When issuing vote recommendations and casting proxy votes in accordance with its pre-determined proxy voting guidelines, Institutional Shareholder Services ("ISS") also discloses any conflicts of interest it has with the issuer of such securities that are the subject of its recommendation. To the extent ISS has a material conflict of interest with the company whose proxies are at issue, it may recuse itself from voting proxies. In such cases, Alger's Client Portfolio Administration Team instructs ISS how to vote. Alger generally votes such proxies in accordance with ISS' pre-determined proxy voting guidelines and in consideration with its clients’ best interests.