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Proxy Voting Policy

In accordance with the SEC rule 206 (4)-6 of the Investment Advisers Act of 1940, Johnson Investment Counsel has adopted and implemented policies and procedures that we believe are reasonably designed to ensure that proxies are voted in the best interest of our clients.

GUIDELINES

Johnson Investment Counsel proxy voting decisions are made according to guidelines that have been designed to protect and maximize the economic interests of its clients.

A copy of Johnson Investment Counsel’s Proxy Voting Policy is available to clients upon request by contacting Jennifer Kelhoffer at 513.661.3100, or toll free at 800.541.0170, or by email at jkelhoffer@johnsoninv.com.

PROCEDURES

Each proxy is reviewed and decisions are made based on proxy research, including, but not limited to research provided by RiskMetrics Group, consultation with Portfolio Managers/Analysts and Johnson Investment Counsel’s own Proxy Voting Guidelines. Pertaining to issues involving ethical, moral or social questions they will be examined, on a case-by-case basis, but in most situations Johnson Investment Counsel will abstain from voting. It is the Proxy Administrator’s responsibility to ensure that all proxies are voted in a timely manner. It is also the Proxy Voting Committee’s responsibility to identify any conflicts of interest that may exist between Johnson Investment Counsel’s interests and those of its clients. In the event that it is determined that a conflict does exist, the proxy will be voted strictly according to Johnson Investment Counsel’s pre-determined Proxy Voting Guidelines.

Clients may request information regarding how Johnson Investment Counsel voted proxies relating to securities in their account by contacting Jennifer Kelhoffer.

June 2014