Notes to Financial Statements
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November 30, 2019
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6. RELATED PARTY TRANSACTIONS
The Funds engaged in cross trades between
other funds in the Trust during the year ended November 30, 2019 pursuant to Rule 17a-7 under the 1940 Act. Cross trading is the
buying or selling of portfolio securities between funds to which the Adviser serves as the investment adviser. The Board previously
adopted procedures that apply to transactions between the Funds of the Trust pursuant to Rule 17a-7. These transactions related
to cross trades during the period complied with the requirements set forth by Rule 17a-7 and the Trust’s procedures.
Transactions related to cross trades during
the year ended November 30, 2019, were as follows:
Fund
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Purchase cost paid
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|
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Sale proceeds received
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|
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Realized gain/(loss) on sales
|
|
ALPS Clean Energy ETF
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$
|
–
|
|
|
$
|
522,512
|
|
|
$
|
46,376
|
|
ALPS Disruptive Technologies ETF
|
|
|
522,512
|
|
|
|
–
|
|
|
|
–
|
|
ALPS Medical Breakthroughs ETF
|
|
|
427,299
|
|
|
|
–
|
|
|
|
–
|
|
ALPS ETF Trust
Additional Information
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November 30, 2019 (Unaudited)
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PROXY VOTING RECORDS, POLICIES AND PROCEDURES
Information regarding how each Fund voted proxies relating to
portfolio securities during the most recent 12-month period ended June 30 and a description of the Fund’s proxy voting policies
and procedures used in determining how to vote for proxies are available without charge on the SEC’s website at www.sec.gov
and upon request, by calling (toll-free) 1-866-675-2639.
PORTFOLIO HOLDINGS
The Trust is required to disclose, after its first and third
fiscal quarters, the complete schedule of each Fund’s portfolio holdings with the SEC on Form N-Q or as an exhibit to its
report on Form N-PORT. Forms N-Q or N-PORT reports for each Fund will be available on the SEC’s website at www.sec.gov. Each
Fund’s Forms N-Q or N-PORT reports will be available without charge, upon request, by calling (toll-free) 1-866-675-2639
or by writing to ALPS ETF Trust at 1290 Broadway, Suite 1000, Denver, Colorado 80203.
TAX INFORMATION
The Funds designate the following as a percentage of taxable
ordinary income distributions, or up to the maximum amount allowable, for the calendar year ended December 31, 2018:
|
Qualified Dividend Income
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Dividend Received Deduction
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ALPS Clean Energy ETF
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100.00%
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15.28%
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ALPS Disruptive Technologies ETF
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100.00%
|
76.16%
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ALPS Medical Breakthroughs ETF
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14.09%
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0.00%
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In early 2019, if applicable, shareholders of record received
this information for the distribution paid to them by the Funds during the calendar year 2018 via Form 1099. The Funds will notify
shareholders in early 2020 of amounts paid to them by the Fund, if any, during the calendar year 2019.
LICENSING AGREEMENT
ALPS Clean Energy ETF
CIBC NTC is the designer of the construction
and methodology for the Underlying Index. “CIBC NTC” and “CIBC Atlas Clean Energy Index” are service marks
or trademarks of the Index Provider. CIBC NTC acts as brand licensor for the Underlying Index and is not responsible for the descriptions
of the Fund that appear herein.
The Fund is not sponsored by CIBC NTC or
any of its affiliates. CIBC NTC makes no representation or warranty, express or implied, to the owners of the Fund or any member
of the public regarding the advisability of investing in securities or commodities generally or in the Fund particularly. CIBC
NTC does not guarantee the quality, accuracy or completeness of the Underlying Index or any Underlying Index data included herein
or derived therefrom and assumes no liability in connection with their use. The Underlying Index is determined and composed without
regard to the Adviser or the Fund. CIBC NTC has no obligation to take the needs of the Adviser, the Fund or the shareholders of
the Fund into consideration in determining, composing or calculating the Underlying Index. CIBC NTC is not responsible for and
has not participated in the determination of the timing of, prices at, or quantities of the Fund to be issued or in the determination
or calculation of the equation by which the Fund is to be converted into cash. CIBC NTC has no obligation or liability in connection
with the administration, marketing or trading of the Fund and is not responsible for and has not participated in the determination
of pricing or the timing of the issuance or sale of the Shares of the Fund or in the determination or calculation of the NAV of
the Fund.
CIBC NTC has no obligation or liability
in connection with the administration, marketing or trading of the Fund. CIBC NTC makes no warranty, express or implied, as to
results to be obtained by the Adviser, the Fund, Fund shareholders or any other person or entity from the use of the Underlying
Index or any data included therein. CIBC NTC makes no express or implied warranties, and expressly disclaims all warranties of
merchantability or fitness for a particular purpose or use with respect to the Underlying Index or any data included therein. Without
limiting any of the foregoing, in no event shall CIBC NTC have any liability for any special, punitive, indirect, or consequential
damages (including lost profits) arising out of matters relating to the use of the Underlying Index, even if notified of the possibility
of such damages.
All intellectual property rights in the
Underlying Index vests in CIBC NTC.
ALPS ETF Trust
Additional Information
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November 30, 2019 (Unaudited)
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The Underlying Index is the property of
CIBC NTC, which has contracted with S&P Opco, LLC (a subsidiary of S&P Dow Jones Indices LLC) to calculate and maintain
the Underlying Index. The Underlying Index is not sponsored by S&P Dow Jones Indices or its affiliates or its third party
licensors (collectively, “S&P Dow Jones Indices”). S&P Dow Jones Indices will not be liable for any errors
or omissions in calculating the Underlying Index. “Calculated by S&P Dow Jones Indices” and the related stylized
mark(s) are service marks of S&P Dow Jones Indices and have been licensed for use by CIBC NTC. S&P® is
a registered trademark of Standard & Poor’s Financial Services LLC (“SPFS”), and Dow Jones® is a registered
trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”).
The Fund is not sponsored, endorsed, sold
or promoted by S&P Dow Jones Indices. S&P Dow Jones Indices does not make any representation or warranty, express or implied,
to the owners of the Fund or any member of the public regarding the advisability of investing in securities generally or in the
Fund particularly or the ability of the Underlying Index to track general market performance. S&P Dow Jones Indices’
only relationship to CIBC NTC with respect to the Underlying Index is the licensing of certain trademarks, service marks and trade
names of S&P Dow Jones Indices, and the provision of the calculation services related to the Underlying Index. S&P Dow
Jones Indices is not responsible for and has not participated in the determination of the prices and amount of the Fund or the
timing of the issuance or sale of the Fund or in the determination or calculation of the equation by which the Fund may be converted
into cash or other redemption mechanics. S&P Dow Jones Indices has no obligation or liability in connection with the administration,
marketing or trading of the Fund. S&P Dow Jones Indices LLC is not an investment advisor. Inclusion of a security within the
Underlying Index is not a recommendation by S&P Dow Jones Indices to buy, sell, or hold such security, nor is it investment
advice.
S&P DOW JONES INDICES DOES NOT GUARANTEE
THE ADEQUACY, ACCURACY, TIMELINESS AND/OR THE COMPLETENESS OF THE UNDERLYING INDEX OR ANY DATA RELATED THERETO OR ANY COMMUNICATION
WITH RESPECT THERETO, INCLUDING, ORAL, WRITTEN, OR ELECTRONIC COMMUNICATIONS. S&P DOW JONES INDICES SHALL NOT BE SUBJECT TO
ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS, OR DELAYS THEREIN. S&P DOW JONES INDICES MAKES NO EXPRESS OR IMPLIED WARRANTIES,
AND EXPRESSLY DISCLAIMS ALL WARRANTIES, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE OR AS TO RESULTS TO BE OBTAINED
BY CIBC NTC, OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE UNDERLYING INDEX OR WITH RESPECT TO ANY DATA
RELATED THERETO. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P DOW JONES INDICES BE LIABLE FOR ANY
INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, TRADING LOSSES,
LOST TIME, OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN CONTRACT, TORT, STRICT LIABILITY,
OR OTHERWISE.
The Index Provider is not affiliated with
the Trust, the Adviser or ALPS Portfolio Solutions Distributor, Inc. (the “Distributor”). The Index Provider has entered
into a license agreement with the Adviser (the “License Agreement”). The use of the Underlying Index by the Adviser
and the Fund is subject to the terms of the License Agreement, which impose certain limitations and conditions on the Fund’s
ability to use the Underlying Index.
The Adviser does not guarantee the accuracy
and/or the completeness of the Underlying Index or any data included therein, and the Adviser shall have no liability for any errors,
omissions or interruptions therein. The Adviser makes no warranty, express or implied, as to results to be obtained by the Fund,
owners of the Shares of the Fund or any other person or entity from the use of the Underlying Index or any data included therein.
The Adviser makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a
particular purpose or use with respect to the Underlying Index or any data included therein. Without limiting any of the foregoing,
in no event shall the Adviser have any liability for any special, punitive, direct, indirect, or consequential damages (including
lost profits) arising out of matters relating to the use of the Underlying Index, even if notified of the possibility of such damages.
ALPS Disruptive Technology ETF
The Indxx Disruptive Technologies Index
(the “Underlying Index”) is a service mark of Indxx, LLC (“Indxx” or the “Index Provider”)
and has been licensed for use for certain purposes by ALPS Advisors, Inc. The ALPS Disruptive Technologies ETF is not sponsored,
endorsed, sold or promoted by Indxx and Indxx makes no representation regarding the advisability of investing in the ALPS Disruptive
Technologies ETF.
The ALPS Disruptive Technologies ETF is
not sponsored, endorsed, sold or promoted by Indxx. Indxx makes no representation or warranty, express or implied, to the owners
of the ALPS Disruptive Technologies ETF or any member of the public regarding the advisability of investing in securities generally
or in the ALPS Disruptive Technologies ETF particularly. Indxx has no obligation to take the needs of ALPS Advisors, Inc. or the
shareholders of ALPS Disruptive Technologies ETF into consideration in determining, composing, or calculating the Underlying Index.
Indxx is not responsible for and has not participated in the determination of the timing, amount or pricing of the ALPS Disruptive
Technologies ETF shares to be issued or in the determination or calculation of the equation by which the ALPS Disruptive Technologies
ETF is to be converted into cash. Indxx has no obligation or liability in connection with the administration, marketing or trading
of the ALPS Disruptive Technologies ETF.
INDXX MAKES NO WARRANTY, EXPRESS OR IMPLIED,
AS TO THE RESULTS TO BE OBTAINED BY ANY PERSON OR ENTITY FROM THE USE OF THE INDEX(ES), TRADING BASED ON THE INDEX(ES), OR ANY
DATA INCLUDED THEREIN IN CONNECTION WITH THE PRODUCTS, OR FOR ANY OTHER USE. INDXX EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS,
EXPRESS, STATUTORY, OR IMPLIED, EXCEPT AS SET FORTH IN THIS AGREEMENT. EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THIS AGREEMENT,
INDXX HEREBY EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, OR
FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE INDEX(ES) OR ANY DATA INCLUDED THEREIN. INDXX DOES NOT GUARANTEE THE
ACCURACY AND/OR THE COMPLETENESS OF ANY DATA SUPPLIED BY IT OR ANY DATA INCLUDED THEREIN. INDXX MAKES NO WARRANTY, EXPRESS OR IMPLIED,
AS TO RESULTS TO BE OBTAINED BY THE FUNDS, ITS SHAREHOLDERS OR AFFILIATES, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE DATA
SUPPLIED BY INDXX OR ANY DATA INCLUDED THEREIN. INDXX MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO THE DATA SUPPLIED BY INDXX OR ANY DATA INCLUDED THEREIN.
WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL INDXX HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL
DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
ALPS ETF Trust
Additional Information
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November 30, 2019 (Unaudited)
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The Adviser does not guarantee the accuracy
and/or the completeness of the Underlying Index or any data included therein, and the Adviser shall have no liability for any errors,
omissions or interruptions therein. The Adviser makes no warranty, express or implied, as to results to be obtained by the Fund,
owners of the Shares of the Fund or any other person or entity from the use of the Underlying Index or any data included therein.
Adviser makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a particular
purpose or use with respect to the Underlying Index or any data included therein. Without limiting any of the foregoing, in no
event shall the Adviser have any liability for any special, punitive, direct, indirect or consequential damages (including lost
profits) arising out of matters relating to the use of the Underlying Index, even if notified of the possibility of such damages.
ALPS Medical Breakthroughs ETF
The Fund is not sponsored, endorsed, sold
or promoted by S-Network Global Indexes, Inc. (“Licensor”). Licensor makes no representation or warranty, express or
implied, to the owners of the Fund or any member of the public regarding the advisability of investing in securities generally
or in the Fund particularly or the ability of the Underlying Index to track the performance of the physical commodities market.
Licensor’s only relationship to the Licensee is the licensing of certain service marks and trade names of Licensor and of
the Underlying Index that is determined, composed and calculated by Licensor without regard to the Licensee or the Fund. Licensor
has no obligation to take the needs of the Licensee or the owners of the Fund into consideration in determining, composing or calculating
the Underlying Index. Licensor is not responsible for and has not participated in the determination of the timing of, prices at,
or quantities of the Fund to be issued or in the determination or calculation of the equation by which the Fund is to be converted
into cash. Licensor has no obligation or liability in connection with the administration, marketing or trading of the Fund.
LICENSOR DOES NOT GUARANTEE THE ACCURACY
AND/OR THE COMPLETENESS OF THE UNDERLYING INDEX OR ANY DATA INCLUDED THEREIN AND LICENSOR SHALL HAVE NO LIABILITY FOR ANY ERRORS,
OMISSIONS, OR INTERRUPTIONS THEREIN. LICENSOR MAKES NO WARRANTY, EXPRESS OR IMPLIED, AS TO RESULTS TO BE OBTAINED BY LICENSEE,
OWNERS OF THE FUND, OR ANY OTHER PERSON OR ENTITY FROM THE USE OF THE UNDERLYING INDEX OR ANY DATA INCLUDED THEREIN. LICENSOR MAKES
NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE
OR USE WITH RESPECT TO THE UNDERLYING INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL
LICENSOR HAVE ANY LIABILITY FOR ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS), EVEN IF NOTIFIED
OF THE POSSIBILITY OF SUCH DAMAGES.
Standard & Poor’s Custom Indexes
serves as calculation agent for the Index. The Fund is not sponsored, endorsed, sold or promoted by Standard & Poor’s,
a division of The McGraw-Hill Companies, Inc. (“S&P”) or its third party licensors. Neither S&P nor its third
party licensors make any representation or warranty, express or implied, to the owners of the Fund or any member of the public
regarding the advisability of investing in securities generally or in the Fund particularly or the ability of the Underlying Index
to track general stock market performance. S&P’s and its third party licensor’s only relationship to S-Network
Global Indexes, Inc. is the licensing of certain trademarks, service marks and trade names of S&P and/or its third party licensors
and for the providing of calculation and maintenance services related to the Underlying Index. Neither S&P nor its third party
licensors is responsible for and has not participated in the determination of the prices and amount of the Fund or the timing of
the issuance or sale of the Fund or in the determination or calculation of the equation by which the Fund is to be converted into
cash. S&P has no obligation or liability in connection with the administration, marketing or trading of the Fund.
NEITHER S&P, ITS AFFILIATES NOR THEIR
THIRD PARTY LICENSORS GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS OR COMPLETENESS OF THE UNDERLYING INDEX OR ANY DATA INCLUDED
THEREIN OR ANY COMMUNICATIONS, INCLUDING BUT NOT LIMITED TO, ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC COMMUNICATIONS)
WITH RESPECT THERETO. S&P, ITS AFFILIATES AND THEIR THIRD PARTY LICENSORS SHALL NOT BE SUBJECT TO ANY DAMAGES OR LIABILITY
FOR ANY ERRORS, OMISSIONS OR DELAYS THEREIN. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS ALL WARRANTIES
OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE WITH RESPECT TO ITS TRADEMARKS, THE UNDERLYING INDEX OR ANY DATA
INCLUDED THEREIN. WITHOUT LIMITING ANY OF THE FOREGOING, IN NO EVENT WHATSOEVER SHALL S&P, ITS AFFILIATES OR THEIR THIRD PARTY
LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS
OF PROFITS, TRADING LOSSES, LOST TIME OR GOODWILL, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN
CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE.
ALPS ETF Trust
Additional Information
|
November 30, 2019 (Unaudited)
|
Standard & Poor’s®,
and S&P® are registered trademarks of The McGraw-Hill Companies, Inc.; “Calculated by S&P Custom
Indices” and its related stylized mark are service marks of The McGraw-Hill Companies, Inc. These marks have been licensed
for use by S-Network Global Indexes, Inc.
The Adviser does not guarantee the accuracy
and/or the completeness of the Underlying Index or any data included therein, and the Adviser shall have no liability for any errors,
omissions or interruptions therein. The Adviser makes no warranty, express or implied, as to results to be obtained by the Fund,
owners of the Shares of the Fund or any other person or entity from the use of the Underlying Index or any data included therein.
The Adviser makes no express or implied warranties, and expressly disclaims all warranties of merchantability or fitness for a
particular purpose or use with respect to the Underlying Index or any data included therein. Without limiting any of the foregoing,
in no event shall the Adviser have any liability for any special, punitive, direct, indirect, or consequential damages (including
lost profits) arising out of matters relating to the use of the Underlying Index, even if notified of the possibility of such damages.
ALPS ETF Trust
Board Considerations Regarding Approval of Investment Advisory Agreements
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November 30, 2019 (Unaudited)
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At an in-person meeting held on June 3,
2019, the Board of Trustees of the Trust (the “Board” or the “Trustees”), including the Trustees who are
not “interested persons” of the Trust within the meaning of the Investment Company Act of 1940, as amended (the “Independent
Trustees”), evaluated a proposal to approve the continuance of the Investment Advisory Agreements between the Trust and ALPS
Advisors, Inc. (the “Adviser” or “AAI”) with respect to the ALPS Clean Energy ETF (“ACES”),
the ALPS Disruptive Technologies ETF (“DTEC”) and the ALPS Medical Breakthroughs ETF (“SBIO”) (each “a
Fund” and collectively the “Funds”). The Independent Trustees also met separately to consider each Investment
Advisory Agreement.
In evaluating the Investment Advisory Agreements
with respect to each Fund, the Independent Trustees considered various factors, including (i) the nature, extent and quality of
the services provided by AAI with respect to the applicable Fund under the Investment Advisory Agreements; (ii) the advisory fees
and other expenses paid by the Fund compared to those of similar funds managed by other investment advisers; (iii) the costs of
the services provided to the Fund by AAI and the profits realized by AAI and its affiliates from its relationship to the Fund;
(iv) the extent to which economies of scale have been or would be realized if and as the assets of the Fund grow and whether fees
reflect the economies of scale for the benefit of shareholders; and (v) any additional benefits and other considerations.
With respect to the nature, extent and
quality of the services provided by AAI under the Investment Advisory Agreements, the Independent Trustees considered and reviewed
information concerning the services provided under the Investment Advisory Agreements, the investment parameters of the index of
each Fund, financial information regarding AAI and its parent company, information describing AAI’s current organization
and the background and experience of the persons responsible for the day-to-day management of the Funds.
The Independent Trustees reviewed information
on the performance of each Fund and its applicable benchmark. The Independent Trustees also evaluated the correlation and tracking
error between each underlying index and its corresponding Fund’s performance. Based on their review, the Independent Trustees
found that the nature and extent of services provided to each Fund under the Investment Advisory Agreements was appropriate and
that the quality was satisfactory.
The Independent Trustees noted that the
advisory fees for each Fund were unitary fees pursuant to which AAI assumes all expenses of the Funds (including the cost of transfer
agency, custody, fund administration, legal, audit and other services) other than the payments under the Advisory Agreement, brokerage
expenses, taxes, interest, litigation expenses and other extraordinary expenses.
With respect to advisory fee rates, the
Independent Trustees noted the following:
The gross management fee rate for each
of SBIO and ACES is higher than the median of its FUSE expense group. The Funds’ respective net expense ratios, however,
are (i) in the case of SBIO, lower than the median of its FUSE expense group and (ii) in the case of ACES, slightly above the median
of its respective FUSE expense group.
The gross management fee rate for DTEC
is lower than the median of its FUSE expense group. The Fund’s net expense ratio, however, is slightly lower than the median
for its FUSE expense group.
Based on the foregoing, and the other information
available to them, the Independent Trustees concluded that the advisory fee rate for each of the Funds was reasonable under the
circumstances and in light of the quality of the services provided.
The Independent Trustees considered other
benefits available to AAI because of its relationship with the Funds and concluded that the advisory fees were reasonable taking
into account any such benefits.
The Independent Trustees also considered
with respect to each Fund the information provided by AAI about the costs and profitability of AAI with respect to each of the
Funds. The Independent Trustees reviewed and noted the relatively small sizes of the Funds and concluded that AAI was not realizing
any economies of scale. The Independent Trustees determined that AAI should continue to keep the Board informed on an ongoing basis
of any significant developments (e.g., material increases in asset levels) so as to facilitate the Independent Trustees’
evaluation of whether further economies of scale have been achieved.
In voting to renew each Investment Advisory
Agreement, the Independent Trustees concluded that the terms of each Investment Advisory Agreement are reasonable and fair in light
of the services to be performed, the fees paid by certain other funds, expenses to be incurred and such other matters as the Independent
Trustees considered relevant in the exercise of their reasonable business judgment. The Independent Trustees did not identify any
single factor or group of factors as all important or controlling and considered all factors together.
ALPS ETF Trust