Portfolio 21 Proxy Vote

September 23, 2013

A proxy has been sent to shareholders of the Fund related to a broadening of the employee ownership structure of Portfolio 21.

We are very pleased about the change to our employee ownership structure as the Firm will become majority owned by the key members of the investment team. Currently, Portfolio 21 is majority owned by one of the founders, Carsten Henningsen. Carsten plans to sell the majority of his ownership to the key members of the investment team, who will own relatively equal percentages of the Firm. Even though no one is leaving, preparing to retire, or changing their responsibilities, this constitutes a change in control of the Firm and creates the need to have a shareholder vote to approve a new investment agreement between Portfolio 21 and the Portfolio 21 Global Equity Fund.

Shareholders have been mailed a package requesting a vote on the proxy. The proposal has been carefully reviewed by the Board of Trustees of the Fund and the Board unanimously recommends that shareholders vote for the proposal.

We are asking shareholders to please vote promptly for the approval of the new investment advisory agreement. Please contact us if you have any questions.

Notice

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