Table of Contents

UNITED STATES

SECURITIES AND CHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

 

 

Investment Company Act file number:		811-21553

 

 

 

 

 

 

 

ING Global Equity Dividend and Premium Opportunity Fund

(Exact name of registrant as specified in charter)

 

7337 E. Doubletree Ranch Rd., Scottsdale, AZ		85258
(Address of principal executive offices)		(Zip code)

 

 

The Corporation Trust Company, 1209 Orange

Street, Wilmington, DE 19801

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 1-800-992-0180

 

Date of fiscal year end: February 28

 

Date of reporting period: February 29, 2012

---

Table of Contents

Item 1.

Reports to Stockholders.

The following is a copy of the report transmitted to stockholders pursuant to Rule 30e-1 under the Act (17 CFR 270.30e-1):

---

Table of Contents

 

Annual Report

February 29, 2012

ING Global Equity Dividend and

Premium Opportunity Fund

 

		E-Delivery Sign-up – details inside

 

MUTUAL FUNDS

 

 

---

Table of Contents

TABLE OF CONTENTS

 

 

 

 

President’s Letter			1
Market Perspective			2
Portfolio Managers’ Report			4
Report of Independent Registered Public Accounting Firm			6
Statement of Assets and Liabilities			7
Statement of Operations			8
Statements of Changes in Net Assets			9
Financial Highlights			10
Notes to Financial Statements			11
Summary Portfolio of Investments			20
Tax Information			25
Trustee and Officer Information			26
Advisory Contract Approval Discussion			30
Shareholder Meeting Information			36
Additional Information			37

 

		Go Paperless with E-Delivery!
Sign up now for on-line prospectuses, fund reports, and proxy statements. In less than five minutes, you can help reduce paper mail and lower fund costs.   Just go to www.inginvestment.com, click on the E-Delivery icon from the home page, follow the directions and complete the quick 5 Steps to Enroll.   You will be notified by e-mail when these communications become available on the internet. Documents that are not available on the internet will continue to be sent by mail.

PROXY VOTING INFORMATION

A description of the policies and procedures that the Fund uses to determine how to vote proxies related to portfolio securities is available (1) without charge, upon request, by calling Shareholder Services toll-free at (800) 992-0180; (2) on the ING Funds’ website at www.inginvestment.com; and (3) on the U.S. Securities and Exchange Commission’s (“SEC’s”) website at www.sec.gov. Information regarding how the Fund voted proxies related to portfolio securities during the most recent 12-month period ended June 30 is available without charge on the ING Funds’ website at www.inginvestment.com and on the SEC’s website at www.sec.gov.

QUARTERLY PORTFOLIO HOLDINGS

The Fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. This report contains a summary portfolio of investments for the Fund. The Fund’s Forms N-Q are available on the SEC’s website at www.sec.gov. The Fund’s Forms N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington D.C., and information on the operation of the Public Reference Room may be obtained by calling (800) SEC-0330. The Fund’s Forms N-Q, as well as a complete portfolio of investments, are available without charge upon request from the Fund by calling Shareholder Services toll-free at (800) 992-0180.

---

Table of Contents

PRESIDENT’S LETTER

 

 

 

 

Dear Shareholder,

ING Global Equity Dividend and Premium Opportunity Fund (the “Fund”) is a diversified, closed-end management investment company whose shares are traded on the New York Stock Exchange under the symbol “IGD.” The primary objective of the Fund is to provide a high level of income, with a secondary objective of capital appreciation.

The Fund seeks to achieve its objectives by investing in a portfolio of global common stocks that have a history of attractive dividend yields and employing an option strategy of writing call options on a portion of the equity portfolio. During this reporting period, the Fund bought out-of-the-money put options on selected indices and securities to partially protect portfolio value from significant market declines and also partially hedged currency exposure to reduce volatility of total return.

For the year ended February 29, 2012, the Fund made monthly distributions totaling $1.19 per share, which were characterized as $0.93 per share return of capital and $0.26 per share net investment income.

 

Based on net asset value (“NAV”), the Fund provided a total return of (1.13)% for the year ended February 29, 2012.⁽¹⁾ This NAV return reflects a decrease in the Fund’s NAV from $11.39 on February 28, 2011 to $10.01 on February 29, 2012. Based on its share price, the Fund provided a total return of (3.28)% for the year ended February 29, 2012.⁽²⁾ This share price return reflects a decrease in the Fund’s share price from $11.12 on February 28, 2011 to $9.56 on February 29, 2012.

The global equity markets have witnessed a challenging and turbulent period. Please read the Market Perspective and Portfolio Managers’ Report for more information on the market and the Fund’s performance.

At ING Funds our mission is to help you grow, protect and enjoy your wealth. We seek to assist you and your financial advisor by offering a range of global investment solutions. We invite you to visit our website at www.inginvestment.com. Here you will find information on our products and services, including current market data and fund statistics on our open- and closed-end funds. You will see that we offer a broad variety of equity, fixed income and multi-asset funds that aim to fulfill a variety of investor needs.

We thank you for trusting ING Funds with your investment assets, and we look forward to serving you in the months and years ahead.

Sincerely,

Shaun Mathews

President and Chief Executive Officer

ING Funds

April 2, 2012

 

The views expressed in the President’s Letter reflect those of the President as of the date of the letter. Any such views are subject to change at any time based upon market or other conditions and ING Funds disclaim any responsibility to update such views. These views may not be relied on as investment advice and because investment decisions for an ING Fund are based on numerous factors, may not be relied on as an indication of investment intent on behalf of any ING Fund. Reference to specific company securities should not be construed as recommendations or investment advice. International investing does pose special risks including currency fluctuation, economic and political risks not found in investments that are solely domestic.

For more complete information, or to obtain a prospectus for any ING Fund, please call your Investment Professional or the Fund’s Shareholder Service Department at (800) 992-0180 or log on to www.inginvestment.com. The prospectus should be read carefully before investing. Consider the fund’s investment objectives, risks, charges and expenses carefully before investing. The prospectus contains this information and other information about the fund. Check with your Investment Professional to determine which funds are available for sale within their firm. Not all funds are available for sale at all firms.

 

(1)

Total investment return at net asset value has been calculated assuming a purchase at net asset value at the beginning of each period and a sale at net asset value at the end of each period and assumes reinvestment of dividends, capital gain distributions, and return of capital distributions/allocations, if any, in accordance with the provisions of the Fund’s dividend reinvestment plan.

 

(2)	Total investment return at market value measures the change in the market value of your investment assuming reinvestment of dividends, capital gain distributions, and return of capital distributions/allocations, if any, in accordance with the provisions of the Fund’s dividend reinvestment plan.

 

1

---

Table of Contents

MARKET PERSPECTIVE:  YEAR ENDED FEBRUARY 29, 2012

 

 

 

 

2

---

Table of Contents

BENCHMARK DESCRIPTIONS

 

 

 

Index		Description
MSCI World IndexSM		An unmanaged index that measures the performance of over 1,400 securities listed on exchanges in the U.S., Europe, Canada, Australia, New Zealand and the Far East.
Barclays Capital U.S. Aggregate Bond Index		An unmanaged index of publicly issued investment grade U.S. Government, mortgage-backed, asset-backed and corporate debt securities.
S&P 500® Index		An unmanaged index that measures the performance of securities of approximately 500 large-capitalization companies whose securities are traded on major U.S. stock markets.
MSCI Japan® Index		A free float-adjusted market capitalization index that is designed to measure developed market equity performance in Japan.
MSCI Europe ex UK® Index		A free float-adjusted market capitalization index that is designed to measure developed market equity performance in Europe, excluding the UK.
MSCI UK® Index		A free float-adjusted market capitalization index that is designed to measure developed market equity performance in the UK.
Chicago Board Options Exchange BuyWrite Monthly Index (“CBOE BuyWrite Monthly Index”)		A passive total return index based on selling the near-term, at-the-money S&P 500® Index call option against the S&P 500® stock index portfolio each month, on the day the current contract expires.

 

3

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		PORTFOLIO MANAGERS’ REPORT

 

The Fund’s Integrated Option Strategy: The Fund’s option strategy is designed to seek gains and lower volatility of total returns over a market cycle by primarily selling call options on selected indices and/or on individual securities and/or exchange traded funds (“ETFs”). Currently, the Fund implements its call writing strategy on regional equity indices.

The Fund’s call option writing is determined based on stock outlook, market opportunities and option price volatility. The Fund seeks to sell call options that are generally short-term (between 10 days and three months until expiration) and at- or near-the-money. The Fund typically maintains its call positions until expiration, but it retains the option to buy back the call options and sell new call options. The Fund may also engage in other related option strategies to seek gains and lower volatility over a market cycle.

The Fund may seek, and during the reporting period sought, to partially hedge against significant market declines by buying out-of-the-money put options on related indices, such as the S&P 500^® Index, the Financial Times Stock Exchange 100 Index (“FTSE 100”), the Nikkei All Stock Index (“Nikkei”), the Euro Stoxx 50 (Price) Index (“EuroStoxx 50”) or any other broad-based global or regional securities index with an active derivatives market. The Fund retains the ability to invest in out-of-the-money puts that expire in 20 to 125 trading days on a portion of its portfolio. A portion of the premiums generated from the call strategy may be used to buy put protection. Also, the Fund may seek to, and during the reporting period sought to, partially hedge the foreign currency risk inherent in its international equity holdings. Such currency hedges are generally implemented by buying out-of-the-money puts on international currencies versus the U.S. dollar and financing them by writing out-of-the-money FX calls. The Fund may also hedge currency exposure by selling the international currencies forward.

Performance: Based on net asset value (“NAV”) as of February 29, 2012, the Fund provided a total return of (1.13)% for the year. This NAV return reflects a decrease in the Fund’s NAV from $11.39 on February 28, 2011 to $10.01 on February 29, 2012. Based on its share price, the Fund provided a total return of (3.28)% for the year. This share price return reflects a decrease in the

Fund’s share price from $11.12 on February 28, 2011 to $9.56 on February 29, 2012. The reference indices, the MSCI World Index^SM and the Chicago Board Options Exchange (“CBOE”) BuyWrite Monthly Index (“BXM Index”), returned (1.69)% and 6.91%, respectively, for the reporting period. During the year, the Fund made monthly distributions totaling $1.19 per share, which were characterized as $0.93 per share return of capital and $0.26 per share net investment income. As of February 29, 2012, the Fund had 97,548,925 shares outstanding.

Market Environment: Global equity markets experienced extreme volatility over the reporting period. Stocks reached highs towards the end of April 2011, then fell more than 18% to an intra-period low at the start of October, before eventually recovering and finishing strongly towards the end of the period.

Top Ten Holdings as of February 29, 2012

(as a percentage of net assets)

 

TransCanada Corp.			1.7%
JPMorgan Chase & Co.			1.7%
Royal Dutch Shell PLC			1.7%
Zurich Financial Services AG			1.7%
CenturyTel, Inc.			1.7%
UGI Corp.			1.7%
AT&T, Inc.			1.7%
Pitney Bowes, Inc.			1.7%
Vinci S.A.			1.7%
Abbott Laboratories			1.7%

Portfolio holdings are subject to change daily.

 

 

4

---

Table of Contents

PORTFOLIO MANAGERS’ REPORT		ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND

 

Equity Portfolio: The equity portfolio proved to be defensive when markets declined, outperforming its reference index. During market rallies the equity portfolio gained but to a lesser extent than the broad market. Overall, the equity portfolio outperformed over the reporting period.

The main driver of outperformance was stock selection, mostly in the telecommunications and consumer staples sectors, while selection in the consumer discretionary and industrials sectors detracted. Sector allocation detracted from relative results. This was due in large part to the Fund’s defensive positioning, e.g., having overweights of telecommunications and utilities and underweights of information technology and consumer discretionary. Information technology (“IT”) stocks did well relative to other sectors; however, undervalued IT stocks that offered high and sustainable dividend yields were harder to find.

At the end of the period, the Fund’s largest underweight positions were in the cyclical sectors, IT and consumer discretionary; its largest overweight positions were in the defensive sectors of utilities and telecommunication. The Fund had a structural underweight in the U.S., where companies typically offer lower payout ratios; and an overweight in both Europe and Asia Pacific, regions where more dividend value opportunities are available.

Options Portfolio: The option strategy seeks to reduce volatility of total returns as well as generate capital gains. The Fund currently sells calls on indices (Nikkei 225, Eurostoxx 50, FTSE 100 and S&P 500^®). The strategy also may buy protective puts.

During the reporting period the Fund stopped purchasing new puts in October though it retains the ability to do so in future. The Fund increased its call writing coverage to approximately 60% of portfolio value and wrote calls only on indices instead of a blend of individual stocks and indices. Call coverage was increased from 50% to 60% to compensate for lack of put coverage. Strikes of the call options were mostly at-the-money.

During the third quarter of 2011, implied volatility increased due to weak equity markets. This enabled the Fund to collect more premiums from the calls written compared to the first few months of 2011. Volatility decreased throughout the latter months of the reporting period; as a result, the premiums received steadily diminished. Overall, the option overlay reduced the volatility of Fund returns and modestly detracted from results.

A significant part of the Fund’s investments is directly exposed to currency risk, due to investments in global markets. We partially hedge this risk by purchasing FX put options. To bring the FX overlay more in line with the equity option overlay, we continued to write FX calls to finance the puts that the Fund purchased, effectively creating a collar. In doing so, the Fund will give up part of its FX upside potential in return for cheaper downside protection.

From the beginning of March to the end of April, the euro strengthened against the U.S. dollar and the British pound, causing some of our short calls to expire in the money. Throughout the rest of the reporting period the euro, pound and yen depreciated against the U.S. dollar, but not enough to cause our long puts to expire in the money. Overall, the FX option hedges helped to dampen the volatility of the Fund’s return.

Outlook and Current Strategy: Cyclical indicators in the global economy have surprised on the upside, central banks are providing ample liquidity and systemic risk in the euro zone has decreased. China has lowered its required reserve ratio for banks, another sign that policy is easing; and the U.S. has prolonged fiscal measures till year-end. Other supportive factors are the further improvement in earnings momentum and risk appetite. These are important drivers as they lead to higher valuations through lower required risk premiums. In our opinion, rising oil prices do not pose a threat yet. For equity markets and the economy it is not the level of oil prices but the rate of change that matters most. From this point of view, the current increase is manageable.

We believe corporate earnings will be stable for U.S. companies but may decline for European companies. In our opinion, global growth will slow down and Europe will go through a recession. Compared to previous recessions we expect only a moderate profit decline in Europe this time. Companies are not struggling with big inventory overhangs or excess capacity. Costs are being kept under control, which makes companies’ earnings more resilient to a downturn in revenues. Equity valuations are attractive both on an absolute basis and compared to other asset classes such as corporate bonds. The equity risk premium is well above historical levels. Companies are cash rich; they have room to increase the payout to shareholders, which could enhance dividend yields.

 

Portfolio holdings and characteristics are subject to change and may not be representative of current holdings and characteristics. The outlook for this Fund is based only on the outlook of its portfolio managers through the end of this period, and may differ from that presented for other ING Funds. Performance data represents past performance and is no guarantee of future results. Past performance is not indicative of future results. The indices do not reflect fees, brokerage commissions, taxes or other expenses of investing. Investors cannot invest directly in an index.

 

5

---

Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

 

 

The Shareholders and Board of Trustees

ING Global Equity Dividend and Premium Opportunity Fund

We have audited the accompanying statement of assets and liabilities, including the summary portfolio of investments, of ING Global Equity Dividend and Premium Opportunity Fund as of February 29, 2012, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the six-year period then ended and the period from March 30, 2005 (commencement of operations) to February 28, 2006. These financial statements and financial highlights are the responsibility of management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of February 29, 2012, by correspondence with the custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of ING Global Equity Dividend and Premium Opportunity Fund as of February 29, 2012, and the results of its operations, the changes in its net assets, and the financial highlights for the periods specified in the first paragraph above, in conformity with U.S. generally accepted accounting principles.

 

Boston, Massachusetts

April 26, 2012

 

6

---

Table of Contents

STATEMENT OF ASSETS AND LIABILITIES AS OF FEBRUARY 29, 2012

 

 

 

ASSETS:
Investments in securities at value*		$	945,989,188
Cash			46,108,078
Receivables:
Investments securities sold			539,728
Dividends			3,865,575
Foreign tax reclaims			644,315
Prepaid expenses			8,299
Total assets			997,155,183
LIABILITIES:
Payable for investment securities purchased			314,022
Payable to affiliates			731,577
Payable to custodian due to foreign currency overdraft*******			6,488
Payable for trustee fees			6,441
Other accrued expenses and liabilities			234,427
Written options, at fair value^			19,176,824
Total liabilities			20,469,779
NET ASSETS		$	976,685,404
NET ASSETS WERE COMPRISED OF:
Paid-in capital		$	1,397,741,482
Undistributed net investment income			1,041,043
Accumulated net realized loss			(468,966,248	)
Net unrealized appreciation			46,869,127
NET ASSETS		$	976,685,404
*               Cost of investments in securities		$	893,618,429
*******Cost of foreign currency overdraft		$	6,539
^               Premiums received on written options		$	13,695,677
Net assets		$	976,685,404
Shares authorized			unlimited
Par value		$	0.01
Shares outstanding			97,548,925
Net asset value and redemption price per share		$	10.01

 

See Accompanying Notes to Financial Statements

 

7

---

Table of Contents

STATEMENT OF OPERATIONS FOR THE YEAR ENDED FEBRUARY 29, 2012

 

 

 

INVESTMENT INCOME:
Dividends, net of foreign taxes withheld*		$	46,347,924
Interest			1,418
Total investment income			46,349,342
EXPENSES:
Investment management fees			10,609,514
Transfer agent fees			27,292
Administrative service fees			1,010,416
Shareholder reporting expense			213,713
Professional fees			152,849
Custody and accounting expense			294,645
Trustee fees			31,197
Miscellaneous expense			196,673
Total expenses			12,536,299
Net waived and reimbursed fees			(1,057,769	)
Net expenses			11,478,530
Net investment income			34,870,812
REALIZED AND UNREALIZED GAIN (LOSS) :
Net realized gain (loss) on:
Investments			(31,354,613	)
Foreign currency related transactions			(497,762	)
Written options			20,944,887
Net realized loss			(10,907,488	)
Net change in unrealized appreciation (depreciation) on:
Investments			(37,287,381	)
Foreign currency related transactions			(115,524	)
Written options			(5,268,251	)
Net change in unrealized appreciation (depreciation)			(42,671,156	)
Net realized and unrealized loss			(53,578,644	)
Decrease in net assets resulting from operations		$	(18,707,832	)
*      Foreign taxes withheld		$	3,352,386

 

See Accompanying Notes to Financial Statements

 

8

---

Table of Contents

STATEMENTS OF CHANGES IN NET ASSETS

 

 

 

		Year Ended February 29, 2012				Year Ended February 28, 2011
FROM OPERATIONS:
Net investment income		$	34,870,812			$	34,077,156
Net realized gain (loss)			(10,907,488	)			53,797,819
Net change in unrealized appreciation (depreciation)			(42,671,156	)			20,138,326
Increase (decrease) in net assets resulting from operations			(18,707,832	)			108,013,301
FROM DISTRIBUTIONS TO SHAREHOLDERS:
Net investment income			(25,259,004	)			(79,464,170	)
Return of capital			(90,325,438	)			(46,591,513	)
Total distributions			(115,584,442	)			(126,055,683	)
FROM CAPITAL SHARE TRANSACTIONS:
Reinvestment of distributions			2,278,652				8,831,171
Net increase in net assets resulting from capital share transactions			2,278,652				8,831,171
Net decrease in net assets			(132,013,622	)			(9,211,211	)
NET ASSETS:
Beginning of year or period			1,108,699,026				1,117,910,237
End of year or period		$	976,685,404			$	1,108,699,026
Undistributed (distributions in excess of) net investment income at end of year or period		$	1,041,043				(6,118,936	)

 

See Accompanying Notes to Financial Statements

 

9

---

Table of Contents

 

FINANCIAL HIGHLIGHTS

 

 

 

Selected data for a share of beneficial interest outstanding throughout each year or period.

 

		Per Share Operating Performance																																																				Ratios and Supplemental Data
						Income (loss) from investment operations												Less distributions																																								Ratios to average net assets
		Net asset value, beginning of period				Net investment income				Net realized and unrealized gain (loss) on investments				Total from investment operations				From net investment income				From net realized gains on investments				From return of capital				Total distributions				Adjustment to paid-in capital for offering costs				Net asset value, end of period				Market value, end of period				Total investment return at net asset value(3)				Total investment return at market value(4)				Net assets, end of period (000s)				Gross expenses prior to expense waiver(5)				Net expenses after expense waiver(5)(6)				Net investment income after expense waiver(5)(6)				Portfolio turnover rate
Year or period ended		($)				($)				($)				($)				($)				($)				($)				($)				($)				($)				($)				(%)				(%)				($)				(%)				(%)				(%)				(%)
02-29-12			11.39				0.36	*			(0.55	)			(0.19	)			0.26				—				0.93				1.19				—				10.01				9.56				(1.13	)			(3.28	)			976,685				1.24				1.14				3.45				90
02-28-11			11.58				0.35				0.76				1.11				0.82				—				0.48				1.30				—				11.39				11.12				10.44				0.29				1,108,699				1.22				1.07				3.16				58
02-28-10			9.81				0.38				3.17				3.55				0.30				—				1.48				1.78				—				11.58				12.45				38.12				78.96				1,117,910				1.23				1.03				3.34				72
02-28-09			17.39				0.68	*			(6.39	)			(5.71	)			0.95				—				0.92				1.87				—				9.81				8.14				(34.02	)			(45.09	)			947,889				1.22				1.02				4.76				84
02-29-08			19.98				0.66	*			(1.18	)			(0.52	)			0.61				1.35				0.11				2.07				—				17.39				17.34				(2.74	)			(5.71	)			1,691,458				1.23				1.03				3.40				79
02-28-07			19.08				0.67	*			2.09				2.76				0.57				1.24				0.06				1.87				0.01				19.98				20.55				15.32				19.35				1,933,397				1.21				1.01				3.43				119
03-30-05(1) - 02-28-06			19.06	(2)			0.63				0.79				1.42				0.66				0.43				0.31				1.40				—				19.08				18.96				7.84				2.13				1,825,844				1.23				1.03				3.75				112

 

(1)	Commencement of operations.

(2)	Net asset value at beginning of period reflects the deduction of the sales load of $0.90 per share and offering costs of $0.04 per share paid by the shareholder from the $20.00 offering price.

(3)

Total investment return at net asset value has been calculated assuming a purchase at net asset value at the beginning of each period and a sale at net asset value at the end of each period and assumes reinvestment of dividends, capital gain distributions and return of capital distributions/allocations, if any, in accordance with the provisions of the dividend reinvestment plan. Total investment return at net asset value is not annualized for periods less than one year.

(4)

Total investment return at market value measures the change in the market value of your investment assuming reinvestment of dividends, capital gain distributions and return of capital distributions/allocations, if any, in accordance with the provisions of the Fund’s dividend reinvestment plan. Total investment return at market value is not annualized for periods less than one year.

(5)	Annualized for periods less than one year.

(6)	The Investment Advisor has contractually agreed to waive a portion of its fee equivalent to 0.20% of the Fund’s managed assets for the first five years of the Fund’s existence. Beginning in the sixth year, the fee waiver will decline each year by 0.05% until it is eliminated in the ninth year.

*	Calculated using average number of shares outstanding throughout the period.

See Accompanying Notes to Financial Statements

 

10

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012

 

 

 

NOTE 1 — ORGANIZATION

 

ING Global Equity Dividend and Premium Opportunity Fund (the “Fund”) is a diversified, closed-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). Pursuant to guidance from the U.S. Securities and Exchange Commission, the Fund’s classification changed from a non-diversified fund to a diversified fund. As a result of this classification change, the Fund is limited in the proportion of its assets that may be invested in the securities of a single issuer. Further, the classification change to a diversified fund may cause the Fund to benefit less from appreciation in a single issuer than if it had greater exposure to that issuer. The Fund is organized as a Delaware statutory trust.

NOTE 2 — SIGNIFICANT ACCOUNTING POLICIES

The following significant accounting policies are consistently followed by the Fund in the preparation of its financial statements, and such policies are in conformity with U.S. generally accepted accounting principles (“GAAP”) for investment companies.

A. Security Valuation. All investments in securities are recorded at their estimated fair value, as described below. Investments in equity securities traded on a national securities exchange are valued at the last reported sale price. Securities reported by NASDAQ are valued at the NASDAQ official closing prices. Securities traded on an exchange or NASDAQ for which there has been no sale and equity securities traded in the over-the-counter-market are valued at the mean between the last reported bid and ask prices. All investments quoted in foreign currencies will be valued daily in U.S. dollars on the basis of the foreign currency exchange rates prevailing at that time. Debt securities with more than 60 days to maturity are valued using matrix pricing methods determined by an independent pricing service which takes into consideration such factors as yields, maturities, liquidity, ratings and traded prices in similar or identical securities. Securities for which valuations are not readily available from an independent pricing service may be valued by brokers which use prices provided by market makers or estimates of fair market value obtained from yield data relating to investments or securities with similar characteristics. Investments in open-end mutual funds are valued at the net asset value. Investments in securities of sufficient credit quality maturing 60 days or less from date of acquisition are valued at amortized cost which approximates fair value.

Securities and assets for which market quotations are not readily available (which may include certain restricted securities that are subject to limitations as to their sale) are valued at their fair values, as defined by the 1940 Act, and as determined in good faith by or under the supervision of the Fund’s Board of Trustees (“Board”), in accordance with methods that are specifically authorized by the Board. Securities traded on exchanges, including foreign exchanges, which close earlier than the time that the Fund calculates its net asset value (“NAV”) may also be valued at their fair values, as defined by the 1940 Act, and as determined in good faith by or under the supervision of the Board, in accordance with methods that are specifically authorized by the Board. The value of a foreign security traded on an exchange outside the United States is generally based on its price on the principal foreign exchange where it trades as of the time the Fund determines its NAV or if the foreign exchange closes prior to the time the Fund determines its NAV, the most recent closing price of the foreign security on its principal exchange. Trading in certain non-U.S. securities may not take place on all days on which the NYSE Euronext (“NYSE”) is open. Further, trading takes place in various foreign markets on days on which the NYSE is not open. Consequently, the calculations of the Fund’s NAV may not take place contemporaneously with the determination of the prices of securities held by the Fund in foreign securities markets. Further, the value of the Fund’s assets may be significantly affected by foreign trading on days when a shareholder cannot purchase or redeem shares of the Fund. In calculating the Fund’s NAV, foreign securities denominated in foreign currency are converted to U.S. dollar equivalents. If an event occurs after the time at which the market for foreign securities held by the Fund closes but before the time that the Fund’s NAV is calculated, such event may cause the closing price on the foreign exchange to not represent a readily available reliable market value quotation for such securities at the time the Fund determines its NAV. In such a case, the Fund will use the fair value of such securities as determined under the Fund’s valuation procedures. Events after the close of trading on a foreign market that could require the Fund to fair value some or all of its foreign securities include, among others, securities trading in the U.S. and other markets, corporate announcements, natural and other disasters, and political and other events. Among other elements of analysis in the determination of a security’s fair value, the Board has authorized the use of one or more independent research services to assist with such

 

11

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 2 — SIGNIFICANT ACCOUNTING

POLICIES (continued)

 

determinations. An independent research service may use statistical analyses and quantitative models to help determine fair value as of the time the Fund calculates its NAV. There can be no assurance that such models accurately reflect the behavior of the applicable markets or the effect of the behavior of such markets on the fair value of securities, or that such markets will continue to behave in a fashion that is consistent with such models. Unlike the closing price of a security on an exchange, fair value determinations employ elements of judgment. Consequently, the fair value assigned to a security may not represent the actual value that the Fund could obtain if it were to sell the security at the time of the close of the NYSE. Pursuant to procedures adopted by the Board, the Fund is not obligated to use the fair valuations suggested by any research service, and valuation recommendations provided by such research services may be overridden if other events have occurred or if other fair valuations are determined in good faith to be more accurate. Unless an event is such that it causes the Fund to determine that the closing prices for one or more securities do not represent readily available reliable market value quotations at the time the Fund determines its NAV, events that occur between the time of the close of the foreign market on which they are traded and the close of regular trading on the NYSE will not be reflected in the Fund’s NAV.

Options that are traded over-the-counter will be valued using one of three methods: (1) dealer quotes; (2) industry models with objective inputs; or (3) by using a benchmark arrived at by comparing prior-day dealer quotes with the corresponding change in the underlying security. Exchange traded options will be valued using the last reported sale. If no last sale is reported, exchange traded options will be valued using an industry accepted model such as “Black Scholes.” Options on currencies purchased by the Fund are valued using industry models with objective inputs.

Fair value is defined as the price that the Fund would receive to sell an asset or pay to transfer a liability in an orderly transaction between market participants at the measurement date. Each investment asset or liability of the Fund is assigned a level at measurement date based on the significance and source of the inputs to its valuation. Quoted prices in active markets for identical securities are classified as “Level 1,” inputs other than quoted prices for an asset or liability that are observable are classified as “Level 2” and unobservable

inputs, including the sub-adviser’s judgment about the assumptions that a market participant would use in pricing an asset or liability are classified as “Level 3.” The inputs used for valuing securities are not necessarily an indication of the risks associated with investing in those securities. Short-term securities of sufficient credit quality which are valued at amortized cost, which approximates fair value, are generally considered to be Level 2 securities under applicable accounting rules. A table summarizing the Fund’s investments under these levels of classification is included following the Summary Portfolio of Investments.

For the year ended February 29, 2012, there have been no significant changes to the fair valuation methodologies.

B. Security Transactions and Revenue Recognition. Security transactions are recorded on the trade date. Realized gains or losses on sales of investments are calculated on the identified cost basis. Interest income is recorded on the accrual basis. Premium amortization and discount accretion are determined using the effective yield method. Dividend income is recorded on the ex-dividend date or in the case of certain foreign dividends, when the information becomes available to the Fund.

C. Foreign Currency Translation. The books and records of the Fund are maintained in U.S. dollars. Any foreign currency amounts are translated into U.S. dollars on the following basis:

 

(1)

Market value of investment securities, other assets and liabilities — at the exchange rates prevailing at the end of the day.

 

(2)

Purchases and sales of investment securities, income and expenses — at the rates of exchange prevailing on the respective dates of such transactions.

Although the net assets and the market values are presented at the foreign exchange rates at the end of the day, the Fund does not isolate the portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gains or losses from investments. For securities, which are subject to foreign withholding tax upon disposition, liabilities are recorded on the Statement of Assets and Liabilities for the estimated tax withholding based on the securities current market

 

12

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 2 — SIGNIFICANT ACCOUNTING

POLICIES (continued)

 

value. Upon disposition, realized gains or losses on such securities are recorded net of foreign withholding tax.

Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities at period end, resulting from changes in the exchange rate. Foreign security and currency transactions may involve certain considerations and risks not typically associated with investing in U.S. companies and U.S. government securities. These risks include, but are not limited to, revaluation of currencies and future adverse political and economic developments which could cause securities and their markets to be less liquid and prices more volatile than those of comparable U.S. companies and U.S. government securities.

D. Distributions to Shareholders. The Fund intends to make monthly distributions from its cash available for distribution, which consists of the Fund’s dividends and interest income after payment of Fund expenses, net option premiums and net realized and unrealized gains on investments. At least annually, the Fund intends to distribute all or substantially all of its net realized capital gains. Distributions are recorded on the ex-dividend date. Distributions are determined annually in accordance with federal tax principles, which may differ from U.S. generally accepted accounting principles for investment companies.

The tax treatment and characterization of the Fund’s distributions may vary significantly from time to time depending on whether the Fund has gains or losses on the call options written on its portfolio versus gains or losses on the equity securities in the fund. Each month, the Fund will provide disclosures with distribution payments made that estimate the percentages of that distribution that represent net investment income, other income or capital gains, and return of capital, if any. The final composition of the tax characteristics of the distributions cannot be determined with certainty until after the end of the Fund’s tax year, and will be reported to shareholders at that time. A significant portion of the Fund’s distributions may constitute a

return of capital. The amount of monthly distributions will vary, depending on a number of factors. As portfolio and market conditions change, the rate of dividends on the common shares will change. There can be no assurance that the Fund will be able to declare a dividend in each period.

E. Federal Income Taxes. It is the policy of the Fund to comply with the requirements of subchapter M of the Internal Revenue Code that are applicable to regulated investment companies and to distribute substantially all of its net investment income and any net realized capital gains to its shareholders. Therefore, a federal income tax or excise tax provision is not required. Management has considered the sustainability of the Fund’s tax positions taken on federal income tax returns for all open tax years in making this determination.

F. Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates.

G. Risk Exposures and the use of Derivative Instruments. The Fund’s investment objectives permit the Fund to enter into various types of derivatives contracts, including, but not limited to, forward foreign currency exchange contracts and purchased and written options. In doing so, the Fund will employ strategies in differing combinations to permit it to increase or decrease the level of risk, or change the level or types of exposure to market risk factors. This may allow the Fund to pursue its objectives more quickly and efficiently, than if it were to make direct purchases or sales of securities capable of affecting a similar response to market factors.

Market Risk Factors. In pursuit of its investment objectives, the Fund may seek to use derivatives to increase or decrease its exposure to the following market risk factors:

Credit Risk. Credit risk relates to the ability of the issuer to meet interest and principal payments, or both, as they come due. In general, lower-grade, higher-yield bonds are subject to credit risk to a greater extent than lower-yield, higher-quality bonds.

 

13

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 2 — SIGNIFICANT ACCOUNTING

POLICIES (continued)

 

Equity Risk. Equity risk relates to the change in value of equity securities as they relate to increases or decreases in the general market.

Foreign Exchange Rate Risk. Foreign exchange rate risk relates to the change in U.S. dollar value of a security held that is denominated in a foreign currency. The U.S. dollar value of a foreign currency denominated security will decrease as the dollar appreciates against the currency, while the U.S. dollar value will increase as the dollar depreciates against the currency.

Interest Rate Risk. Interest rate risk refers to the fluctuations in value of fixed-income securities resulting from the inverse relationship between price and yield. For example, an increase in general interest rates will tend to reduce the market value of already issued fixed-income investments, and a decline in general interest rates will tend to increase their value. In addition, debt securities with longer duration, which tend to have higher yields, are subject to potentially greater fluctuations in value from changes in interest rates than obligations with shorter duration.

Risks of Investing in Derivatives. The Fund’s use of derivatives can result in losses due to unanticipated changes in the market risk factors and the overall market. In instances where the Fund is using derivatives to decrease, or hedge, exposures to market risk factors for securities held by the Fund, there are also risks that those derivatives may not perform as expected resulting in losses for the combined or hedged positions.

The use of these strategies involves certain special risks, including a possible imperfect correlation, or even no correlation, between price movements of derivative instruments and price movements of related investments. While some strategies involving derivative instruments can reduce the risk of loss, they can also reduce the opportunity for gain or even result in losses by offsetting favorable price movements in related investments or otherwise, due to the possible inability of the Fund to purchase or sell a portfolio security at a time that otherwise would be favorable or the possible need to sell a portfolio security at a disadvantageous time because the Fund is required to maintain asset coverage or offsetting positions in connection with transactions in derivative instruments. Additional associated risks from investing in derivatives also exist and potentially could have significant effects on the valuation of the derivative and the Fund. Associated

risks are not the risks that the Fund is attempting to increase or decrease exposure to, per its investment objectives, but are the additional risks from investing in derivatives. Examples of these associated risks are liquidity risk, which is the risk that the Fund will not be able to sell the derivative in the open market in a timely manner, and counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. Associated risks can be different for each type of derivative and are discussed by each derivative type in the following notes.

Counterparty Credit Risk and Credit Related Contingent Features. Certain derivative positions are subject to counterparty credit risk, which is the risk that the counterparty will not fulfill its obligation to the Fund. The Fund’s derivative counterparties are financial institutions who are subject to market conditions that may weaken their financial position. The Fund intends to enter into financial transactions with counterparties that it believes to be creditworthy at the time of the transaction. To reduce this risk, the Fund generally enters into master netting arrangements, established within the Fund’s International Swap and Derivatives Association, Inc. (“ISDA”) Master Agreements (“Master Agreements”). These agreements are with select counterparties and they govern transactions, including certain over-the-counter (“OTC”) derivative and forward foreign currency contracts, entered into by the Fund and the counterparty. The Master Agreements maintain provisions for general obligations, representations, agreements, collateral, and events of default or termination. The occurrence of a specified event of termination may give a counterparty the right to terminate all of its contracts and affect settlement of all outstanding transactions under the applicable Master Agreement.

The Fund may also enter into collateral agreements with certain counterparties to further mitigate credit risk associated with OTC derivative and forward foreign currency contracts. Subject to established minimum levels, collateral is generally determined based on the net aggregate unrealized gain or loss on contracts with a certain counterparty. Collateral pledged to the Fund is held in a segregated account by a third-party agent and can be in the form of cash or debt securities issued by the U.S. government or related agencies.

The Fund’s maximum risk of loss from counterparty credit risk on OTC derivatives is generally the aggregate unrealized gain in excess of any collateral pledged by the counterparty to the Fund. For purchased OTC options, the Fund bears the risk of loss in the amount

 

14

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 2 — SIGNIFICANT ACCOUNTING

POLICIES (continued)

 

of the premiums paid and the change in market value of the options should the counterparty not perform under the contracts. As of February 29, 2012, the total value of purchased OTC put options subject to counterparty credit risk was $1,007,020. The counterparties did not post any collateral to the Fund at year end. There were no credit events during the year ended February 29, 2012 that triggered any credit related contingent features.

The Fund’s master agreements with derivative counterparties have credit related contingent features that if triggered would allow its derivatives counterparties to close out and demand payment or additional collateral to cover their exposure from the Fund. Credit related contingent features are established between the Fund and its derivatives counterparties to reduce the risk that the Fund will not fulfill its payment obligations to its counterparties. These triggering features include, but are not limited to, a percentage decrease in the Fund’s net assets and or a percentage decrease in the Fund’s NAV, which could cause the Fund to accelerate payment of any net liability owed to the counterparty. The contingent features are established within the Fund’s Master Agreements.

Written options by the Fund do not give rise to counterparty credit risk, as written options obligate the Fund to perform and not the counterparty. As of February 29, 2012, the total value of written OTC call options subject to Master Agreements in a liability position was $19,176,824. If a contingent feature had been triggered, the Fund could have been required to pay this amount in cash to its counterparties. The Fund did not hold or post collateral for its open written OTC call options at period end. There were no credit events during the year ended February 29, 2012 that triggered any credit related contingent features.

H. Options Contracts. The Fund may purchase put and call options and may write (sell) put options and covered call options. The premium received by the Fund upon the writing of a put or call option is included in the Statement of Assets and Liabilities as a liability which is subsequently marked-to-market until it is exercised or closed, or it expires. The Fund will realize a gain or loss upon the expiration or closing of the option contract. When an option is exercised, the proceeds on sales of the underlying security for a written call option or purchased put option or the purchase cost of the security for a written put option or

a purchased call option is adjusted by the amount of premium received or paid. The risk in writing a call option is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in buying an option is that the Fund pays a premium whether or not the option is exercised. Risks may also arise from an illiquid secondary market or from the inability of counterparties to meet the terms of the contract.

The Fund’s option strategy seeks to reduce volatility of total returns and to supplement distributions by selling call options and may also purchase put options on equity indices.

The Fund is also subject to foreign currency risk given its significant investments in foreign equities. In order to mitigate this risk, the Fund uses foreign-exchange option collars. Please refer to Note 6 for the volume of both purchased and written option activity during the year ended February 29, 2012.

I. Indemnifications. In the normal course of business, the Fund may enter into contracts that provide certain indemnifications. The Fund’s maximum exposure under these arrangements is dependent on future claims that may be made against the Fund and, therefore, cannot be estimated; however, based on experience, management considers risk of loss from such claims remote.

NOTE 3 — INVESTMENT MANAGEMENT AND ADMINISTRATIVE FEES

ING Investments, LLC (“ING Investments” or the “Investment Adviser”), an Arizona limited liability company, is the Investment Adviser of the Fund. The Fund pays the Investment Adviser for its services under an investment management agreement (“Management Agreement”), a fee, payable monthly, based on an annual rate of 1.05% of the Fund’s average daily managed assets. For the first five years of the Fund’s existence, the Investment Adviser will contractually waive a portion of its fee equivalent to 0.20% of the Fund’s managed assets. Beginning in the sixth year, the fee waiver will decline each year by 0.05% until it is eliminated in the ninth year. For purposes of the Management Agreement, managed assets are defined as the Fund’s average daily gross asset value, minus the sum of the Fund’s accrued and unpaid dividends on any outstanding preferred shares and accrued liabilities (other than liabilities for the principal amount of any borrowings incurred, commercial paper or notes issued by the Fund and the liquidation preference of any

 

15

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 3 — INVESTMENT MANAGEMENT AND ADMINISTRATIVE FEES (continued)

 

outstanding preferred shares). As of February 29, 2012, there were no preferred shares outstanding.

The Investment Adviser entered into a sub-advisory agreement (“Sub-Advisory Agreement”) with ING Investment Management Advisors B.V. (“IIMA”), an indirect, wholly-owned subsidiary of ING Groep N.V. (“ING Groep”), domiciled in The Hague, The Netherlands. Subject to policies as the Board or the Investment Adviser might determine, IIMA manages the Fund’s assets in accordance with the Fund’s investment objectives, policies and limitations.

The Investment Adviser has also retained ING Investment Management Co. LLC (“ING IM” or “Consultant”), a Delaware limited liability company, to provide certain consulting services for the Investment Adviser. These services include, among other things, furnishing statistical and other factual information; providing advice with respect to potential investment strategies that may be employed for the Fund, including, but not limited to, potential options strategies; developing economic models of the anticipated investment performance and yield for the Fund; and providing advice to the Investment Adviser and/or Sub-Adviser with respect to the Fund’s level and/or managed distribution policy. For its services, the Consultant will receive a consultancy fee from the Investment Adviser. No fee will be paid by the Fund directly to the Consultant.

ING Funds Services, LLC, a Delaware limited liability company, (the “Administrator”) serves as Administrator to the Fund. The Fund pays the Administrator for its services a fee based on an annual rate of 0.10% of the Fund’s average daily managed assets. The Investment Adviser, IIMA, ING IM and the Administrator are indirect, wholly-owned subsidiaries of ING Groep. ING Groep is a global financial institution of Dutch origin offering banking, investments, life insurance and retirement services.

ING Groep has adopted a formal restructuring plan that was approved by the European Commission in November 2009 under which the ING life insurance businesses, including the retirement services and investment management businesses, which include the Adviser and its immediate affiliates, would be separated from ING Groep by the end of 2013. To achieve this goal, in a series of announcements beginning November 2010, ING Groep announced that

it plans to pursue transactions to restructure certain businesses, including an initial public offering for its U.S. based insurance, retirement services, and investment management operations; and other transactions, which could include an initial public offering or other type of transaction, for its European based insurance and investment management operations and Asian based insurance and investment management operations. There can be no assurance that all or part of the restructuring plan will be carried out.

The restructuring plan and the uncertainty about its implementation, whether implemented through the planned public offerings or through other means, in whole or in part, may be disruptive to the businesses of ING entities, including the ING entities that service the Fund, and may cause, among other things, interruption or reduction of business and services, diversion of management’s attention from day-to-day operations, and loss of key employees or customers. A failure to complete the offerings or other means of implementation on favorable terms could have a material adverse impact on the operations of the businesses subject to the restructuring plan. The restructuring plan may result in the Investment Adviser’s loss of access to services and resources of ING Groep, which could adversely affect its businesses and profitability. In addition, the divestment of ING businesses, including the Investment Adviser, may potentially be deemed a “change of control” of each entity. A change of control would result in the termination of the Fund’s advisory and sub-advisory agreements, which would trigger the necessity for new agreements that would require approval of the board, and may trigger the need for shareholder approval. Currently, the Investment Adviser does not anticipate that the restructuring will have a material adverse impact on the Fund or its operations and administration.

NOTE 4 — OTHER TRANSACTIONS WITH AFFILIATED AND RELATED PARTIES

At February 29, 2012, the Fund had the following amounts recorded as payable to affiliates on the accompanying Statement of Assets and Liabilities:

 

Accrued Investment Management Fees				Accrued Administrative Fees				Total
$	654,740			$	76,837			$	731,577

 

16

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 4 — OTHER TRANSACTIONS WITH AFFILIATED AND RELATED PARTIES (continued)

 

The Fund has adopted a Deferred Compensation Plan (the “Plan”), which allows eligible non-affiliated trustees as described in the Plan to defer the receipt of all or a portion of the trustees fees payable. Amounts deferred are treated as though invested in various “notional” funds advised by ING Investments until distribution in accordance with the Plan.

NOTE 5 — PURCHASES AND SALES OF INVESTMENT SECURITIES

The cost of purchases and proceeds from sales of investments for the year ended February 29, 2012, excluding short-term securities, were $889,973,641 and $963,920,398, respectively.

NOTE 6 — PURCHASED AND WRITTEN OPTIONS

Transactions in purchased OTC put options on foreign currencies were as follows:

 

		USD NOTIONAL				Cost
Balance at 02/28/11		$	204,000,000			$	1,444,700
Options Purchased			751,750,000				5,890,950
Options Expired			(771,750,000	)			(6,101,050	)
Options Exercised			—				—
Options Terminated in Closing Sell Transactions			(21,000,000	)			(147,000	)
Balance at 02/29/12		$	163,000,000			$	1,087,600

Transactions in purchased OTC put options on indices were as follows:

 

		Number of Contracts				Cost
Balance at 02/28/11			414,000			$	3,261,849
Options Purchased			927,700				10,140,498
Options Expired			(948,600	)			(11,440,541	)
Options Exercised			—				—
Options Terminated in Closing Sell Transactions			(393,100	)			(1,961,806	)
Balance at 02/29/12			—			$	—

Transactions in written OTC call options on foreign currencies were as follows:

 

		USD NOTIONAL				Premiums Received
Balance at 02/28/11		$	204,000,000			$	1,444,700
Options Written			751,750,000				5,890,950
Options Expired			(685,750,000	)			(5,930,350	)
Options Exercised			—				—
Options Terminated in Closing Purchase Transactions			(107,000,000	)			(857,700	)
Balance at 02/29/12		$	163,000,000			$	1,087,600

Transactions in written OTC call options on securities were as follows:

 

		Number of Contracts				Premiums Received
Balance at 02/28/11			11,187,000			$	4,945,459
Options Written			55,804,600				29,948,456
Options Expired			(29,576,000	)			(17,153,566	)
Options Exercised			—				—
Options Terminated in Closing Purchase Transactions			(37,415,600	)			(17,740,349	)
Balance at 02/29/12			—			$	—

Transactions in written OTC call options on indices were as follows:

 

		Number of Contracts				Premiums Received
Balance at 02/28/11			554,525			$	7,332,023
Options Written			5,504,675				100,222,421
Options Expired			(2,800,800	)			(33,820,134	)
Options Exercised			—				—
Options Terminated in Closing Purchase Transactions			(2,365,200	)			(61,126,233	)
Balance at 02/29/12			893,200			$	12,608,077

NOTE 7 — CONCENTRATION OF INVESTMENT RISKS

All mutual funds involve risk — some more than others — and there is always the chance that you could lose money or not earn as much as you hope. The Fund’s risk profile is largely a factor of the principal securities in which it invests and investment techniques that it uses. For more information regarding the types of securities and investment techniques that may be used by the Fund and its corresponding risks, see the Fund’s most recent Prospectus and/or the Statement of Additional Information.

Foreign Securities and Emerging Markets. The Fund makes significant investments in foreign securities and may invest up to 20% of its managed assets in securities issued by companies located in countries with emerging markets. Investments in foreign securities may entail risks not present in domestic investments. Since investments in securities are denominated in foreign currencies, changes in the relationship of these foreign currencies to the U.S. dollar can significantly affect the value of the investments and earnings of the Fund. Foreign investments may also subject the Fund to foreign government exchange restrictions, expropriation, taxation or other political, social or economic developments, as well as from movements in currency, security value and interest rate, all of which could affect the market and/or credit risk of the investments. The risks of investing in foreign securities

 

17

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 7 — CONCENTRATION OF INVESTMENT RISKS (continued)

 

can be intensified in the case of investments in issuers located in countries with emerging markets.

Leverage. Although the Fund has no current intention to do so, the Fund is authorized to utilize leverage through the issuance of preferred shares and/or borrowings, including the issuance of debt securities. In the event that the Fund determines in the future to utilize investment leverage, there can be no assurance that such a leveraging strategy will be successful during any period in which it is employed.

NOTE 8 — CAPITAL SHARES

Transactions in capital shares and dollars were as follows:

 

Year or period ended		Reinvestment of distributions				Net increase in shares outstanding				Reinvestment of distributions				Net increase
		#				#				($)				($)
2/29/2012			216,490				216,490				2,278,652				2,278,652
2/28/2011			785,595				785,595				8,831,171				8,831,171

NOTE 9 — FEDERAL INCOME TAXES

The amount of distributions from net investment income and net realized capital gains are determined in accordance with federal income tax regulations, which may differ from U.S. generally accepted accounting principles for investment companies. These book/tax differences may be either temporary or permanent. Permanent differences are reclassified within the capital accounts based on their federal tax-basis treatment; temporary differences are not reclassified. Key differences include the treatment of short-term capital gains, foreign currency transactions, income from passive foreign investment companies (PFICs) and wash sale deferrals. Distributions in excess of net investment income and/or net realized capital gains for tax purposes are reported as return of capital.

The following permanent tax differences have been reclassified as of the Fund's tax year ended December 31, 2011:

 

Undistributed Net Investment Income				Accumulated Net Realized Gains/(Losses)
$	(2,451,829	)		$	2,451,829

Dividends paid by the Fund from net investment income and distributions of net realized short-term capital gains are, for federal income tax purposes,

taxable as ordinary income to shareholders. Under certain conditions, federal tax regulations may also cause some or all of the return of capital to be taxed as ordinary income.

The tax composition of dividends and distributions in the current period will not be determined until after the Fund's tax year-end of December 31, 2012. The tax composition of dividends and distributions as of the Fund's most recent tax year-ends were as follows:

 

Tax Year Ended December 31, 2011								Tax Year Ended December 31, 2010
Ordinary Income				Return of Capital				Ordinary Income				Return of Capital
$	31,004,604			$	85,241,031			$	81,787,121			$	46,591,513

The tax-basis components of distributable earnings and the expiration dates of the capital loss carryforwards which may be used to offset future realized capital gains for federal income tax purposes as of the tax year ended December 31, 2011 were:

 

Unrealized Appreciation/ (Depreciation)				Capital Loss Carryforwards
				Amount				Character				Expiration
$	(12,929,996	)		$	(106,960,018	)			Short-term				2016
					(325,327,424	)			Short-term				2017
					(11,778,434	)			Long-term				N/A
				$	(444,065,876	)

The Fund's major tax jurisdictions are federal and Arizona. The earliest tax year that remains subject to examination by these jurisdictions is 2007.

As of February 29, 2012, no provision for income tax is required in the Fund's financial statements as a result of tax positions taken on federal and state income tax returns for open tax years. The Fund's federal and state income and federal excise tax returns for tax years for which the applicable statutes of limitations have not expired are subject to examination by the Internal Revenue Service and state department of revenue.

The Regulated Investment Company Modernization Act of 2010 (the “Act”) was enacted on December 22, 2010. The Act makes changes to several tax rules impacting the Fund. In general, the provisions of the Act were effective for the Fund's tax year ended December 31, 2011. Although the Act provides several benefits, including the unlimited carryforward of future capital losses, there may be a greater likelihood that all or a portion of the Fund's pre-enactment capital loss carryforwards may expire without being utilized due to the fact that post-enactment capital losses are required to be utilized before pre-enactment capital loss carryforwards.

 

18

---

Table of Contents

NOTES TO FINANCIAL STATEMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

NOTE 10 — OTHER ACCOUNTING PRONOUNCEMENTS

 

In May 2011, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2011-04 “Amendments to Achieve Common Fair Value Measurement and Disclosure Requirements”. ASU No. 2011-04 amends FASB ASC Topic 820, Fair Value Measurements and Disclosures, to establish common requirements for measuring fair value and for disclosing information about fair value measurements in accordance with GAAP and the International Financial Reporting Standards (“IFRSs”). The ASU is effective prospectively for interim and annual periods beginning after December 15, 2011. As of February 29, 2012, management of the Fund is currently assessing the potential impact to financial statement disclosure that may result from adopting this ASU.

NOTE 11 — SUBSEQUENT EVENTS

Dividends. Subsequent to February 29, 2012, the Fund made distributions of:

 

Per Share Amount

Declaration Date

Payable Date

Record Date

$

0.093

2/15/2012

3/15/2012

3/5/2012

$

0.093

3/15/2012

4/16/2012

4/4/2012

Each month, the Fund will provide disclosures with distribution payments made that estimate the percentages of that distribution that represent net investment income, capital gains, and return of capital, if any. A significant portion of the monthly distribution payments made by the Fund may constitute a return of capital.

The Fund has evaluated events occurring after the Statement of Assets and Liabilities date (subsequent events) to determine whether any subsequent events necessitated adjustment to or disclosure in the financial statements. Other than the above, no such subsequent events were identified.

 

19

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		SUMMARY PORTFOLIO OF INVESTMENTS AS OF FEBRUARY 29, 2012

 

 

See Accompanying Notes to Financial Statements

 

20

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		SUMMARY PORTFOLIO OF INVESTMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

See Accompanying Notes to Financial Statements

 

21

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		SUMMARY PORTFOLIO OF INVESTMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

 

 

Fair Value Measurements^

The following is a summary of the fair valuations according to the inputs used as of February 29, 2012 in valuing the assets and liabilities:

 

		Quoted Prices in Active Markets for Identical Investments (Level 1)				Significant Other Observable Inputs # (Level 2)				Significant Unobservable Inputs (Level 3)				Fair Value at 2/29/2012
Asset Table
Investments, at value
Common Stock
Australia		$	—			$	41,429,139			$	—			$	41,429,139
Brazil			5,116,804				—				—				5,116,804
Canada			47,897,672				—				—				47,897,672
France			—				83,514,508				—				83,514,508
Germany							54,767,449				—				54,767,449
Hong Kong			16,109,951				—				—				16,109,951
Israel			—				9,627,454				—				9,627,454
Japan			—				81,544,152				—				81,544,152
Luxembourg			—				9,490,557				—				9,490,557
Netherlands			—				42,258,131				—				42,258,131
Portugal			—				9,818,883				—				9,818,883
Singapore			—				20,184,837				—				20,184,837
Spain			—				9,736,981				—				9,736,981
Sweden			—				15,979,342				—				15,979,342
Switzerland			—				47,296,149				—				47,296,149
Taiwan			15,971,390				11,431,302				—				27,402,692
United Kingdom			—				124,315,534				—				124,315,534
United States			298,491,933				—				—				298,491,933
Total Common Stock			383,587,750				561,394,418				—				944,982,168
Purchased Options			—				1,007,020				—				1,007,020
Total Investments, at value		$	383,587,750			$	562,401,438				—			$	945,989,188
Liabilities Table
Other Financial Instruments+
Written Options		$	—			$	(19,176,824	)		$	—			$	(19,176,824	)
Total Liabilities		$	—			$	(19,176,824	)		$	—			$	(19,176,824	)

 

^	See Note 2, “Significant Accounting Policies” in the Notes to Financial Statements for additional information.

 

See Accompanying Notes to Financial Statements

 

22

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		SUMMARY PORTFOLIO OF INVESTMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

+

Other Financial Instruments are derivatives not reflected in the Portfolio of Investments and may include open forward foreign currency contracts, equity forwards, futures, swaps, and written options. Forward foreign currency contracts, equity forwards and futures are valued at the unrealized gain (loss) on the instrument. Swaps and written options are valued at the fair value of the instrument.

#

The earlier close of the foreign markets gives rise to the possibility that significant events, including broad market moves, may have occurred in the interim and may materially affect the value of those securities. To account for this, the Portfolio may frequently value many of its foreign equity securities using fair value prices based on third party vendor modeling tools to the extent available. Accordingly, a significant portion of the Portfolio’s investments are categorized as Level 2 investments.

 

There were no significant transfers between Level 1 and 2 during the year ended February 29, 2012.

ING Global Equity Dividend and Premium Opportunity Fund Written OTC Options on February 29, 2012

 

# of Contracts				Counterparty		Description		Exercise Price								Expiration Date		Premiums Received				Fair Value
	Options on Indices
	4,700			Morgan Stanley		Call on Euro Stoxx 50 Index			2,431.200				EUR			03/02/12		$	444,945			$	(508,537	)
	5,300			Morgan Stanley		Call on Euro Stoxx 50 Index			2,518.030				EUR			03/16/12			490,251				(236,729	)
	5,500			Morgan Stanley		Call on Euro Stoxx 50 Index			2,525.040				EUR			03/30/12			519,634				(324,218	)
	2,600			Morgan Stanley		Call on FTSE 100 Index			5,878.420				GBP			03/16/12			421,358				(228,198	)
	2,700			Nomura Group		Call on FTSE 100 Index			5,707.080				GBP			03/02/12			542,286				(700,270	)
	2,600			Royal Bank of Scotland PLC		Call on FTSE 100 Index			5,886.400				GBP			03/30/12			508,869				(317,188	)
	194,700			Deutsche Bank AG		Call on Nikkei 225 Index			8,747.460				JPY			03/02/12			545,415				(2,337,631	)
	191,900			Morgan Stanley		Call on Nikkei 225 Index			8,868.270				JPY			03/16/12			493,812				(2,039,388	)
	190,600			Royal Bank of Scotland PLC		Call on Nikkei 225 Index			9,349.600				JPY			03/30/12			535,601				(1,040,345	)
	100,200			Citigroup, Inc.		Call on S&P 500® Index			1,313.370				USD			03/02/12			3,007,623				(5,225,562	)
	97,400			Royal Bank of Scotland PLC		Call on S&P 500® Index			1,343.680				USD			03/16/12			2,429,448				(2,963,557	)
	95,000			Royal Bank of Scotland PLC		Call on S&P 500® Index			1,358.510				USD			03/30/12			2,668,835				(2,528,312	)
	Options on Currencies
	15,000,000			Deutsche Bank AG		Call EUR/USD			1.363				USD			05/21/12			129,000				(153,414	)
	20,000,000			Goldman Sachs & Co.		Call EUR/USD			1.366				USD			03/21/12			212,000				(35,256	)
	15,000,000			UBS Warburg LLC		Call EUR/USD			1.361				USD			04/20/12			90,000				(97,632	)
	20,000,000			Barclays Bank PLC		Call GBP/USD			1.617				USD			05/21/12			110,000				(154,925	)
	20,000,000			Deutsche Bank AG		Call GBP/USD			1.597				USD			04/20/12			120,000				(189,680	)
	18,000,000			UBS Warburg LLC		Call GBP/USD			1.614				USD			03/21/12			144,000				(39,213	)
	18,000,000			Deutsche Bank AG		Put USD/JPY			74.530				USD			03/21/12			90,000				(339	)
	19,000,000			Deutsche Bank AG		Put USD/JPY			76.670				USD			05/21/12			102,600				(50,872	)
	18,000,000			JPMorgan Chase & Co.		Put USD/JPY			74.580				USD			04/20/12			90,000				(5,558	)
						Total Written OTC Options												$	13,695,677			$	(19,176,824	)

A summary of derivative instruments by primary risk exposure is outlined in the following tables.

The fair value of derivative instruments as of February 29, 2012 was as follows:

 

Derivatives not accounted for as hedging instruments		Location on Statement of Assets and Liabilities		Fair Value
Asset Derivatives
Foreign exchange contracts		Investments in securities at value*		$	1,007,020
Total Asset Derivatives				$	1,007,020
Liability Derivatives
Equity contracts		Written options, at fair value		$	18,449,935
Foreign exchange contracts		Written options, at fair value			726,889
Total Liability Derivatives				$	19,176,824

 

*	Includes purchased options.

 

See Accompanying Notes to Financial Statements

 

23

---

Table of Contents

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND		SUMMARY PORTFOLIO OF INVESTMENTS AS OF FEBRUARY 29, 2012 (CONTINUED)

 

The effect of derivative instruments on the Fund's Statement of Operations for the year ended February 29, 2012 was as follows:

 

Derivatives not accounted for as hedging instruments		Amount of Realized Gain or (Loss) on Derivatives Recognized in Income
		Investments*				Written options				Total
Equity contracts		$	(3,181,910	)		$	16,685,850			$	13,503,940
Foreign exchange contracts			(6,223,892	)			4,259,037				(1,964,855	)
Total		$	(9,405,802	)		$	20,944,887			$	11,539,085
Derivatives not accounted for as hedging instruments		Change in Unrealized Appreciation or (Depreciation) on Derivatives Recognized in Income
		Investments*				Written options				Total
Equity contracts		$	1,486,673			$	(5,801,418	)		$	(4,314,745	)
Foreign exchange contracts			1,030,335				533,167				1,563,502
Total		$	2,517,008			$	(5,268,251	)		$	(2,751,243	)

 

*	Amounts recognized for purchased options are included in net realized gain (loss) on investments and net change in unrealized appreciation or depreciation on investments.

Supplemental Option Information (Unaudited)

 

Supplemental Call Option Statistics as of February 29, 2012:
Indices
% of Total Net Assets against which calls written			60.04	%
Average Days to Expiration at time written			42 days
Average Call Moneyness* at time written			OTM/ATM
Premiums received for calls		$	12,608,077
Value of calls		$	18,449,935
Currency
% of Total Net Assets against which calls written			16.94	%
Average Days to Expiration at time written			87 days
Average Call Moneyness* at time written			OTM
Premiums received for calls		$	1,087,600
Value of calls		$	726,889
Supplemental Put Option Statistics as of February 29, 2012:
Currency
% of Total Net Assets against which Currency puts purchased			16.94	%
Average Days to Expiration at time purchased			87 days
Average Currency Put Moneyness* at time purchased			OTM
Premiums Paid for puts		$	1,087,600
Value of puts		$	1,007,020

 

*

“Moneyness” is the term used to describe the relationship between the price of the underlying asset and the option’s exercise or strike price. For example, a call (buy) option is considered “in-the-money” when the value of the underlying asset exceeds the strike price. Conversely, a put (sell) option is considered “in-the-money” when its strike price exceeds the value of the underlying asset. Options are characterized for the purpose of Moneyness as, “in-the-money” (“ITM”), “out-of-the-money” (“OTM”) or “at-the-money” (“ATM”), where the underlying asset value equals the strike price.

 

See Accompanying Notes to Financial Statements

 

24

---

Table of Contents

TAX INFORMATION (UNAUDITED)

 

 

 

Dividends and distributions paid during the tax year ended December 31, 2011 were as follows:

 

Fund Name		Type		Per Share Amount
ING Global Equity Dividend and Premium Opportunity Fund		NII		$	0.3182
		ROC		$	0.8748

 

NII - Net investment income

ROC - Return of capital

For the tax year ended December 31, 2011, 100% of ordinary income dividends paid by the Fund (including creditable foreign taxes paid) are designated as qualifying dividend income (QDI) subject to reduced income tax rates for individuals.

Pursuant to Section 853 of the Internal Revenue Code, the Fund designates the following amounts as foreign taxes paid for the tax year ended December 31, 2011:

 

Creditable Foreign Taxes Paid				Per Share Amount				Portion of Ordinary Income Distribution Derived from Foreign Sourced Income*
$	3,088,416			$	0.0317				73.32	%

 

*	None of the Fund’s income was derived from ineligible foreign sources as defined under Section 901(j) of the Internal Revenue Code.

Foreign taxes paid or withheld should be included in taxable income with an offsetting deduction from gross income or as a credit for taxes paid to foreign governments. Shareholders are strongly advised to consult their own tax advisors regarding the appropriate treatment of foreign taxes paid.

Above figures may differ from those cited elsewhere in this report due to differences in the calculation of income and gains under U.S. generally accepted accounting principles (book) purposes and Internal Revenue Service (tax) purposes.

Shareholders are strongly advised to consult their own tax advisers with respect to the tax consequences of their investments in the Fund. In January, shareholders, excluding corporate shareholders, receive an IRS 1099-DIV regarding the federal tax status of the dividends and distributions they received in the calendar year.

 

25

---

Table of Contents

TRUSTEE AND OFFICER INFORMATION (UNAUDITED)

 

 

 

The business and affairs of the Trust are managed under the direction of the Trust’s Board. A Trustee who is not an interested person of the Trust, as defined in the 1940 Act, is an independent trustee (“Independent Trustee”). The Trustees and Officers of the Trust are listed below. The Statement of Additional Information includes additional information about trustees of the Trust and is available, without charge, upon request at (800) 992-0180.

 

Name, Address and Age		Position(s) Held with the Trust		Term of Office and Length of Time Served (1)		Principal Occupation(s) – During the Past 5 Years		Number of Funds in Fund Complex Overseen by Trustee(2)(3)		Other Board Positions Held by Trustee
Independent Trustees:
Colleen D. Baldwin 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 51		Trustee		October 2007 - Present		President, Glantuam Partners, LLC, a business consulting firm (January 2009 - Present).		138		None.
John V. Boyer 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 58		Trustee		February 2005 - Present		President and Chief Executive Officer, Bechtler Arts Foundation, an arts and education foundation (January 2008 - Present). Formerly, Consultant (July 2007 - February 2008) and President and Chief Executive Officer, Franklin and Eleanor Roosevelt Institute, a public policy foundation (March 2006 - July 2007).		138		None.
Patricia W. Chadwick 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 63		Trustee		January 2006 - Present		Consultant and President, Ravengate Partners LLC, a consulting firm that provides advice regarding financial markets and the global economy (January 2000 - Present).		138		Wisconsin Energy Corporation (June 2006 - Present) and The Royce Funds, (35 funds) (December 2009 - Present).
Peter S. Drotch 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 70		Trustee		October 2007 - Present		Retired.		138		First Marblehead Corporation (September 2003 - Present).
J. Michael Earley 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 66		Trustee		February 2005 - Present		Retired. Formerly, Banking President and Chief Executive Officer, Bankers Trust Company, N.A., Des Moines (June 1992 - December 2008).		138		None.
Patrick W. Kenny 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 69		Trustee		February 2005 - Present		Retired. Formerly, President and Chief Executive Officer, International Insurance Society (June 2001 - June 2009).		138		Assured Guaranty Ltd. (April 2004 - Present).
Sheryl K. Pressler 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 61		Trustee		January 2006 - Present		Consultant (May 2001 - Present).		138		Stillwater Mining Company (May 2002 - Present).
Roger B. Vincent 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 66		Chairperson/Trustee		February 2005 - Present		Retired. Formerly, President, Springwell Corporation, a corporate finance firm (March 1989 - August 2011).		138		UGI Corporation (February 2006 - Present) and UGI Utilities, Inc. (February 2006 - Present).

 

26

---

Table of Contents

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)

 

 

 

 

Name, Address and Age		Position(s) Held with the Trust		Term of Office and Length of Time Served (1)		Principal Occupation(s) – During the Past 5 Years		Number of Funds in Fund Complex Overseen by Trustee(2)(3)		Other Board Positions Held by Trustee
Trustees who are “Interested Persons”:
Robert W. Crispin (3) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 65		Trustee		October 2007 - Present		Retired. Formerly, Chairman and Chief Executive Officer, ING Investment Management Co. (July 2001 - December 2007).		138		Intact Financial Corporation (December 2004 - Present) and PFM Group (November 2010 - Present).
Shaun P. Mathews (3) 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 56		Trustee		June 2006 - Present		President and Chief Executive Officer, ING Investments, LLC (November 2006 - Present).		177		ING Capital Corporation, LLC (December 2005 - Present).

 

(1)

The Board is divided into three classes, with the term of one class expiring at each annual meeting of each Fund. At each annual meeting, one class of Trustees is elected to a three-year term and serves until their successors are duly elected and qualified. The tenure of each Trustee is subject to the Board’s retirement policy, which states that each duly elected or appointed Trustee who is an Independent Trustee shall retire from service as a Trustee at the conclusion of the first regularly scheduled meeting of the Board that is held after the Trustee reaches the age of 72. A unanimous vote of the Board may extend the retirement date of a Trustee for up to one year. An extension may be permitted if the retirement would trigger a requirement to hold a meeting of shareholders of the Funds, under applicable law, whether for purposes of appointing a successor to the Trustee or if otherwise necessary under applicable law, in which case the extension would apply until such time as the shareholder can be held or is no longer needed.

(2)

Except for Mr. Mathews and for the purposes of this table “ING Fund Complex” means the following investment companies: ING Asia Pacific High Dividend Equity Income Fund; ING Emerging Markets High Dividend Equity Fund; ING Emerging Markets Local Bond Fund; ING Equity Trust; ING Funds Trust; ING Global Equity Dividend and Premium Opportunity Fund; ING Global Advantage and Premium Opportunity Fund; ING Infrastructure, Industrials and Materials Fund; ING International High Dividend Equity Income Fund; ING Investors Trust; ING Mayflower Trust; ING Mutual Funds; ING Partners, Inc.; ING Prime Rate Trust; ING Risk Managed Natural Resources Fund; ING Senior Income Fund; ING Separate Portfolios Trust; ING Variable Insurance Trust; and ING Variable Products Trust. For Mr. Mathews, the ING Fund Complex also includes the following investment companies: ING Balanced Portfolio, Inc.; ING Intermediate Bond Portfolio; ING Money Market Portfolio; ING Series Fund, Inc.; ING Strategic Allocation Portfolios, Inc.; ING Variable Funds; and ING Variable Portfolios, Inc. Therefore, for the purposes of this table with reference to Mr. Mathews, “Fund Complex” includes these investment companies. The number of funds in the ING Fund Complex is as of March 31, 2012.

(3)

Messrs. Crispin and Matthews are deemed “Interested Persons” of the Trust because of their current or prior affiliation with ING Groep, N.V., the parent corporation of the Investment Adviser(s) and the Distributor.

 

27

---

Table of Contents

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)

 

 

 

Name, Address and Age		Position(s) Held With the Trust		Term of Office and Length of Time Served(1)		Principal Occupation(s) - During the Past 5 Years
Shaun P. Mathews 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 56		President and Chief Executive Officer		November 2006 - Present		President and Chief Executive Officer, ING Investments, LLC (November 2006 - Present).
Michael J. Roland 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 53		Executive Vice President		January 2005 - Present		Chief Compliance Officer, Directed Services LLC and ING Investments, LLC (March 2011 - Present) and Executive Vice President and Chief Operating Officer, ING Investments, LLC and ING Funds Services, LLC (January 2007 - Present). Formerly, Chief Compliance Officer, ING Funds (March 2011 - February 2012).
Stanley D. Vyner 230 Park Avenue New York, New York 10169 Age: 61		Executive Vice President Chief Investment Risk Officer		January 2005 - Present September 2009 - Present		Executive Vice President, ING Investments, LLC (July 2000 ? Present) and Chief Investment Risk Officer, ING Investments, LLC (January 2003 - Present).
Kevin M. Gleason 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 45		Chief Compliance Officer		February 2012 - Present		Senior Vice President, ING Investment Management LLC. (February 2012- Present). Formerly, Assistant General Counsel and Assistant Secretary, The Northwestern Mutual Life Insurance Company (June 2004 - January 2012).
Kimberly A. Anderson 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 47		Senior Vice President		January 2005 - Present		Senior Vice President, ING Investments, LLC (October 2003 - Present).
Todd Modic 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 44		Senior Vice President, Chief/Principal Financial Officer and Assistant Secretary		May 2005 - Present		Senior Vice President, ING Funds Services, LLC (March 2005 - Present).
Robert Terris 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 41		Senior Vice President		May 2006 - Present		Senior Vice President, Head of Division Operations, ING Funds Services, LLC (May 2006 - Present).
Gregory K. Wilson 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 52		Senior Vice President		September 2011 - Present		Senior Vice President - Fund Compliance, ING Funds Services, LLC (March 2012 - Present). Formerly, Vice President - Fund Compliance, ING Funds Services, LLC (October 2009 - March 2012) and Finance Director, ING Funds Services, LLC (September 2006 - October 2009).
Robyn L. Ichilov 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 44		Vice President		January 2005 - Present		Vice President and Treasurer, ING Funds Services, LLC (November 1995 - Present) and ING Investments, LLC (August 1997 - Present). Formerly, Treasurer, ING Funds (November 1999 - February 2012).
Maria M. Anderson 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 53		Vice President		January 2005 - Present		Vice President, ING Funds Services, LLC (September 2004 - Present).
Lauren D. Bensinger 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 58		Vice President		January 2005 - Present		Vice President, ING Investments, LLC and ING Funds Services, LLC (February 1996 - Present); Director of Compliance, ING Investments, LLC (October 2004 - Present); and Vice President and Money Laundering Reporting Officer, ING Investments Distributor, LLC ( April 2010 - Present). Formerly, Chief Compliance Officer, ING Investments Distributor, LLC (August 1995 - April 2010).
William Evans One Orange Way Windsor, Connecticut 06095 Age: 39		Vice President		September 2007 - Present		Senior Vice President (March 2010 - Present) and Head of Manager Research and Selection Group, ING Investment Management (April 2007 - Present). Formerly, Vice President, U.S. Mutual Funds and Investment Products (May 2005 - April 2007).

 

28

---

Table of Contents

TRUSTEE AND OFFICER INFORMATION (UNAUDITED) (CONTINUED)

 

 

 

Name, Address and Age		Position(s) Held With the Trust		Term of Office and Length of Time Served(1)		Principal Occupation(s) - During the Past 5 Years
Denise Lewis 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 48		Vice President Treasurer		January 2007 - Present February 2012 - Present		Vice President, ING Funds Services, LLC (December 2006 - Present).
Kimberly K. Springer 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 54		Vice President		March 2006 - Present		Vice President, ING Investment Management -ING Funds (March 2010 - Present); Vice President, ING Funds Services, LLC (March 2006 ? Present) and Managing Paralegal, Registration Statements (June 2003 - Present).
Craig Wheeler 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 43		Assistant Vice President		May 2008 - Present		Assistant Vice President - Director of Tax, ING Funds Services, LLC (March 2008 - Present). Formerly, Tax Manager, ING Funds Services, LLC (March 2005 - March 2008).
Huey P. Falgout, Jr. 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 48		Secretary		January 2005 - Present		Senior Vice President and Chief Counsel, ING Investment Management - ING Funds (March 2010- Present). Formerly, Chief Counsel, ING Americas, U.S. Legal Services (October 2003 - March 2010).
Paul Caldarelli 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 60		Assistant Secretary		June 2010 - Present		Vice President and Senior Counsel, ING Investment Management - ING Funds (March 2010-Present). Formerly, Senior Counsel, ING Americas, U.S. Legal Services (April 2008 - March 2010) and Counsel, ING Americas, U.S. Legal Services (May 2005 - April 2008).
Theresa K. Kelety 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 49		Assistant Secretary		January 2005 - Present		Vice President and Senior Counsel, ING Investment Management - ING Funds (March 2010-Present). Formerly, Senior Counsel, ING Americas, U.S. Legal Services (April 2008 - March 2010) and Counsel, ING Americas, U.S. Legal Services (April 2003 - April 2008).
Kathleen Nichols 7337 East Doubletree Ranch Rd. Suite 100 Scottsdale, Arizona 85258 Age: 36		Assistant Secretary		May 2008 - Present		Vice President and Counsel, ING Investment Management - ING Funds (March 2010 - Present). Formerly, Counsel, ING Americas, U.S. Legal Services (February 2008 - March 2010) and Associate, Ropes & Gray LLP (September 2005 - February 2008).

 

(1)

The Officers hold office until the next annual meeting of the Board of Trustees and until their successors shall have been elected and qualified.

 

29

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED)

 

 

 

 

30

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

 

 

 

 

31

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

 

 

 

 

32

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

 

 

 

 

33

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

 

 

 

 

34

---

Table of Contents

ADVISORY CONTRACT APPROVAL DISCUSSION (UNAUDITED) (CONTINUED)

 

 

 

 

35

---

Table of Contents

SHAREHOLDER MEETING INFORMATION (UNAUDITED)

 

 

 

An annual meeting of shareholders of the ING Global Equity Dividend and Premium Opportunity Fund was held July 6, 2011, at the offices of ING Funds, 7337 East Doubletree Ranch Road, Scottsdale, AZ 85258.

Proposal:

 

1

To elect four members of the Board of Trustees to represent the interests of the holders of Common Shares of the Fund, with all four individuals to serve as Class III Trustees, for a term of three-years, and until the election and qualification of their successors.

 

		Proposal*		Shares voted for				Shares voted against or withheld				Shares abstained		Total Shares Voted
Class III Trustees		J. Michael Earley			86,679,789.734				2,894,115.188						89,573,904.922
		Patrick W. Kenny			86,662,528.729				2,911,376.193						89,573,904.922
		Shaun P. Mathews			86,742,699.739				2,831,205.183						89,573,904.922
		Roger B. Vincent			86,748,730.850				2,825,174.072						89,573,904.922

 

*

Proposal Passed

 

36

---

Table of Contents

ADDITIONAL INFORMATION (UNAUDITED)

 

 

 

 

37

---

Table of Contents

ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)

 

 

 

 

38

---

Table of Contents

ADDITIONAL INFORMATION (UNAUDITED) (CONTINUED)

 

 

 

Stock Data

The Fund’s common shares are traded on the NYSE (Symbol: IGD).

Repurchase of Securities by Closed-End Companies

In accordance with Section 23(c) of the 1940 Act, and Rule 23c-1 under the 1940 Act the Fund may from time to time purchase shares of beneficial interest of the Fund in the open market, in privately negotiated transactions and/or purchase shares to correct erroneous transactions.

Number of Shareholders

The approximate number of record holders of Common Stock as of February 29, 2012 was 67,651, which does not include beneficial owners of shares held in the name of brokers of other nominees.

Certifications

In accordance with Section 303A.12 (a) of the New York Stock Exchange Listed Company Manual, the Fund’s CEO submitted the Annual CEO Certification on July 29, 2011 certifying that he was not aware, as of that date, of any violation by the Fund of the NYSE’s Corporate governance listing standards. In addition, as required by Section 302 of the Sarbanes-Oxley Act of 2002 and related SEC rules, the Fund’s principal executive and financial officers have made quarterly certifications, included in filings with the SEC on Forms N-CSR and N-Q, relating to, among other things, the Fund’s disclosure controls and procedures and internal controls over financial reporting.

 

39

---

Table of Contents

Toll-Free Shareholder Information

Call us from 9:00 a.m. to 7:00 p.m. Eastern time on any business day for account or other information, at (800) 992-0180

 

		AR-UIGD		(0212-042012)

 

 

---

Table of Contents

Item 2.

Code of Ethics.

As of the end of the period covered by this report, Registrant had adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to the Registrant’s principal executive officer and principal financial officer. There were no amendments to the Code during the period covered by the report. The Registrant did not grant any waivers, including implicit waivers, from any provisions of the Code during the period covered by this report. The code of ethics is filed herewith pursuant to Item 10(a)(1), Exhibit 99.CODE ETH.

 

Item 3.

Audit Committee Financial Expert.

The Board of Trustees has determined that J. Michael Earley, Peter S. Drotch and Colleen Baldwin are audit committee financial experts, as defined in Item 3 of Form N-CSR. Mr. Earley, Mr. Drotch and Ms. Baldwin are “independent” for purposes of Item 3 of Form N-CSR.

 

Item 4.

Principal Accountant Fees and Services.

 

(a)		Audit Fees: The aggregate fees billed for each of the last two fiscal years for professional services rendered by KPMG LLP (“KPMG”), the principal accountant for the audit of the registrant’s annual financial statements, for services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years were $25,000 for the year ended February 29, 2012 and $24,500 for the year ended February 28, 2011.
(b)		Audit-Related Fees: The aggregate fees billed in each of the last two fiscal years for assurance and related services by KPMG that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this item were $2,400 for the year ended February 29, 2012 and $2,150 for the year ended February 28, 2011.
(c)		Tax Fees: The aggregate fees billed in each the last two fiscal years for professional services rendered by KPMG for tax compliance, tax advice, and tax planning were $7,642 in the year ended February 29, 2012 and $7,751 in the year ended February 28, 2011. Such services included review of excise distribution calculations (if applicable), preparation of the Funds’ federal, state and excise tax returns, tax services related to mergers and routine consulting.
(d)		All Other Fees: The aggregate fees billed in each of the last two fiscal years for all other fees were $2,458 for the year ended February 29, 2012 and $2,500 for the year ended February 28, 2011.
(e)(1)		Audit Committee Pre-Approval Policies and Procedures

---

Table of Contents

AUDIT AND NON-AUDIT SERVICES

PRE-APPROVAL POLICY

I. Statement of Principles

Under the Sarbanes-Oxley Act of 2002 (the “Act”), the Audit Committee of the Board of Directors or Trustees (the “Committee”) of the ING Funds (each a “Fund,” collectively, the “Funds”) set out on Exhibit A to this Audit and Non-Audit Services Pre-Approval Policy (“Policy”) is responsible for the oversight of the work of the Funds’ independent auditors. As part of its responsibilities, the Committee must pre-approve the audit and non-audit services performed by the auditors in order to assure that the provision of these services does not impair the auditors’ independence from the Funds. The Committee has adopted, and the Board has ratified, this Policy, which sets out the procedures and conditions under which the services of the independent auditors may be pre-approved.

Under Securities and Exchange Commission (“SEC”) rules promulgated in accordance with the Act, the Funds may establish two different approaches to pre-approving audit and non-audit services. The Committee may approve services without consideration of specific case-by-case services (“general pre-approval”) or it may pre-approve specific services (“specific pre-approval”). The Committee believes that the combination of these approaches contemplated in this Policy results in an effective and efficient method for pre-approving audit and non-audit services to be performed by the Funds’ independent auditors. Under this Policy, services that are not of a type that may receive general pre-approval require specific pre-approval by the Committee. Any proposed services that exceed pre-approved cost levels or budgeted amounts will also require the Committee’s specific pre-approval.

For both types of approval, the Committee considers whether the subject services are consistent with the SEC’s rules on auditor independence and that such services are compatible with maintaining the auditors independence. The Committee also considers whether a particular audit firm is in the best position to provide effective and efficient services to the Funds. Reasons that the auditors are in the best position include the auditors’ familiarity with the Funds’ business, personnel, culture, accounting systems, risk profile, and other factors, and whether the services will enhance the Funds’ ability to manage and control risk or improve audit quality. Such factors will be considered as a whole, with no one factor being determinative.

The appendices attached to this Policy describe the audit, audit-related, tax-related, and other services that have the Committee’s general pre-approval. For any service that has been approved through general pre-approval, the general pre-approval will remain in place for a period 12 months from the date of pre-approval, unless the Committee determines that a different period is appropriate. The Committee will annually review and pre-approve the services that may be provided by the independent auditors without specific pre-approval. The Committee will revise the list of services subject to general pre-approval as appropriate. This Policy does not serve as a delegation to Fund management of the Committee’s duty to pre-approve services performed by the Funds’ independent auditors.

 

2

---

Table of Contents

II. Audit Services

The annual audit services engagement terms and fees are subject to the Committee’s specific pre-approval. Audit services are those services that are normally provided by auditors in connection with statutory and regulatory filings or engagements or those that generally only independent auditors can reasonably provide. They include the Funds’ annual financial statement audit and procedures that the independent auditors must perform in order to form an opinion on the Funds’ financial statements (e.g., information systems and procedural reviews and testing). The Committee will monitor the audit services engagement and approve any changes in terms, conditions or fees deemed by the Committee to be necessary or appropriate.

The Committee may grant general pre-approval to other audit services, such as statutory audits and services associated with SEC registration statements, periodic reports and other documents filed with the SEC or issued in connection with securities offerings.

The Committee has pre-approved the audit services listed on Appendix A. The Committee must specifically approve all audit services not listed on Appendix A.

III. Audit-related Services

Audit-related services are assurance and related services that are reasonably related to the performance of the audit or the review of the Funds’ financial statements or are traditionally performed by the independent auditors. The Committee believes that the provision of audit-related services will not impair the independent auditors’ independence, and therefore may grant pre-approval to audit-related services. Audit-related services include accounting consultations related to accounting, financial reporting or disclosure matters not classified as “audit services;” assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; agreed-upon or expanded audit procedures relating to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters; and assistance with internal control reporting requirements under Form N-SAR or Form N-CSR.

The Committee has pre-approved the audit-related services listed on Appendix B. The Committee must specifically approve all audit-related services not listed on Appendix B.

IV. Tax Services

The Committee believes the independent auditors can provide tax services to the Funds, including tax compliance, tax planning, and tax advice, without compromising the auditors’ independence. Therefore, the Committee may grant general pre-approval with respect to tax services historically provided by the Funds’ independent auditors that do not, in the Committee’s view, impair auditor independence and that are consistent with the SEC’s rules on auditor independence.

The Committee will not grant pre-approval if the independent auditors initially recommends a transaction the sole business purpose of which is tax avoidance and the tax treatment of which may not be supported in the Internal Revenue Code and related regulations. The Committee may consult

 

3

---

Table of Contents

outside counsel to determine that tax planning and reporting positions are consistent with this Policy.

The Committee has pre-approved the tax-related services listed on Appendix C. The Committee must specifically approve all tax-related services not listed on Appendix C.

V. Other Services

The Committee believes it may grant approval of non-audit services that are permissible services for independent auditors to a Fund. The Committee has determined to grant general pre-approval to other services that it believes are routine and recurring, do not impair auditor independence, and are consistent with SEC rules on auditor independence.

The Committee has pre-approved the non-audit services listed on Appendix D. The Committee must specifically approve all non-audit services not listed on Appendix D.

A list of the SEC’s prohibited non-audit services is attached to this Policy as Appendix E. The SEC’s rules and relevant guidance should be consulted to determine the precise definitions of these impermissible services and the applicability of exceptions to certain of the SEC’s prohibitions.

VI. Pre-approval of Fee levels and Budgeted Amounts

The Committee will annually establish pre-approval fee levels or budgeted amounts for audit, audit-related, tax and non-audit services to be provided to the Funds by the independent auditors. Any proposed services exceeding these levels or amounts require the Committee’s specific pre-approval. The Committee considers fees for audit and non-audit services when deciding whether to pre-approve services. The Committee may determine, for a pre-approval period of 12 months, the appropriate ratio between the total amount of fees for the Fund’s audit, audit-related, and tax services (including fees for services provided to Fund affiliates that are subject to pre-approval), and the total amount of fees for certain permissible non-audit services for the Fund classified as other services (including any such services provided to Fund affiliates that are subject to pre-approval).

VII. Procedures

Requests or applications for services to be provided by the independent auditors will be submitted to management. If management determines that the services do not fall within those services generally pre-approved by the Committee and set out in the appendices to these procedures, management will submit the services to the Committee or its delagee. Any such submission will include a detailed description of the services to be rendered. Notwithstanding this paragraph, the Committee will, on a quarterly basis, receive from the independent auditors a list of services provided for the previous calendar quarter on a cumulative basis by the auditors during the Pre-Approval Period.

 

4

---

Table of Contents

VIII. Delegation

The Committee may delegate pre-approval authority to one or more of the Committee’s members. Any member or members to whom such pre-approval authority is delegated must report any pre-approval decisions, including any pre-approved services, to the Committee at its next scheduled meeting. The Committee will identify any member to whom pre-approval authority is delegated in writing. The member will retain such authority for a period of 12 months from the date of pre-approval unless the Committee determines that a different period is appropriate. The period of delegated authority may be terminated by the Committee or at the option of the member.

IX. Additional Requirements

The Committee will take any measures the Committee deems necessary or appropriate to oversee the work of the independent auditors and to assure the auditors’ independence from the Funds. This may include reviewing a formal written statement from the independent auditors delineating all relationships between the auditors and the Funds, consistent with Independence Standards Board No. 1, and discussing with the auditors their methods and procedures for ensuring independence.

Effective April 23, 2008, the KPMG LLP (“KPMG”) audit team for the ING Funds accepted the global responsibility for monitoring the auditor independence for KPMG relative to the ING Funds. Using a proprietary system called Sentinel, the audit team is able to identify and manage potential conflicts of interest across the member firms of the KPMG International Network and prevent the provision of prohibited services to the ING entities that would impair KPMG independence with the respect to the ING Funds. In addition to receiving pre-approval from the ING Funds Audit Committee for services provided to the ING Funds and for services for ING entities in the Investment Company Complex, the audit team has developed a process for periodic notification via email to the ING Funds’ Audit Committee Chairpersons regarding requests to provide services to ING Groep NV and its affiliates from KPMG offices worldwide. Additionally, KPMG provides a quarterly summary of the fees for services that have commenced for ING Groep NV and Affiliates at each Audit Committee Meeting.

Last Approved: November 17, 2011

 

5

---

Table of Contents

Appendix A

Pre-Approved Audit Services for the Pre-Approval Period January 1, 2012 through December 31, 2012

Service

 

		The Fund(s)		Fee Range
Statutory audits or financial audits (including tax services associated with audit services)		ü		As presented to Audit Committee1
Services associated with SEC registration statements, periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., consents), and assistance in responding to SEC comment letters.		ü		Not to exceed $9,750 per filing
Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies.		ü		Not to exceed $8,000 during the Pre-Approval Period
Seed capital audit and related review and issuance of consent on the N-2 registration statement		ü		Not to exceed $13,000 per audit

 

1

For new Funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing Funds, pro-rated in accordance with inception dates as provided in the auditors’ Proposal or any Engagement Letter covering the period at issue. Fees in the Engagement Letter will be controlling.

 

6

---

Table of Contents

Appendix B

Pre-Approved Audit-Related Services for the Pre-Approval Period January 1, 2012 through December 31, 2012

Service

 

		The Fund(s)		Fund Affiliates		Fee Range
Services related to Fund mergers (Excludes tax services - See Appendix C for tax services associated with Fund mergers)		ü		ü		Not to exceed $10,000 per merger
Consultations by Fund management with respect to accounting or disclosure treatment of transactions or events and/or the actual or potential effect of final or proposed rules, standards or interpretations by the SEC, Financial Accounting Standards Board, or other regulatory or standard setting bodies. [Note: Under SEC rules some consultations may be “audit” services and others may be “audit-related” services.]		ü				Not to exceed $5,000 per occurrence during the Pre-Approval Period
Review of the Funds’ semi-annual and quarterly financial statements		ü				Not to exceed $2,400 per set of financial statements per fund
Reports to regulatory or government agencies related to the annual engagement		ü				Up to $5,000 per occurrence during the Pre-Approval Period
Regulatory compliance assistance		ü		ü		Not to exceed $5,000 per quarter
Training courses				ü		Not to exceed $2,000 per course
For Prime Rate Trust, agreed upon procedures for quarterly reports to rating agencies		ü				Not to exceed $9,450 per quarter

 

7

---

Table of Contents

Appendix C

Pre-Approved Tax Services for the Pre-Approval Period January 1, 2012 through December 31, 2012

Service

 

		The Fund(s)		Fund Affiliates		Fee Range
Preparation of federal and state income tax returns and federal excise tax returns for the Funds including assistance and review with excise tax distributions		ü				As presented to Audit Committee2
Review of IRC Sections 851(b) and 817(h) diversification testing on a real-time basis		ü				As presented to Audit Committee2
Assistance and advice regarding year-end reporting for 1099’s		ü				As presented to Audit Committee2
Tax assistance and advice regarding statutory, regulatory or administrative developments		ü		ü		Not to exceed $5,000 for the Funds or for the Funds’ investment adviser during the Pre-Approval Period

 

2

For new Funds launched during the Pre-Approval Period, the fee ranges pre-approved will be the same as those for existing Funds, pro-rated in accordance with inception dates as provided in the auditors’ Proposal or any Engagement Letter covering the period at issue. Fees in the Engagement Letter will be controlling.

 

8

---

Table of Contents

Appendix C, continued

Service

 

		The Fund(s)		Fund Affiliates		Fee Range
Tax training courses				ü		Not to exceed $2,000 per course during the Pre-Approval Period
Tax services associated with Fund mergers		ü		ü		Not to exceed $4,000 per fund per merger during the Pre-Approval Period
Other tax-related assistance and consultation, including, without limitation, assistance in evaluating derivative financial instruments and international tax issues, qualification and distribution issues, and similar routine tax consultations.		ü				Not to exceed $120,000 during the Pre-Approval Period

 

9

---

Table of Contents

Appendix D

Pre-Approved Other Services for the Pre-Approval Period January 1, 2012 through December 31, 2012

Service

 

		The Fund(s)		Fund Affiliates		Fee Range
Agreed-upon procedures for Class B share 12b-1 programs				ü		Not to exceed $60,000 during the Pre-Approval Period
Security counts performed pursuant to Rule 17f-2 of the 1940 Act (i.e., counts for Funds holding securities with affiliated sub-custodians)   Cost to be borne 50% by the Funds and 50% by ING Investments, LLC.		ü		ü		Not to exceed $5,000 per Fund during the Pre- Approval Period
Agreed upon procedures for 15 (c) FACT Books		ü				Not to exceed $35,000 during the Pre-Approval Period

 

10

---

Table of Contents

Appendix E

Prohibited Non-Audit Services

Dated: January 1, 2012 to December 31, 2012

 

•

Bookkeeping or other services related to the accounting records or financial statements of the Funds

 

•

Financial information systems design and implementation

 

•

Appraisal or valuation services, fairness opinions, or contribution-in-kind reports

 

•

Actuarial services

 

•

Internal audit outsourcing services

 

•

Management functions

 

•

Human resources

 

•

Broker-dealer, investment adviser, or investment banking services

 

•

Legal services

 

•

Expert services unrelated to the audit

 

•

Any other service that the Public Company Accounting Oversight Board determines, by regulation, is impermissible

 

11

---

Table of Contents

EXHIBIT A

ING EQUITY TRUST

ING FUNDS TRUST

ING ASIA PACIFIC HIGH DIVIDEND EQUITY INCOME FUND

ING GLOBAL ADVANTAGE AND PREMIUM OPPORTUNITY FUND

ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND

ING INTERNATIONAL HIGH DIVIDEND EQUITY INCOME FUND

ING INFRASTRUCTURE, INDUSTRIALS, AND MATERIALS FUND

ING RISK MANAGED NATURAL RESOURCES FUNDING INVESTORS TRUST

ING MAYFLOWER TRUST

ING MUTUAL FUNDS

ING PARTNERS, INC.

ING PRIME RATE TRUST

ING SENIOR INCOME FUND

ING SEPARATE PORTFOLIOS TRUST

ING VARIABLE INSURANCE TRUST

ING VARIABLE PRODUCTS TRUST

ING EMERGING MARKETS LOCAL BOND FUND

ING EMERGING MARKETS HIGH DIVIDEND EQUITY FUND

 

12

---

Table of Contents

(e)(2)		Percentage of services referred to in 4(b) — (4)(d) that were approved by the audit committee
		100% of the services were approved by the audit committee.
(f)		Percentage of hours expended attributable to work performed by other than full time employees of KPMG if greater than 50%.
		Not applicable.
(g)		Non-Audit Fees: The non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser, and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant were $1,233,678 for the year ended February 29, 2012 and $1,084,113 for year ended February 28, 2011.
(h)		Principal Accountants Independence: The Registrant’s Audit committee has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining KPMG’s independence.

 

Item 5.

Audit Committee of Listed Registrants.

 

a.		The registrant has a separately-designated standing audit committee. The members are J. Michael Earley, Patricia W. Chadwick and Peter S. Drotch.
b.		Not applicable.

 

13

---

Table of Contents

Item 6.

Schedule of Investments

Report of Independent Registered Public Accounting Firm

The Shareholders and Board of Trustees

ING Global Equity Dividend and Premium Opportunity Fund

We have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the statement of assets and liabilities, including the summary portfolio of investments, of ING Global Equity Dividend and Premium Opportunity Fund as of February 29, 2012, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the years in the two-year period then ended, and the financial highlights for each of the years in the six-year period then ended and the period March 20, 2005 (commencement of operations) to February 28, 2006 and have issued our unqualified report thereon dated April 26, 2012 (which report and financial statements are included in Item 1 of this Certified Shareholder Report on Form N-CSR). In connection with our audits of the aforementioned financial statements and financial highlights, we also audited the related portfolio of investments included in Item 6 of this Form N-CSR. The portfolio of investments is the responsibility of management. Our responsibility is to express an opinion on the portfolio of investments based on our audits.

In our opinion, the portfolio of investments, when considered in relation to the basic financial statements taken as a whole, presents fairly, in all material respects, the information set forth therein.

Boston, Massachusetts

April 26, 2012

---

Table of Contents

ING Global Equity Dividend and Premium Opportunity Fund																	SUMMARY PORTFOLIO OF INVESTMENTS as of February 29, 2012
		Shares																		Value				Percentage of Net Assets
COMMON STOCK:													96.8	%
										Australia:							4.2	%
			1,311,997							Amcor Ltd.											9,967,204				1.0
			3,268,563							Insurance Australia Group											11,544,452				1.2
			1,042,308							Westfield Group											9,783,159				1.0
			454,275							Westpac Banking Corp.											10,134,324				1.0
																					41,429,139				4.2
										Brazil:							0.5	%
			179,600							Petroleo Brasileiro SA ADR											5,116,804				0.5
										Canada:							4.9	%
			130,300							Canadian Imperial Bank of Commerce											10,099,254				1.0
			500,228							Shaw Communications, Inc. - Class B											10,267,958				1.1
			370,500							Thomson Reuters Corp.											10,750,473				1.1
			381,064							TransCanada Corp.											16,779,987				1.7
																					47,897,672				4.9
										France:							8.6	%
			203,970							BNP Paribas											9,926,553				1.0
			231,963							Capgemini S.A.											10,176,135				1.0
			216,629							Cie de Saint-Gobain											10,255,483				1.1
			610,411							Gaz de France											15,745,837				1.6
			140,458							Sanofi-Aventis											10,390,100				1.1
			192,998							Total S.A.											10,796,439				1.1
			312,399							Vinci S.A.											16,223,961				1.7
																					83,514,508				8.6
										Germany:							5.6	%
			132,273							Bayer AG											9,784,509				1.0
			156,623							DaimlerChrysler AG											9,466,578				1.0
			884,029							Deutsche Post AG											15,534,276				1.6
			254,210							Metro AG											10,051,091				1.0
			68,109							Muenchener Rueckversicherungs AG											9,930,995				1.0
																					54,767,449				5.6
										Hong Kong:							1.7	%
			303,904							China Mobile Ltd. ADR											16,109,951				1.7
										Israel:							1.0	%
			917,404							Israel Chemicals Ltd.											9,627,454				1.0
										Japan:							8.4	%
			242,100							Astellas Pharma, Inc.											9,944,594				1.0
			219,100							Canon, Inc.											9,991,670				1.0
			890,900							Itochu Corp.											10,140,243				1.1
			1,573,600							JX Holdings, Inc.											9,887,064				1.0
			583,400							Mitsui & Co., Ltd.											10,055,741				1.0
			9,062							NTT DoCoMo, Inc.											15,457,329				1.6
			473,400							Sumitomo Mitsui Financial Group, Inc.											16,067,511				1.7
																					81,544,152				8.4
										Luxembourg:							1.0	%
			450,285							ArcelorMittal											9,490,557				1.0
										Netherlands:							4.3	%
			273,234							Akzo Nobel NV											15,478,791				1.6
			937,838							Koninklijke KPN NV											10,149,573				1.0
			455,605							Royal Dutch Shell PLC											16,629,767				1.7
																					42,258,131				4.3
										Portugal:							1.0	%
			3,378,141							Energias de Portugal S.A.											9,818,883				1.0
										Singapore:							2.1	%
			3,987,000							Singapore Telecommunications Ltd.											10,092,729				1.1
			702,000							United Overseas Bank Ltd.											10,092,108				1.0
																					20,184,837				2.1
										Spain:							1.0	%
			572,549							Abertis Infraestructuras S.A.											9,736,981				1.0
										Sweden:							1.6	%
			1,595,033							Telefonaktiebolaget LM Ericsson											15,979,342				1.6
										Switzerland:							4.8	%