massachusetts 02210. Liberty Mutual is an underwriter of workers'
compensation insurance and a Massachusetts-chartered mutual property and
casualty insurance company. The principal business activities of Liberty
Mutual's subsidiaries other than Liberty Financial are property-casualty
insurance, insurance services and life insurance (including group life and
health insurance products) marketed through its own sales force. Its principal
executive offices are located at 175 Berkeley Street, Boston, Massachusetts
02117. Liberty Mutual is deemed to be the controlling entity of the Adviser and
its affiliates.
2. Ratification of Independent Accountants.
Price Waterhouse LLP was selected as independent accountants for the
Fund for the Fund's fiscal year ending December 31, 1997, by unanimous vote of
the Trustees, subject to ratification or rejection by the shareholders. Neither
Price Waterhouse LLP nor any of its partners has any direct or material indirect
financial interest in the Fund. A representative of Price Waterhouse LLP will be
available at the Meeting, if requested by a shareholder in writing at least five
days before the Meeting, to respond to appropriate questions and make a
statement (if the representative desires).
Required Vote
Ratification requires the affirmative vote of a majority of the shares
of the Fund voted at the Meeting.
3. Other Matters and Discretion of Attorneys Named in the Proxy
As of the date of this Proxy Statement, only the business mentioned in Items 1
and 2 of the Notice of the Meeting is contemplated to be presented. If any
procedural or other matters properly come before the Meeting, the enclosed proxy
shall be voted in accordance with the best judgment of the proxy holder(s).
The Meeting is to be held at the same time as meetings of the shareholders of
Colonial InterMarket Income Trust I and Colonial Investment Grade Municipal
Trust. It is anticipated that the meetings will be held simultaneously. In the
event that any Fund shareholder at the Meeting objects to the holding of a
simultaneous meeting and moves for an adjournment of the meetings so that the
Meeting of the Fund may be held separately, the persons named as proxies will
vote in favor of such an adjournment.
If a quorum of shareholders (a majority of the shares entitled to vote
at the Meeting) is not represented at the Meeting or at any adjournment thereof,
or, even though a quorum is so represented, if sufficient votes in favor of the
Items set forth in the Notice of the Meeting are not received by May 30, 1997,
the persons named as proxies may propose one or more adjournments of the Meeting
for a period or periods of not more than ninety days in the aggregate and
further solicitation of proxies may be made. Any such adjournment may be
effected by a majority of the votes properly cast in person or by proxy on the
question at the session of the Meeting to be adjourned. The persons named as
proxies will vote in favor of such adjournment those proxies which they are
entitled to vote in favor of the Items set forth in the Notice of the Meeting.
They will vote against any such adjournment those proxies required to be voted
against any of such Items.
Compliance with Section 16(a) of the Securities Exchange Act of 1934
Section 16(a) of the Securities Exchange Act of 1934, as amended, and
Section 30(f) of the 1940 Act, as amended, required the Fund's Board of Trustees
and executive officers, persons who own more than ten percent of the Fund's
equity securities, the Fund's investment adviser and affiliated persons of the
Fund's investment adviser, to file with the Securities and Exchange Commission
("SEC") initial reports of ownership and reports of changes in ownership of the
Fund's shares and to furnish the Fund with copies of all Section 16(a) forms
they file. Based solely upon a review of copies of such filings that were so
furnished to the Fund, the Fund believes that Stephen E. Gibson, a Director and
the President and Chief Executive Officer of the Adviser and TCG, filed a late
Form 3 (Initial Statement of Beneficial Ownership), on which he reported no
holdings of the Fund.
Date for Receipt of Shareholder Proposals
Proposals of shareholders which are intended to be considered for inclusion in
the Fund's proxy statement relating to the 1998 Annual Meeting of Shareholders
of the Fund must be received by the Fund at One Financial Center, Boston,
Massachusetts, 02111 on or before December 26, 1997.
Shareholders are urged to vote, sign and mail their proxies immediately.
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COLONIAL HIGH INCOME MUNICIPAL TRUST
This Proxy is Solicited on Behalf of the Trustees
P
R
O The undersigned shareholder hereby appoints Harold W. Cogger,
X Nancy L. Conlin, Michael H. Koonce and Arthur O. Stern, and
Y each of them, proxies of the undersigned, with power of substitution,
to vote at the Annual Meeting of Shareholders of Colonial High Income
Municipal Trust, to be held at Boston, Massachusetts, on Friday,
May 30, 1997, and at any adjournments, as follows on the reverse side.
CONTINUED AND TO BE SIGNED ON REVERSE SIDE SEE REVERSE
SIDE
/ X / Please mark
votes as in
this example.
This proxy when properly executed will be voted in the manner directed above
and, absent direction will be voted for items 1 and 2 listed below.
1.ELECTION OF FIVE TRUSTEES. (Item 1 of the Notice)
Nominees: Robert J. Birnbaum, . 2. PROPOSAL TO RATIFY THE FOR AGAINST ABSTAIN
James E. Grinnell, SELECTION OF / / / / / /
William D. Ireland, Jr., INDEPENDENT
William E. Mayer, ACCOUNTANTS (Item 2 of
James L. Moody, Jr. the Notice)
FOR WITHHELD
/ / / /
3. IN THEIR DISCRETION, UPON SUCH
OTHER MATTERS AS MAY PROPERLY
COME BEFORE THE MEETING.
/ /_________________________________
For all nominees except as noted MARK HERE
above FOR ADDRESS / /
CHANGE AND
NOTE AT LEFT
PLEASE MARK, SIGN, DATE AND RETURN
THIS PROXY PROMPTLY USING THE
ENCLOSED ENVELOPE.
Please sign exactly as name appears
hereon. When signing as attorney,
executor, administrator, trustee or
guardian, please give full title as
such. If a corporation, please sign
in full corporate name by President
or other authorized officer. If a
partnership, please sign in
partnership name by authorized
person.
Signature:___________________ Date:_________________
Signature:___________________ Date:_________________