Resolutions

• Bar on association with a broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization for 6 months
• Prohibited from serving in various capacities for an advisory board, investment adviser or depositor of, or principal underwriter for, a registered investment company or affiliated person of such investment adviser, depositor, or principal underwriter for 6 months
• "For a period of 30 months after the suspension described in paragraph IV.N has been completed, Parke: 1. Shall not serve as an employee, officer or trustee of the MFS Funds or any other registered investment company? 2. Shall not serve as chairman or a member of the board of directors of MFS or any other investment adviser? 3. Shall not serve as chief executive officer, president or any other officer of MFS or any other investment adviser. 4. Shall not perform any duties for MFS or any other investment adviser relating to prospectus or other public disclosures, distribution, institutional or retail sales of MFS Funds or the funds of any other registered investment company, compliance matters, internal audit functions, or shareholder trading activities, and 5. May, to the extent such duties are not prohibited in paragraph IV.P.4 immediately above, (i) perform duties involving strategic planning, business analysis and business planning? (ii) be employed by and act as a portfolio manager of a registered investment company and/or manage other investment personnel with respect to investment and personnel decisions and (iii) participate in the marketing of nonmutual fund business of MFS or of such other investment adviser as may then employ Parke." for 30 months