Proxy

Information

Training Kit

 

Record Date:

September 16th, 2015

Initial Mailing

Date:

On or about –

October 9th, 2015

Beneficial

Mailing Date:

Initial Calling

Date:

October 19th, 2015

Meeting Date:

November 19th, 2015 @ 9:00 AM Eastern

Proxy Services

Campaign

Client:

Liberty All-Star Equity Fund

Fact Finder for:

# Of Proposals:

One

Liberty All-Star Funds

Meeting Date/Time:

November 19^th, 2015 @ 9:00 am Eastern Time

Adjournment Meeting Date/Time:

TBD if necessary

Meeting Location:

One Financial Center

15^th Floor

Boston, MA 02111

Date of Record:

September 16^th, 2015

E-Mail Proxy Info:

Proxy Mail Date:

On or about – October 9^th, 2015

Description of Envelope:

9x12 White Envelope

Inbound # to Vote:

1-844-292-8014

Registered Accounts Touch Tone Vote #:

1-800-337-3503

Beneficial Accounts Touch Tone Vote #:

1-800-690-6903

Beneficial Holders Internet Vote Web Site:

www.proxyvote.com

Registered Holders Internet Vote Web Site:

www.proxy-direct.com

Client Customer Service:

Liberty All-Star Equity Fund – 1-800-241-1850

Client Web Site:

www.all-starfunds.com

The

Proposals:

Please see below for a breakdown of the Proposals.

 

Proposal 1:

To approve a new Portfolio Management Agreement among the Fund, ALPS, Advisors, Inc. and Delaware Investments Fund Advisers, a series of Delaware Business Management Trust (the “Proposal”).

Frequently Asked Questions:

Q:

What is happening?

A:

From March 1, 2002 to September 14, 2015, Schneider Capital Management Corporation ("Schneider") had managed a portion of the large cap value equity allocation of the Fund's portfolio. Consistent with the Fund's multi-manager methodology, including AAI's continuous evaluation of Portfolio Managers and consideration of potential new Portfolio Managers, after evaluating Schneider AAI deemed it in the best interest of the Fund to recommend, and the Board approved, the reallocation to Delaware Investments of the large cap value equity portion of the Fund's portfolio that had been managed by Schneider. Accordingly, the Portfolio Management Agreement ("Old Agreement") with Schneider was terminated on September 14, 2015, and a new Portfolio Management Agreement with Delaware Investments commenced on September 14, 2015. Delaware Investments and Schneider both manage large cap value equity portfolios and follow a fundamental, research driven investment process. AAI believes that Delaware Investments’ investment philosophy of investing in companies that have discrepancies between estimated intrinsic value and price, buying at times of excessive pessimism and selling at times of undue optimism would complement the philosophies of Cornerstone Capital Management LLC, Pzena Investment Management, LLC, Matrix Asset Advisors, Inc. and TCW Investment Management Company, the Fund's other current Portfolio Managers. AAI also believes that Delaware Investments' experienced investment team and favorable performance record would benefit the Fund. Based upon these factors, AAI recommended that the Board approve a Portfolio Management Agreement among the Fund, AAI and Delaware Investments.

 

Q:

What issue am I being asked to vote on?

A:

Shareholders of the Fund are being asked to approve a new Portfolio Management Agreement (included as Exhibit A) among the Fund, ALPS Advisors, Inc. (“AAI” or the “Fund Manager”) and Delaware Investments Fund Advisers (“Delaware Investments” or the “Portfolio Manager”), a series of Delaware Business Management Trust.

Q:

How can I vote my shares?

A:

For your convenience, you are encouraged to vote in any of the following three simple ways:

 

Internet—log on to the website address located on your proxy card(s). You will need the control number found on the proxy card(s) at the time you execute your vote.

 

Touchtone Phone—dial the toll-free number on the enclosed proxy card(s) and follow the automated instructions. Please have the proxy card(s) available at the time of the call.

 

Mail—sign, date, and complete the reverse side of the proxy card(s) and return the proxy card(s) in the postage-paid envelope provided.

Please respond. Your vote is important whether or not you plan to attend the special meeting. To assure the presence of a quorum at the special meeting, and to avoid the added cost of follow-up solicitations and possible adjournments, please take a few minutes to read the proxy statement and cast your vote through the internet or by telephone by following the instructions on your proxy card(s), or by signing, voting and returning the proxy card(s) in the envelope provided. Please take advantage of these prompt and efficient voting options. Please refer to the instructions on the enclosed proxy card. Shareholders may vote their shares via internet, telephone, or by signing, voting, dating and returning the proxy card in the enclosed envelope (if you’ve received this communication by mail).

Q:

Will my vote make a difference?

A:

Yes. Your vote is needed to ensure the proposals can be acted upon. To avoid the added cost of follow-up solicitations and possible adjournments, please read the Proxy Statement and cast your vote through the Internet or by telephone by following the instructions on your proxy card(s). You may also vote by signing, voting and returning the proxy card(s) in the envelope provided. We encourage all shareholders to participate in the governance of the Trust.

Q:

When is the deadline for voting my shares?

A:

We encourage you to vote as early as possible to ensure that the Funds receive enough votes to act on the proposals. Your vote (cast either by internet, telephone, or paper proxy card) must be received by the Trust prior to the start of the meeting (9:00 a.m. Eastern Time on November 19th, 2015).

Q:

Who is eligible to vote?

A:

Any person who owned shares of a Fund on the “record date”, which was September 16th, 2015 (even if that person has since sold those shares).

Q:

Who do I call if I have questions?

A:

We will be happy to answer your questions about this proxy solicitation. We have

engaged Boston Financial Data Services as our proxy solicitation agent. If you have

questions, please call 1-844-292-8014.

Liberty All-Star Equity Fund

Outbound Script

Meeting Date: November 19th, 2015

Toll-Free #: 1-844-292-8014

Greeting:

 

Hello, is Mr./Ms. _____________ available?

IF YES:

IF Stockholder NOT AVAILABLE:

 

Hi Mr./Ms. _____________, my name is _____________ and I am calling on a recorded line on behalf of your investment in the Liberty All-Star Equity Fund. The fund sent you proxy materials requesting that you vote your eligible shares prior to the upcoming Special Shareholder's meeting scheduled to be held on November 19th, 2015.

 

 

Your Board of Trustees has recommended you vote YES on the proposal and we are calling to ask if you would like to vote along with the recommendations of the board?

 

IF YES:

IF Not sure how to vote

 

 

Thank you. For the record, would you please state your full name and mailing address?

You may cast a FOR, AGAINST or an ABSTAIN vote on the proposal.

 

 

Again, my name is _____________, a proxy voting specialist on behalf of Liberty All-Star Equity Fund.

 

How would you like to cast your vote on the proposal?

 

 

Today’s date is _____________ and the time is _____________ Eastern Time.

 

Thank you. For the record, would you please state your full name and mailing address?

 

 

Mr./Ms. _____________, I have recorded your [FOR] vote, in accordance with the Board’s recommendation with respect to the proposal(s) as set forth in the proxy materials you received.

 

Again, my name is _____________, a proxy voting specialist on behalf of the Liberty All-Star Equity Fund.

 

 

We will be mailing you a written confirmation of your vote within 72 hours.

 

Today’s date is _____________ and the time is _____________ Eastern Time.

If you wish to make any changes you may contact us by calling 1-844-292-8014, Monday-Friday 9am-6pm EST. Thank you very much for your time and your vote. We hope you have a great day/evening.

 

Mr./Ms. _____________, I have recorded your vote to (repeat vote intention) with respect to the proposal as set forth in the proxy materials you received. We will be mailing you a written confirmation of your vote within 72 hours.

 

If you wish to make any changes you may contact us by calling 1-844-292-8014, Monday-Friday 9am-6pm EST. Thank you very much for your time and your vote. We hope you have a great day/evening.

What I am being asked to vote on?

Proposal 1:

To approve a new Portfolio Management Agreement for the Equity Fund (the “Proposal”);

If materials not received:

 

I can resend the materials to you. Do you have an email address this can be sent to?

(IF YES: Type email addresses in the notes and read it back phonetically to the Stockholder)

 

 

 

Thank you. You should receive these materials shortly. Included in the email will be instructions to inform you of the methods available to you to cast your vote, one of which is to call us back at 1-844-292-8014, Monday-Friday 9am-6pm EST.

When & Where:

The Special Shareholder's meeting is scheduled to be held at 9:00 a.m. Eastern Time, on November 19th, 2015, at One Financial Center, 15th Floor, Boston, MA 02111.

How can I vote?

Beneficial Holders:

Log on to www.proxyvote.com and follow the on‐screen instructions provided.

Registered Holders:

Log on to www.proxy-direct.com and follow the on‐screen instructions provided.

Mail:

PROXY TABULATOR

PO BOX 55909

BOSTON, MA 02205‐9100

Liberty All-Star Equity Fund

Meeting Date: November 19th, 2015

Inbound Script

Toll-Free #: 1-844-292-8014

Greeting:

 

Hello, thank you for calling the Liberty All-Star Equity Fund proxy information line. My name is _____________, may I have your name please?

 

Thank you Mr./Ms._____________. Are you calling regarding the upcoming Special Shareholder's meeting?

IF YES:

IF NO:

 

The Board of Trustees recommends a vote “FOR” the proposals.

 

How may I help you today? (Go to Q&A to answer any questions.)

 

Would you like to vote along with the Board's recommendation?

 

If a non-proxy related question, respond:

Mr./Ms. _____________.

 

I apologize I do not have access to that information; please feel free to call Liberty All-Star Equity Fund directly at 1-800-241-1850.

 

Thank you. For the record, would you please state your full name and mailing address?

 

Again, my name is _____________, a proxy voting specialist on behalf of Liberty All-Star Equity Fund.

 

Today’s date is _____________ and the time is _____________ Eastern Time.

 

 

Mr./Ms. _____________, I have recorded your [FOR] vote, in accordance with the Board’s recommendation with respect to the proposal as set forth in the proxy materials you received and we will be mailing you a written confirmation of your vote within 72 hours.

 

 

If you wish to make any changes you may contact us by calling 1-844-292-8014. Thank you very much for your participation and have a great day/evening.

 

IF Not sure how to vote, You may cast a FOR vote, an AGAINST vote or an ABSTAIN vote on the proposal.

 

How would you like to cast your vote on the proposal?

 

Thank you. For the record, would you please state your full name and mailing address?

 

Again, my name is _____________, a proxy voting specialist on behalf of Liberty All-Star Equity Fund.

Today’s date is _____________ and the time is _____________ Eastern Time.

 

Mr./Ms. _____________, I have recorded your vote to (repeat vote intention) with respect to the proposal as set forth in the proxy materials you received. We will be mailing you a written confirmation of your vote within 72 hours.

 

 

If you wish to make any changes you may contact us by calling 1-844-292-8014. Thank you very much for your time and your vote. We hope you have a great day/evening.

 

What I am being asked to vote on?

 

Proposal 1:

To approve a new Portfolio Management Agreement for the Equity Fund (the “Proposal”);

 

If materials not received:

 

I can resend the materials to you. Do you have an email address this can be sent to?

(IF YES: Type email addresses in the notes and read it back phonetically to the Stockholder)

 

including street name, number, town, state & zip)

 

 

Thank you. You should receive these materials shortly. Included in the email will be instructions to

inform you of the methods available to you to cast your vote, one of which is to call us back at 1-844-292-

8014, Monday - Friday 9am-6pm EST.

When & Where:

 

The Special Shareholder's meeting is scheduled to be held at 9:00 a.m. Eastern Time, on November 19th, 2015, at One Financial Center, 15th Floor, Boston, MA 02111.

How can I vote?

 

Beneficial Holders:

Log on to www.proxyvote.com and follow the on‐screen instructions provided.

 

Registered Holders:

Touch tone voting call 800-337-3503

Log on to www.proxy-direct.com and follow the on‐screen instructions provided.

 

Mail:

PROXY TABULATOR

PO BOX 55909

BOSTON, MA 02205‐9100

Liberty All-Star Equity Fund

Meeting Date: November 19th, 2015

Answering Machine Message

Toll-Free #: 1-844-292-8014

AUTOMATED ANSWERING MACHINE MESSAGE

 

Hello, we are calling with an important message on behalf of Liberty All-Star Equity Fund. You should have received proxy materials in the mail concerning the upcoming Meeting of Shareholders to be held on November 19th, 2015.

 

Your participation is very important. To vote over the telephone, call toll-free at 1-844-292-8014 and a proxy voting specialist will assist you with voting your shares.

 

Specialists are available Monday through Friday, 9am to 6pm Eastern Time. Voting takes just a few moments and will benefit all shareholders. Thank you for your prompt attention to this matter.