Eaton Vance Tax-Managed Global Diversified Equity Income Fund

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-21973

Eaton Vance Tax-Managed Global Diversified Equity Income Fund

(Exact Name of Registrant as Specified in Charter)

Two International Place, Boston, Massachusetts 02110

(Address of Principal Executive Offices)

Maureen A. Gemma

Two International Place, Boston, Massachusetts 02110

(Name and Address of Agent for Services)

(617) 482-8260

(Registrant’s Telephone Number)

October 31

Date of Fiscal Year End

October 31, 2012

Date of Reporting Period

 

 

 


Item 1. Reports to Stockholders


 

Eaton Vance

Tax-Managed Global Diversified

Equity Income Fund (EXG)

 

Annual Report

October 31, 2012

 

 

LOGO  

 

 

 

 

LOGO


 

Managed Distribution Plan. Pursuant to an exemptive order issued by the Securities and Exchange Commission (Order), the Fund is authorized to distribute long-term capital gains to shareholders more frequently than once per year. Pursuant to the Order, the Fund’s Board of Trustees approved a Managed Distribution Plan (MDP) pursuant to which the Fund makes quarterly cash distributions to common shareholders, stated in terms of a fixed amount per common share.

The Fund currently distributes quarterly cash distributions equal to $0.2440 per share in accordance with the MDP. The Fund’s distribution frequency will change to monthly beginning in January 2013. You should not draw any conclusions about the Fund’s investment performance from the amount of these distributions or from the terms of the MDP. The MDP will be subject to regular periodic review by the Fund’s Board of Trustees and the Board may amend or terminate the MDP at any time without prior notice to Fund shareholders. However, at this time there are no reasonably foreseeable circumstances that might cause the termination of the MDP.

The Fund may distribute more than its net investment income and net realized capital gains and, therefore, a distribution may include a return of capital. A return of capital distribution does not necessarily reflect the Fund’s investment performance and should not be confused with ‘yield’ or ‘income.’ With each distribution, the Fund will issue a notice to shareholders and a press release containing information about the amount and sources of the distribution and other related information. The amounts and sources of distributions contained in the notice and press release are only estimates and are not provided for tax purposes. The amounts and sources of the Fund’s distributions for tax purposes will be reported to shareholders on Form 1099-DIV for each calendar year.

Fund shares are not insured by the FDIC and are not deposits or other obligations of, or guaranteed by, any depository institution. Shares are subject to investment risks, including possible loss of principal invested.


Annual Report October 31, 2012

Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

Table of Contents

 

Management’s Discussion of Fund Performance

     2   

Performance

     4   

Fund Profile

     5   

Endnotes and Additional Disclosures

     6   

Financial Statements

     7   

Report of Independent Registered Public Accounting Firm

     21   

Federal Tax Information

     22   

Annual Meeting of Shareholders

     23   

Notice to Shareholders

     24   

Dividend Reinvestment Plan

     25   

Management and Organization

     27   

Important Notices

     30   


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Management’s Discussion of Fund Performance1

 

 

Economic and Market Conditions

As the period began, investors appeared to worry about intensifying debt problems in Europe, high U.S. unemployment and a Congressional deadlock that left businesses perplexed about the direction of tax and regulatory policy. The MSCI World Index,2 a broad measure of global equity market performance, was relatively flat in November 2011.

Beginning in mid-December 2011, however, an equity rally took hold and continued into early April 2012. U.S. stocks were generally fueled by stronger economic growth and falling unemployment. European stocks continued to underperform U.S. issues, but nonetheless moved higher, aided by the Long-Term Refinancing Operation announced by the European Central Bank (ECB) and what the markets perceived as a successful restructuring of Greek debt. Then in May 2012, the third annual mid-year economic slowdown arrived. As U.S. stock prices decreased, stock prices overseas fell even harder. Contributing factors included renewed concerns over Europe and slowing growth in China.

But despite a slowdown in consumer spending, weakening employment data and downward revisions of growth expectations, global equities moved upward intermittently from June through mid-October 2012. Hunting for yield in a low interest-rate environment, investors were driven to stocks that offered higher yields than bonds. Ongoing action by the ECB also helped the market, particularly the Outright Monetary Transactions program, to support sovereign debt.

Additional factors led U.S. stocks to outperform non-U.S. issues. First, investors anticipated that worsening economic news would prompt the U.S. Federal Reserve to initiate another round of quantitative easing to stimulate the economy — which it did in September 2012. Finally, in an increasingly global marketplace, a case could be made that the U.S. market was relatively attractive versus many other world markets for much of the period. Amid ongoing European turmoil and a slowdown in Chinese growth, the U.S. market was one of the few places investors could find an economy that was growing (albeit slowly); a liquid, transparent and generally well-regulated market; and an opportunity to find companies with large cash reserves and solid profit growth.

In the final weeks of the period, however, stocks gave back some of their gains as the market seemed to have come full circle; amid uncertainty about the upcoming U.S. elections, investors once again worried about a Congressional deadlock on tax policy — an impasse that has left the United States rushing toward a fiscal cliff that could drag down the global economy.

 

Fund Snapshot at October 31, 20125

  Objective   The primary investment objective is to provide current income and gains, with a secondary objective of capital appreciation.
   
   
  Strategy   The Fund invests in a diversified portfolio of domestic and foreign common stocks with an emphasis on dividend paying stocks and writes call options on one or more U.S. and foreign indices with respect to a portion of the value of its common stock portfolio to generate current cash flow from the options premium received. The Fund evaluates returns on an after tax basis and seeks to minimize and defer federal income taxes incurred by shareholders in connection with their investment in the Fund.
   
   
   
   
   
   
   
   
   
  Options Strategy   Write Index Covered Calls
  Equity Benchmark2   60% FTSE Eurotop 100 Index
      40% S&P 500 Index
  Morningstar Category   World Stock
  Distribution Frequency   Quarterly*
  Common Stock Portfolio    
  Positions Held   124
  % US / Non-US   39.6/60.4
  Avg. Market Cap   $79.9 Billion
  Call Options    
  % Portfolio with Call Options   53
  Average Days to Expiration   16 days
  % Out-of-the-Money   2.79

 

  * Distribution is changing from quarterly to monthly. See page 3 for additional details.
 

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or market price (as applicable) with all distributions reinvested. Fund performance at market price will differ from its results at NAV due to factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for Fund shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, may be worth more or less than their original cost. Performance less than one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

 

  2  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Management’s Discussion of Fund Performance1continued

 

 

Fund Performance

For the fiscal year ended October 31, 2012, Eaton Vance Tax-Managed Global Diversified Equity Income Fund’s (the Fund) total return at net asset value (NAV) was 13.18%, outperforming the 9.59% return of a blended index (the Index) consisting of a 60% weighting in the FTSE Eurotop 100 Index and a 40% weighting in the S&P 500 Index, reflecting the Fund’s composition. The Fund’s return at NAV also outpaced the 13.07% return of the CBOE S&P 500 BuyWrite Index.

Stock selection in information technology (IT) and telecommunication services, as well as stock selection plus an underweighting in utilities, were key drivers of Fund performance relative to the blended index. Stock selection in communications equipment and in computers and peripherals helped results in the IT sector, as did stock selection and an overweighting in the Internet software and services industry. In the telecommunication services sector, relative performance versus the Index benefited from stock selection in diversified telecommunication services firms. Results in the utilities sector were aided by stock selection in electric utilities.

In contrast, stock selection in industrials and materials detracted from performance versus the Index. Stock selection in industrial conglomerates held back relative performance versus the Index in the industrials sector. In the materials area, stock selection in metals and mining firms was a detractor. And in a generally rising market during the period, the Fund’s cash position held back relative performance versus the Index as well.

The Fund employs an options strategy of writing (selling) stock index call options on a portion of its underlying common stock portfolio. The options strategy, which is designed to help limit the Fund’s exposure to market volatility and contribute to current income, can be beneficial during times of market weakness such as we saw in April and May of 2012, but detract during periods of market strength. When the market was trending upward, as it was for most of the fiscal year, the Fund’s writing of covered call options held back results versus the Index, as premium income was relatively low and some short calls ended in losses. For the period as a whole, the Fund’s option strategy was positive to the Fund’s returns.

The Fund’s ability to utilize various tax-management techniques may be curtailed or eliminated in the future by legislation or regulation. Tax code provisions applicable to tax-favored dividends are effective for distributions paid on or before December 31, 2012. Thereafter, dividends will be taxable as ordinary income unless further legislative action is taken.

In January 2013 the Fund will begin paying distributions to shareholders on a monthly basis instead of quarterly.

As a result of this change, beginning in January 2013 you will receive each month a distribution equal to one-twelfthof the Fund’s planned distribution for the calendar year, rather than receiving one-quarter of that total amount four times a year. In November 2012, you received a quarterly distribution of $0.2440 per share. In January 2013, you will receive a distribution of $0.0813 per share as your first monthly distribution, followed by expected distributions in the same amount in February, March and so on. The Fund’s distribution rate is determined by the investment adviser based on its current assessment of the Fund’s long-term return potential. As portfolio and market conditions change, the rate of distributions paid by the Fund could change. Additional information about the Fund, including the change in distribution frequency, is available on the Eaton Vance website (www.eatonvance.com).

 

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or market price (as applicable) with all distributions reinvested. Fund performance at market price will differ from its results at NAV due to factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for Fund shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, may be worth more or less than their original cost. Performance less than one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

 

  3  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Performance2

 

Portfolio Managers Walter A. Row III, CFA, CMT and Michael A. Allison, CFA

 

% Average Annual Total Returns    Inception Date      One Year      Five Years      Since
Inception
 

Fund at NAV

     2/27/2007         13.18      0.90      2.13

Fund at Market Price

             16.49         0.59         –0.32   

S&P 500 Index

     2/27/2007         15.21      0.36      2.35

CBOE S&P 500 BuyWrite Index

     2/27/2007         13.07         1.48         2.46   

FTSE Eurotop 100 Index

     2/27/2007         5.49         –5.76         –2.03   
           
% Premium/Discount to NAV                                
              –12.89
           
Distributions3                                

Total Distributions per share for the period

            $ 1.057   

Distribution Rate at NAV

              9.53

Distribution Rate at Market Price

              10.94

 

See Endnotes and Additional Disclosures in this report.

Past performance is no guarantee of future results. Returns are historical and are calculated by determining the percentage change in net asset value (NAV) or market price (as applicable) with all distributions reinvested. Fund performance at market price will differ from its results at NAV due to factors such as changing perceptions about the Fund, market conditions, fluctuations in supply and demand for Fund shares, or changes in Fund distributions. Investment return and principal value will fluctuate so that shares, when sold, may be worth more or less than their original cost. Performance less than one year is cumulative. Performance is for the stated time period only; due to market volatility, current Fund performance may be lower or higher than the quoted return. For performance as of the most recent month end, please refer to www.eatonvance.com.

 

  4  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Fund Profile

 

 

Sector Allocation (% of total investments)4

 

LOGO

 

Country Allocation (% of total investments)

 

LOGO

Top 10 Holdings (% of total investments)4

  

Royal Dutch Shell PLC, Class B

    3.5

Nestle SA

    3.0   

Novartis AG

    2.2   

Vodafone Group PLC

    2.0   

Sanofi

    1.9   

Siemens AG

    1.9   

Novo Nordisk A/S, Class B

    1.8   

Apple, Inc.

    1.7   

Unilever NV

    1.7   

British American Tobacco PLC

    1.6   

Total

    21.3
 

 

See Endnotes and Additional Disclosures in this report.

 

  5  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Endnotes and Additional Disclosures

 

 

1 

The views expressed in this report are those of the portfolio manager(s) and are current only through the date stated at the top of this page. These views are subject to change at any time based upon market or other conditions, and Eaton Vance and the Fund(s) disclaim any responsibility to update such views. These views may not be relied upon as investment advice and, because investment decisions are based on many factors, may not be relied upon as an indication of trading intent on behalf of any Eaton Vance fund. This commentary may contain statements that are not historical facts, referred to as “forward looking statements”. The Fund’s actual future results may differ significantly from those stated in any forward looking statement, depending on factors such as changes in securities or financial markets or general economic conditions, the volume of sales and purchases of Fund shares, the continuation of investment advisory, administrative and service contracts, and other risks discussed from time to time in the Fund’s filings with the Securities and Exchange Commission.

 

2 

MSCI World Index is an unmanaged index of equity securities in the developed markets. MSCI indices are net of foreign withholding taxes. Source: MSCI. MSCI data may not be reproduced or used for any other purpose. MSCI provides no warranties, has not prepared or approved this report, and has no liability hereunder. FTSE Eurotop 100 Index is a tradable index designed to represent the performance of the 100 most highly capitalized blue-chip companies in Europe. The return for the FTSE Eurotop 100 Index is calculated in U.S. dollars. S&P 500 Index is an unmanaged index of large-cap stocks commonly used as a measure of U.S. stock market performance. CBOE S&P 500 BuyWrite Index measures the performance of a hypothetical buy-write strategy on the S&P 500 Index. Unless otherwise stated, index returns do not reflect the effect of any applicable sales charges, commissions, expenses, taxes or leverage, as applicable. It is not possible to invest directly in an index.

 

3 

The Distribution Rate is based on the Fund’s last regular distribution per share in the period (annualized) divided by the Fund’s NAV or market price at the end of the period. The Fund’s distributions may be composed of ordinary income, tax-exempt income, net realized capital gains and return of capital. In recent years, a significant portion of the Fund’s distributions has been characterized as a return of capital. The Fund’s distribution rate is determined by the investment adviser based on its current assessment of the Fund’s long-term return potential. As portfolio and market conditions change, the rate of distributions paid by the Fund could change.

 

4 

Depictions do not reflect the Fund’s option positions. Excludes cash and cash equivalents.

5 

The following terms as used in the Fund snapshot:

Average Market Cap: The average market capitalization of the companies that have issued the common stocks owned by a Fund. Market Cap is determined by multiplying the price of a share of a company’s common stock by the number of shares outstanding.

Call Option: For a call option on a security, the option buyer has the right to purchase, and the option seller (or writer) has the obligation to sell, a specified security at a specified price (exercise price or strike price) on or before a specified date (option expiration date). For an index call option, the buyer has the right to receive from the seller a cash payment at the option expiration date equal to any positive difference between the value of the index at contract expiration and the exercise price. The buyer of a call option makes a cash payment (premium) to the seller (writer) of the option upon entering into option contract.

Covered Call Strategy: A strategy of owning a portfolio of common stocks and writing call options on all or a portion of such stocks to generate current earnings from option premium.

Out-of-the-Money: For a call option on an index, the extent to which the exercise price of the option exceeds the current price of the value of the index.

Fund snapshot and profile subject to change due to active management.

Important Notice to Shareholders

On August 6, 2012, the Fund’s Board of Trustees adopted a share repurchase program for the Fund and authorized it to repurchase up to 10% of its then currently outstanding common shares in open-market transactions at a discount to net asset value. Establishing the repurchase program does not obligate the Fund to purchase specific amounts of shares. For more information on the Fund’s share repurchase program, please see Note 5 in the Fund’s Notes to Financial Statements.

 

 

  6  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Portfolio of Investments

 

 

Common Stocks — 97.9%   
   
Security   Shares     Value  
   

Aerospace & Defense — 1.0%

  

Boeing Co. (The)

    331,683      $ 23,363,751   

United Technologies Corp.

    79,775        6,235,214   
                 
    $ 29,598,965   
                 

Automobiles — 0.8%

  

Bayerische Motoren Werke AG

    318,781      $ 25,485,249   
                 
    $ 25,485,249   
                 

Beverages — 4.2%

  

Anheuser-Busch InBev NV

    588,659      $ 49,230,182   

Beam, Inc.

    115,755        6,431,348   

Coca-Cola Co. (The)

    925,680        34,416,782   

Diageo PLC

    1,404,807        40,161,323   
                 
    $ 130,239,635   
                 

Biotechnology — 1.6%

  

Celgene Corp.(1)

    303,040      $ 22,218,893   

Gilead Sciences, Inc.(1)

    405,633        27,242,312   
                 
    $ 49,461,205   
                 

Capital Markets — 1.9%

  

Deutsche Bank AG

    419,020      $ 19,086,810   

Goldman Sachs Group, Inc. (The)

    109,610        13,415,168   

UBS AG(1)

    1,855,579        27,870,797   
                 
    $ 60,372,775   
                 

Chemicals — 3.4%

  

BASF SE

    510,317      $ 42,330,965   

Celanese Corp., Series A

    259,515        9,858,975   

Linde AG

    96,912        16,308,595   

LyondellBasell Industries NV, Class A

    193,728        10,343,138   

Monsanto Co.

    311,375        26,800,046   
                 
    $ 105,641,719   
                 

Commercial Banks — 7.2%

  

Banco Bilbao Vizcaya Argentaria SA

    1,909,373      $ 15,954,615   

Banco Santander SA

    2,973,509        22,388,158   

Bank of Nova Scotia (The)

    615,957        33,495,742   

Barclays PLC

    5,432,401        20,087,554   

BNP Paribas

    243,619        12,289,351   

HSBC Holdings PLC

    3,147,683        31,033,896   

Intesa Sanpaolo SpA

    6,626,290        10,674,238   
Security   Shares     Value  
   

Commercial Banks (continued)

 

Itau Unibanco Holding SA ADR, PFC Shares

    1,534,867      $ 22,378,361   

PNC Financial Services Group, Inc.

    198,697        11,562,178   

Royal Bank of Scotland Group PLC(1)

    3,062,846        13,675,885   

Wells Fargo & Co.

    835,403        28,144,727   
                 
    $ 221,684,705   
                 

Communications Equipment — 1.4%

  

QUALCOMM, Inc.

    502,128      $ 29,412,148   

Telefonaktiebolaget LM Ericsson, Class B

    1,594,781        14,128,277   
                 
    $ 43,540,425   
                 

Computers & Peripherals — 1.9%

  

Apple, Inc.

    87,917      $ 52,319,407   

EMC Corp.(1)

    217,492        5,311,154   
                 
    $ 57,630,561   
                 

Consumer Finance — 0.6%

  

American Express Co.

    321,494      $ 17,994,019   
                 
    $ 17,994,019   
                 

Diversified Financial Services — 2.0%

  

Bank of America Corp.

    2,496,828      $ 23,270,437   

Citigroup, Inc.

    444,847        16,632,829   

JPMorgan Chase & Co.

    526,091        21,927,473   
                 
    $ 61,830,739   
                 

Diversified Telecommunication Services — 2.4%

  

AT&T, Inc.

    655,373      $ 22,669,352   

CenturyLink, Inc.

    239,129        9,177,771   

Deutsche Telekom AG

    1,300,818        14,840,378   

France Telecom SA

    684,840        7,654,803   

Ziggo NV

    650,233        21,058,496   
                 
    $ 75,400,800   
                 

Electric Utilities — 2.7%

  

American Electric Power Co., Inc.

    199,484      $ 8,865,069   

Duke Energy Corp.

    101,241        6,650,521   

Edison International

    151,426        7,107,937   

Enel SpA

    3,129,117        11,783,459   

PPL Corp.

    267,081        7,900,256   

Southern Co. (The)

    143,417        6,717,652   

SSE PLC

    1,536,047        35,926,934   
                 
    $ 84,951,828   
                 
 

 

  7   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Portfolio of Investments — continued

 

 

Security   Shares     Value  
   

Electrical Equipment — 1.5%

  

ABB, Ltd.(1)

    1,866,852      $ 33,715,187   

Schneider Electric SA

    219,298        13,731,244   
                 
    $ 47,446,431   
                 

Energy Equipment & Services — 1.0%

  

Halliburton Co.

    579,399      $ 18,708,794   

Schlumberger, Ltd.

    194,718        13,538,742   
                 
    $ 32,247,536   
                 

Food & Staples Retailing — 0.9%

  

Costco Wholesale Corp.

    279,916      $ 27,552,132   
                 
    $ 27,552,132   
                 

Food Products — 5.2%

  

Danone SA

    249,399      $ 15,339,864   

Nestle SA

    1,465,796        93,060,709   

Unilever NV

    1,402,506        51,548,564   
                 
    $ 159,949,137   
                 

Health Care Equipment & Supplies — 0.5%

  

Covidien PLC

    289,975      $ 15,934,126   
                 
    $ 15,934,126   
                 

Health Care Providers & Services — 0.4%

  

Express Scripts Holding Co.(1)

    199,048      $ 12,249,414   
                 
    $ 12,249,414   
                 

Hotels, Restaurants & Leisure — 0.9%

  

McDonald’s Corp.

    309,595      $ 26,872,846   
                 
    $ 26,872,846   
                 

Household Products — 1.2%

  

Colgate-Palmolive Co.

    142,048      $ 14,909,358   

Procter & Gamble Co.

    332,133        22,996,889   
                 
    $ 37,906,247   
                 

Industrial Conglomerates — 3.5%

  

Danaher Corp.

    640,766      $ 33,146,825   

General Electric Co.

    784,108        16,513,314   

Siemens AG

    579,097        58,349,179   
                 
    $ 108,009,318   
                 
Security   Shares     Value  
   

Insurance — 3.6%

  

ACE, Ltd.

    172,893      $ 13,598,034   

Aflac, Inc.

    264,261        13,154,913   

Allianz SE

    196,242        24,378,232   

AXA SA

    1,357,193        21,631,892   

Prudential PLC

    2,911,200        39,981,221   
                 
    $ 112,744,292   
                 

Internet & Catalog Retail — 1.0%

  

Amazon.com, Inc.(1)

    133,548      $ 31,092,645   
                 
    $ 31,092,645   
                 

Internet Software & Services — 2.1%

  

eBay, Inc.(1)

    736,734      $ 35,576,885   

Google, Inc., Class A(1)

    42,326        28,771,945   
                 
    $ 64,348,830   
                 

IT Services — 2.8%

  

Accenture PLC, Class A

    532,848      $ 35,919,284   

International Business Machines Corp.

    178,443        34,712,517   

Visa, Inc., Class A

    122,290        16,968,960   
                 
    $ 87,600,761   
                 

Machinery — 0.5%

  

Deere & Co.

    198,647      $ 16,972,400   
                 
    $ 16,972,400   
                 

Media — 0.8%

  

Comcast Corp., Class A

    360,645      $ 13,527,794   

Walt Disney Co. (The)

    248,865        12,211,806   
                 
    $ 25,739,600   
                 

Metals & Mining — 2.9%

  

Anglo American PLC

    614,297      $ 18,929,078   

ArcelorMittal

    664,759        9,828,128   

BHP Billiton, Ltd. ADR

    554,874        39,251,787   

Cliffs Natural Resources, Inc.

    27,577        1,000,218   

Freeport-McMoRan Copper & Gold, Inc.

    280,354        10,900,164   

Glencore International PLC

    1,541,450        8,553,885   
                 
    $ 88,463,260   
                 
 

 

  8   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Portfolio of Investments — continued

 

 

Security   Shares     Value  
   

Multi-Utilities — 1.1%

  

National Grid PLC

    2,205,626      $ 25,154,163   

Sempra Energy

    111,487        7,776,218   
                 
    $ 32,930,381   
                 

Multiline Retail — 1.4%

  

Dollar General Corp.(1)

    322,372      $ 15,673,727   

Macy’s, Inc.

    729,101        27,756,875   
                 
    $ 43,430,602   
                 

Oil, Gas & Consumable Fuels — 12.0%

  

Anadarko Petroleum Corp.

    188,107      $ 12,943,643   

Apache Corp.

    127,537        10,553,687   

BG Group PLC

    1,337,758        24,837,991   

BP PLC

    6,194,096        44,235,726   

ConocoPhillips

    458,298        26,512,539   

Exxon Mobil Corp.

    471,322        42,970,427   

Occidental Petroleum Corp.

    101,212        7,991,700   

Phillips 66

    229,149        10,806,667   

Royal Dutch Shell PLC, Class B

    3,005,897        106,325,786   

Statoil ASA

    1,529,135        37,660,979   

Total SA

    922,596        46,471,351   
                 
    $ 371,310,496   
                 

Pharmaceuticals — 11.3%

  

Abbott Laboratories

    277,584      $ 18,187,304   

Allergan, Inc.

    182,157        16,379,557   

AstraZeneca PLC

    335,079        15,539,206   

Bayer AG

    450,529        39,282,995   

GlaxoSmithKline PLC

    2,069,282        46,367,298   

Johnson & Johnson

    109,820        7,777,452   

Novartis AG

    1,102,556        66,484,726   

Novo Nordisk A/S, Class B

    348,338        55,843,958   

Pfizer, Inc.

    1,082,435        26,920,158   

Sanofi

    664,714        58,380,107   
                 
    $ 351,162,761   
                 

Real Estate Investment Trusts (REITs) — 0.8%

  

AvalonBay Communities, Inc.

    81,961      $ 11,110,633   

Boston Properties, Inc.

    124,513        13,235,732   
                 
    $ 24,346,365   
                 

Road & Rail — 0.5%

  

Union Pacific Corp.

    128,602      $ 15,821,904   
                 
    $ 15,821,904   
                 
Security   Shares     Value  
   

Software — 2.1%

  

Microsoft Corp.

    561,259      $ 16,015,526   

Oracle Corp.

    531,284        16,496,368   

SAP AG

    440,936        32,154,374   
                 
    $ 64,666,268   
                 

Specialty Retail — 2.2%

  

Home Depot, Inc. (The)

    143,565      $ 8,812,020   

Industria de Diseno Textil SA

    331,757        42,362,743   

Kingfisher PLC

    3,679,861        17,229,131   
                 
    $ 68,403,894   
                 

Textiles, Apparel & Luxury Goods — 1.8%

  

LVMH Moet Hennessy Louis Vuitton SA

    259,879      $ 42,251,351   

NIKE, Inc., Class B

    160,464        14,663,200   
                 
    $ 56,914,551   
                 

Tobacco — 2.5%

  

British American Tobacco PLC

    1,002,726      $ 49,734,771   

Philip Morris International, Inc.

    313,252        27,741,597   
                 
    $ 77,476,368   
                 

Wireless Telecommunication Services — 2.3%

  

Rogers Communications, Inc., Class B

    150,627      $ 6,615,538   

Vodafone Group PLC

    23,225,942        63,073,101   
                 
    $ 69,688,639   
                 

Total Common Stocks
(identified cost $2,604,235,369)

   

  $ 3,035,113,829   
                 
Short-Term Investments — 1.5%   
   
Description   Interest
(000’s omitted)
    Value  
   

Eaton Vance Cash Reserves Fund, LLC, 0.12%(2)

  $ 45,343      $ 45,342,543   
                 

Total Short-Term Investments
(identified cost $45,342,543)

   

  $ 45,342,543   
                 

Total Investments — 99.4%
(identified cost $2,649,577,912)

   

  $ 3,080,456,372   
                 
 

 

  9   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Portfolio of Investments — continued

 

 

Call Options Written — (0.2)%   
Exchange-Traded Options — (0.1)%   
       
Description   Number of
Contracts
    Strike
Price
    Expiration
Date
    Value  
       

S&P 500 Index

    1,400      $ 1,440        11/17/2012      $ (896,000

S&P 500 Index

    1,460        1,450        11/17/2012        (613,200

S&P 500 Index

    590        1,460        11/17/2012        (156,350

S&P 500 Index

    2,340        1,480        11/17/2012        (251,550
                                 
  $ (1,917,100
                                 
Over-the-Counter Options — (0.1)%   
       
Description   Number of
Contracts
    Strike
Price
    Expiration
Date
    Value  
       

Dow Jones Euro
Stoxx 50 Index
 (3)

    48,000        EUR  2,550        11/16/2012      $ (1,315,850

Dow Jones Euro
Stoxx 50 Index
 (4)

    53,300        EUR  2,550        11/16/2012        (1,461,143

Dow Jones Euro
Stoxx 50 Index
 (5)

    36,050        EUR  2,575        11/16/2012        (640,149

FTSE 100 Index (6)

    5,250        GBP  5,900        11/16/2012        (150,381

FTSE 100 Index (3)

    10,350        GBP  5,900        11/16/2012        (296,466

FTSE 100 Index (5)

    14,800        GBP  5,950        11/16/2012        (220,922

SMI Index (6)

    2,400        CHF  6,750        11/16/2012        (36,723

SMI Index (3)

    1,650        CHF  6,800        11/16/2012        (13,642

SMI Index (4)

    9,850        CHF  6,800        11/16/2012        (81,440
                                 
        $ (4,216,716
                                 

Total Call Options Written
(premiums received $15,273,296)

   

  $ (6,133,816
                                 

Other Assets, Less Liabilities — 0.8%

  

  $ 25,950,228   
                                 

Net Assets — 100.0%

  

  $ 3,100,272,784   
                                 

The percentage shown for each investment category in the Portfolio of Investments is based on net assets.

 

ADR     American Depositary Receipt
PFC Shares     Preference Shares
CHF     Swiss Franc
EUR     Euro
GBP     British Pound Sterling
(1) 

Non-income producing security.

 

(2) 

Affiliated investment company available to Eaton Vance portfolios and funds which invests in high quality, U.S. dollar denominated money market instruments. The rate shown is the annualized seven-day yield as of October 31, 2012.

 

(3) 

Counterparty is Morgan Stanley & Co. International PLC.

 

(4) 

Counterparty is Citibank NA.

 

(5) 

Counterparty is Bank of America.

 

(6) 

Counterparty is Credit Suisse International.

 

Country Concentration of Portfolio   
   
Country   Percentage
of Net Assets
    Value  

United States

    40.3   $ 1,248,513,457   

United Kingdom

    19.4        600,846,949   

Germany

    8.8        272,216,777   

Switzerland

    7.6        234,729,453   

France

    7.0        217,749,963   

Netherlands

    2.7        82,950,198   

Spain

    2.6        80,705,516   

Denmark

    1.8        55,843,958   

Ireland

    1.7        51,853,410   

Belgium

    1.6        49,230,182   

Canada

    1.3        40,111,280   

Australia

    1.3        39,251,787   

Norway

    1.2        37,660,979   

Italy

    0.7        22,457,697   

Brazil

    0.7        22,378,361   

Sweden

    0.4        14,128,277   

Luxembourg

    0.3        9,828,128   
                 

Total Investments

    99.4   $ 3,080,456,372   
                 
 

 

  10   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Statement of Assets and Liabilities

 

 

Assets   October 31, 2012  

Unaffiliated investments, at value (identified cost, $2,604,235,369)

  $ 3,035,113,829   

Affiliated investment, at value (identified cost, $45,342,543)

    45,342,543   

Foreign currency, at value (identified cost, $3,280,186)

    3,299,657   

Dividends receivable

    2,552,012   

Interest receivable from affiliated investment

    1,472   

Receivable for investments sold

    12,468,183   

Tax reclaims receivable

    10,873,245   

Total assets

  $ 3,109,650,941   
Liabilities        

Written options outstanding, at value (premiums received, $15,273,296)

  $ 6,133,816   

Payable for Fund shares repurchased

    314,008   

Payable to affiliates:

 

Investment adviser fee

    2,624,477   

Trustees’ fees

    5,667   

Accrued expenses

    300,189   

Total liabilities

  $ 9,378,157   

Net Assets

  $ 3,100,272,784   
Sources of Net Assets        

Common shares, $0.01 par value, unlimited number of shares authorized, 302,798,210 shares issued and outstanding

  $ 3,027,982   

Additional paid-in capital

    3,834,688,693   

Accumulated net realized loss

    (1,178,656,938

Accumulated undistributed net investment income

    108,373   

Net unrealized appreciation

    441,104,674   

Net Assets

  $ 3,100,272,784   
Net Asset Value        

($3,100,272,784 ÷ 302,798,210 common shares issued and outstanding)

  $ 10.24   

 

  11   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Statement of Operations

 

 

Investment Income   Year Ended
October 31, 2012
 

Dividends (net of foreign taxes, $5,772,914)

  $ 91,266,341   

Interest income allocated from affiliated investment

    109,647   

Expenses allocated from affiliated investment

    (16,062

Total investment income

  $ 91,359,926   
Expenses        

Investment adviser fee

  $ 30,387,794   

Trustees’ fees and expenses

    69,458   

Custodian fee

    736,993   

Transfer and dividend disbursing agent fees

    19,742   

Legal and accounting services

    148,727   

Printing and postage

    710,838   

Miscellaneous

    345,413   

Total expenses

  $ 32,418,965   

Deduct —

 

Reduction of custodian fee

  $ 306   

Total expense reductions

  $ 306   

Net expenses

  $ 32,418,659   

Net investment income

  $ 58,941,267   
Realized and Unrealized Gain (Loss)        

Net realized gain (loss) —

 

Investment transactions

  $ (43,410,257

Investment transactions allocated from affiliated investment

    1,755   

Written options

    8,216,369   

Foreign currency transactions

    (101,425

Net realized loss

  $ (35,293,558

Change in unrealized appreciation (depreciation) —

 

Investments

  $ 281,812,924   

Written options

    19,020,007   

Foreign currency

    (478,575

Net change in unrealized appreciation (depreciation)

  $ 300,354,356   

Net realized and unrealized gain

  $ 265,060,798   

Net increase in net assets from operations

  $ 324,002,065   

 

  12   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Statements of Changes in Net Assets

 

 

    Year Ended October 31,  
Increase (Decrease) in Net Assets   2012     2011  

From operations —

   

Net investment income

  $ 58,941,267      $ 58,597,493   

Net realized loss from investment transactions, written options and foreign currency transactions

    (35,293,558     (5,810,478

Net change in unrealized appreciation (depreciation) from investments, written options and foreign currency

    300,354,356        (100,188,982

Net increase (decrease) in net assets from operations

  $ 324,002,065      $ (47,401,967

Distributions to shareholders —

   

From net investment income

  $ (58,646,397   $ (58,941,827

Tax return of capital

    (264,084,687     (318,402,468

Total distributions

  $ (322,731,084   $ (377,344,295

Capital share transactions —

   

Cost of shares repurchased (see Note 5)

  $ (23,462,538   $   

Net decrease in net assets from capital share transactions

  $ (23,462,538   $   

Net decrease in net assets

  $ (22,191,557   $ (424,746,262
Net Assets   

At beginning of year

  $ 3,122,464,341      $ 3,547,210,603   

At end of year

  $ 3,100,272,784      $ 3,122,464,341   

Accumulated undistributed net investment income

included in net assets

  

  

At end of year

  $ 108,373      $ 114,907   

 

  13   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Financial Highlights

 

 

    Year Ended October 31,  
    2012     2011     2010     2009     2008  

Net asset value — Beginning of year

  $ 10.220      $ 11.610      $ 12.300      $ 12.340      $ 19.590   
Income (Loss) From Operations                                        

Net investment income(1)

  $ 0.193      $ 0.192      $ 0.196      $ 0.257      $ 0.378   

Net realized and unrealized gain (loss)

    0.871        (0.347     0.737        1.603        (5.728

Total income (loss) from operations

  $ 1.064      $ (0.155   $ 0.933      $ 1.860      $ (5.350
Less Distributions                                        

From net investment income

  $ (0.192   $ (0.193   $ (0.192   $ (0.256   $ (0.464

Tax return of capital

    (0.865     (1.042     (1.431     (1.644     (1.436

Total distributions

  $ (1.057   $ (1.235   $ (1.623   $ (1.900   $ (1.900

Anti-dilutive effect of share repurchase program (see Note 5)(1)

  $ 0.013      $      $      $      $   

Net asset value — End of year

  $ 10.240      $ 10.220      $ 11.610      $ 12.300      $ 12.340   

Market value — End of year

  $ 8.920      $ 8.650      $ 11.030      $ 12.060      $ 10.450   

Total Investment Return on Net Asset Value(2)

    13.18     (0.80 )%      8.62     21.14     (29.21 )% 

Total Investment Return on Market Value(2)

    16.49     (11.63 )%      5.25     40.26     (32.23 )% 
Ratios/Supplemental Data   

Net assets, end of year (000’s omitted)

  $ 3,100,273      $ 3,122,464      $ 3,547,211      $ 3,719,729      $ 3,729,357   

Ratios (as a percentage of average daily net assets):

         

Expenses(3)

    1.06     1.05     1.06     1.06     1.07

Net investment income

    1.92     1.72     1.68     2.25     2.23

Portfolio Turnover

    21     53     24     44     86

 

(1) 

Computed using average shares outstanding.

 

(2) 

Returns are historical and are calculated by determining the percentage change in net asset value or market value with all distributions reinvested.

 

(3) 

Excludes the effect of custody fee credits, if any, of less than 0.005%.

 

  14   See Notes to Financial Statements.


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements

 

 

1  Significant Accounting Policies

Eaton Vance Tax-Managed Global Diversified Equity Income Fund (the Fund) is a Massachusetts business trust registered under the Investment Company Act of 1940, as amended (the 1940 Act), as a diversified, closed-end management investment company. The Fund’s primary investment objective is to provide current income and gains, with a secondary objective of capital appreciation.

The following is a summary of significant accounting policies of the Fund. The policies are in conformity with accounting principles generally accepted in the United States of America.

A  Investment Valuation — Equity securities (including common shares of closed-end investment companies) listed on a U.S. securities exchange generally are valued at the last sale or closing price on the day of valuation or, if no sales took place on such date, at the mean between the closing bid and asked prices therefore on the exchange where such securities are principally traded. Equity securities listed on the NASDAQ Global or Global Select Market generally are valued at the NASDAQ official closing price. Unlisted or listed securities for which closing sales prices or closing quotations are not available are valued at the mean between the latest available bid and asked prices or, in the case of preferred equity securities that are not listed or traded in the over-the-counter market, by a third party pricing service that will use various techniques that consider factors including, but not limited to, prices or yields of securities with similar characteristics, benchmark yields, broker/dealer quotes, quotes of underlying common stock, issuer spreads, as well as industry and economic events. Exchange-traded options are valued at the mean between the bid and asked prices at valuation time as reported by the Options Price Reporting Authority for U.S. listed options or by the relevant exchange or board of trade for non-U.S. listed options. Over-the-counter options are valued by a third party pricing service using techniques that consider factors including the value of the underlying instrument, the volatility of the underlying instrument and the period of time until option expiration. Short-term obligations purchased with a remaining maturity of sixty days or less are generally valued at amortized cost, which approximates market value. Foreign securities and currencies are valued in U.S. dollars, based on foreign currency exchange rate quotations supplied by a third party pricing service. The pricing service uses a proprietary model to determine the exchange rate. Inputs to the model include reported trades and implied bid/ask spreads. The daily valuation of exchange-traded foreign securities generally is determined as of the close of trading on the principal exchange on which such securities trade. Events occurring after the close of trading on foreign exchanges may result in adjustments to the valuation of foreign securities to more accurately reflect their fair value as of the close of regular trading on the New York Stock Exchange. When valuing foreign equity securities that meet certain criteria, the Fund’s Trustees have approved the use of a fair value service that values such securities to reflect market trading that occurs after the close of the applicable foreign markets of comparable securities or other instruments that have a strong correlation to the fair-valued securities.

Investments for which valuations or market quotations are not readily available or are deemed unreliable are valued at fair value using methods determined in good faith by or at the direction of the Trustees of the Fund in a manner that fairly reflects the security’s value, or the amount that the Fund might reasonably expect to receive for the security upon its current sale in the ordinary course. Each such determination is based on a consideration of relevant factors, which are likely to vary from one pricing context to another. These factors may include, but are not limited to, the type of security, the existence of any contractual restrictions on the security’s disposition, the price and extent of public trading in similar securities of the issuer or of comparable companies or entities, quotations or relevant information obtained from broker/dealers or other market participants, information obtained from the issuer, analysts, and/or the appropriate stock exchange (for exchange-traded securities), an analysis of the company’s or entity’s financial condition, and an evaluation of the forces that influence the issuer and the market(s) in which the security is purchased and sold.

The Fund may invest in Eaton Vance Cash Reserves Fund, LLC (Cash Reserves Fund), an affiliated investment company managed by Eaton Vance Management (EVM). Cash Reserves Fund generally values its investment securities utilizing the amortized cost valuation technique in accordance with Rule 2a-7 under the 1940 Act. This technique involves initially valuing a portfolio security at its cost and thereafter assuming a constant amortization to maturity of any discount or premium. If amortized cost is determined not to approximate fair value, Cash Reserves Fund may value its investment securities based on available market quotations provided by a third party pricing service.

B  Investment Transactions — Investment transactions for financial statement purposes are accounted for on a trade date basis. Realized gains and losses on investments sold are determined on the basis of identified cost.

C  Income — Dividend income is recorded on the ex-dividend date for dividends received in cash and/or securities. However, if the ex-dividend date has passed, certain dividends from foreign securities are recorded as the Fund is informed of the ex-dividend date. Withholding taxes on foreign dividends and capital gains have been provided for in accordance with the Fund’s understanding of the applicable countries’ tax rules and rates. Interest income is recorded on the basis of interest accrued, adjusted for amortization of premium or accretion of discount.

D  Federal Taxes — The Fund’s policy is to comply with the provisions of the Internal Revenue Code applicable to regulated investment companies and to distribute to shareholders each year substantially all of its net investment income, and all or substantially all of its net realized capital gains. Accordingly, no provision for federal income or excise tax is necessary.

At October 31, 2012, the Fund, for federal income tax purposes, had a capital loss carryforward of $1,141,712,317 and current year deferred capital losses of $24,066,349 which will reduce its taxable income arising from future net realized gains on investment transactions, if any, to the extent permitted by the Internal Revenue Code, and thus will reduce the amount of distributions to shareholders, which would otherwise be necessary to relieve the Fund of any liability for federal income or excise tax. The capital loss carryforward will expire on October 31, 2015 ($343,361,757), October 31, 2016 ($14,048,943), October 31, 2017 ($663,927,513), October 31, 2018 ($115,731,920) and October 31, 2019 ($4,642,184). The current year

 

  15  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements — continued

 

 

deferred capital losses are treated as arising on the first day of the Fund’s next taxable year and are treated as realized prior to the utilization of the capital loss carryforward.

As of October 31, 2012, the Fund had no uncertain tax positions that would require financial statement recognition, de-recognition, or disclosure. The Fund files a U.S. federal income tax return annually after its fiscal year-end, which is subject to examination by the Internal Revenue Service for a period of three years from the date of filing.

E  Expense Reduction — State Street Bank and Trust Company (SSBT) serves as custodian of the Fund. Pursuant to the custodian agreement, SSBT receives a fee reduced by credits, which are determined based on the average daily cash balance the Fund maintains with SSBT. All credit balances, if any, used to reduce the Fund’s custodian fees are reported as a reduction of expenses in the Statement of Operations.

F  Foreign Currency Translation — Investment valuations, other assets, and liabilities initially expressed in foreign currencies are translated each business day into U.S. dollars based upon current exchange rates. Purchases and sales of foreign investment securities and income and expenses denominated in foreign currencies are translated into U.S. dollars based upon currency exchange rates in effect on the respective dates of such transactions. Recognized gains or losses on investment transactions attributable to changes in foreign currency exchange rates are recorded for financial statement purposes as net realized gains and losses on investments. That portion of unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.

G  Use of Estimates — The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of income and expense during the reporting period. Actual results could differ from those estimates.

H  Indemnifications — Under the Fund’s organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the Fund. Under Massachusetts law, if certain conditions prevail, shareholders of a Massachusetts business trust (such as the Fund) could be deemed to have personal liability for the obligations of the Fund. However, the Fund’s Declaration of Trust contains an express disclaimer of liability on the part of Fund shareholders and the By-laws provide that the Fund shall assume the defense on behalf of any Fund shareholders. Moreover, the By-laws also provide for indemnification out of Fund property of any shareholder held personally liable solely by reason of being or having been a shareholder for all loss or expense arising from such liability. Additionally, in the normal course of business, the Fund enters into agreements with service providers that may contain indemnification clauses. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred.

I  Written Options — Upon the writing of a call or a put option, the premium received by the Fund is included in the Statement of Assets and Liabilities as a liability. The amount of the liability is subsequently marked-to-market to reflect the current market value of the option written, in accordance with the Fund’s policies on investment valuations discussed above. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the realized gain or loss. When an index option is exercised, the Fund is required to deliver an amount of cash determined by the excess of the strike price of the option over the value of the index (in the case of a put) or the excess of the value of the index over the strike price of the option (in the case of a call) at contract termination. If a put option on a security is exercised, the premium reduces the cost basis of the securities purchased by the Fund. The Fund, as a writer of an option, may have no control over whether the underlying securities or other assets may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities or other assets underlying the written option. The Fund may also bear the risk of not being able to enter into a closing transaction if a liquid secondary market does not exist.

2  Distributions to Shareholders

Subject to its Managed Distribution Plan, the Fund makes quarterly distributions (monthly distributions beginning in January 2013) 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 stock investments. The Fund intends to distribute all or substantially all of its net realized capital gains (reduced by available capital loss carryforwards from prior years, if any). Distributions are recorded on the ex-dividend date. The Fund distinguishes between distributions on a tax basis and a financial reporting basis. Accounting principles generally accepted in the United States of America require that only distributions in excess of tax basis earnings and profits be reported in the financial statements as a return of capital. Permanent differences between book and tax accounting relating to distributions are reclassified to paid-in capital. For tax purposes, distributions from short-term capital gains are considered to be from ordinary income. Distributions in any year may include a substantial return of capital component.

 

  16  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements — continued

 

 

The tax character of distributions declared for the years ended October 31, 2012 and October 31, 2011 was as follows:

 

    Year Ended October 31,  
     2012      2011  

Distributions declared from:

    

Ordinary income

  $ 58,646,397       $ 58,941,827   

Tax return of capital

  $ 264,084,687       $ 318,402,468   

During the year ended October 31, 2012, accumulated net realized loss was decreased by $301,404 and accumulated undistributed net investment income was decreased by $301,404 due to differences between book and tax accounting, primarily for foreign currency gain (loss) and distributions from real estate investment trusts (REITs). These reclassifications had no effect on the net assets or net asset value per share of the Fund.

As of October 31, 2012, the components of distributable earnings (accumulated losses) and unrealized appreciation (depreciation) on a tax basis were as follows:

 

Capital loss carryforward and deferred capital losses

  $ (1,165,778,666

Net unrealized appreciation

  $ 428,334,775   

The differences between components of distributable earnings (accumulated losses) on a tax basis and the amounts reflected in the Statement of Assets and Liabilities are primarily due to wash sales, written options contracts, distributions from REITs and foreign currency transactions.

3  Investment Adviser Fee and Other Transactions with Affiliates

The investment adviser fee is earned by EVM as compensation for management and investment advisory services rendered to the Fund. Pursuant to the investment advisory agreement and subsequent fee reduction agreement, the fee is computed at an annual rate of 1.00% of the Fund’s average daily gross assets up to and including $1.5 billion, 0.98% over $1.5 billion up to and including $3 billion, 0.96% over $3 billion up to and including $5 billion, and 0.94% on average daily gross assets over $5 billion, and is payable monthly. Gross assets as referred to herein represent net assets plus obligations attributable to investment leverage, if any. The fee reduction cannot be terminated without the consent of the Trustees and shareholders. The Fund invests its cash in Cash Reserves Fund. EVM does not currently receive a fee for advisory services provided to Cash Reserves Fund. For the year ended October 31, 2012, the Fund’s investment adviser fee amounted to $30,387,794 or 0.99% of the Fund’s average daily gross assets. EVM also serves as administrator of the Fund, but receives no compensation.

Trustees and officers of the Fund who are members of EVM’s organization receive remuneration for their services to the Fund out of the investment adviser fee. Trustees of the Fund who are not affiliated with EVM may elect to defer receipt of all or a percentage of their annual fees in accordance with the terms of the Trustees Deferred Compensation Plan. For the year ended October 31, 2012, no significant amounts have been deferred. Certain officers and Trustees of the Fund are officers of EVM.

4  Purchases and Sales of Investments

Purchases and sales of investments, other than short-term obligations, aggregated $637,762,961 and $902,768,458, respectively, for the year ended October 31, 2012.

5  Common Shares of Beneficial Interest

The Fund may issue common shares pursuant to its dividend reinvestment plan. There were no common shares issued by the Fund for the years ended October 31, 2012 and October 31, 2011.

On August 6, 2012, the Board of Trustees of the Fund authorized the repurchase by the Fund of up to 10% of its then currently outstanding common shares in open-market transactions at a discount to net asset value (NAV). During the year ended October 31, 2012, the Fund repurchased 2,644,800 of its common shares under the share repurchase program at a cost, including brokerage commissions, of $23,462,538 and an average price of $8.87 per share. The weighted average discount per share to NAV on these repurchases amounted to 14.07%.

 

  17  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements — continued

 

 

6  Federal Income Tax Basis of Investments

The cost and unrealized appreciation (depreciation) of investments of the Fund at October 31, 2012, as determined on a federal income tax basis, were as follows:

 

Aggregate cost

  $ 2,658,258,685   

Gross unrealized appreciation

  $ 537,555,023   

Gross unrealized depreciation

    (115,357,336

Net unrealized appreciation

  $ 422,197,687   

7  Financial Instruments

The Fund may trade in financial instruments with off-balance sheet risk in the normal course of its investing activities. These financial instruments may include written options and may involve, to a varying degree, elements of risk in excess of the amounts recognized for financial statement purposes. The notional or contractual amounts of these instruments represent the investment the Fund has in particular classes of financial instruments and do not necessarily represent the amounts potentially subject to risk. The measurement of the risks associated with these instruments is meaningful only when all related and offsetting transactions are considered. A summary of written call options at October 31, 2012 is included in the Portfolio of Investments.

Written options activity for the year ended October 31, 2012 was as follows:

 

     Number of
Contracts
     Premiums
Received
 

Outstanding, beginning of year

    183,665       $ 42,789,910   

Options written

    2,276,435         311,551,906   

Options terminated in closing purchase transactions

    (1,907,050      (311,525,396

Options expired

    (365,610      (27,543,124

Outstanding, end of year

    187,440       $ 15,273,296   

All of the assets of the Fund are subject to segregation to satisfy the requirements of the escrow agent. At October 31, 2012, the Fund had sufficient cash and/or securities to cover commitments under these contracts.

The Fund is subject to equity price risk in the normal course of pursuing its investment objectives.

The Fund writes index call options above the current value of the index to generate premium income. In writing index call options, the Fund in effect, sells potential appreciation in the value of the applicable index above the exercise price in exchange for the option premium received. The Fund retains the risk of loss, minus the premium received, should the price of the underlying index decline. The Fund is not subject to counterparty credit risk with respect to its written options as the Fund, not the counterparty, is obligated to perform under such derivatives.

The Fund enters into over-the-counter written options that may contain provisions whereby the counterparty may terminate the contract under certain conditions, including but not limited to a decline in the Fund’s net assets below a certain level over a certain period of time, which would trigger a payment by the Fund for those derivatives in a liability position. At October 31, 2012, the fair value of derivatives with credit-related contingent features in a net liability position was $4,216,716.

The fair value of open derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) and whose primary underlying risk exposure is equity price risk at October 31, 2012 was as follows:

 

    Fair Value  
Derivative   Asset Derivative      Liability Derivative  

Written options

  $         —       $ (6,133,816 )(1) 

 

(1) 

Statement of Assets and Liabilities location: Written options outstanding, at value.

 

  18  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements — continued

 

 

The effect of derivative instruments (not considered to be hedging instruments for accounting disclosure purposes) on the Statement of Operations and whose primary underlying risk exposure is equity price risk for the year ended October 31, 2012 was as follows:

 

Derivative   Realized Gain (Loss)
on Derivatives Recognized
in Income
     Change in Unrealized
Appreciation (Depreciation) on
Derivatives Recognized in  Income
 

Written options

  $ 8,216,369 (1)     $ 19,020,007 (2) 

 

(1) 

Statement of Operations location: Net realized gain (loss) – Written options.

 

(2) 

Statement of Operations location: Change in unrealized appreciation (depreciation) – Written options.

8  Risks Associated with Foreign Investments

Investing in securities issued by companies whose principal business activities are outside the United States may involve significant risks not present in domestic investments. For example, there is generally less publicly available information about foreign companies, particularly those not subject to the disclosure and reporting requirements of the U.S. securities laws. Certain foreign issuers are generally not bound by uniform accounting, auditing, and financial reporting requirements and standards of practice comparable to those applicable to domestic issuers. Investments in foreign securities also involve the risk of possible adverse changes in investment or exchange control regulations, expropriation or confiscatory taxation, limitation on the removal of funds or other assets of the Fund, political or financial instability or diplomatic and other developments which could affect such investments. Foreign securities markets, while growing in volume and sophistication, are generally not as developed as those in the United States, and securities of some foreign issuers (particularly those located in developing countries) may be less liquid and more volatile than securities of comparable U.S. companies. In general, there is less overall governmental supervision and regulation of foreign securities markets, broker/dealers and issuers than in the United States.

9  Fair Value Measurements

Under generally accepted accounting principles for fair value measurements, a three-tier hierarchy to prioritize the assumptions, referred to as inputs, is used in valuation techniques to measure fair value. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

 

Ÿ  

Level 1 – quoted prices in active markets for identical investments

 

Ÿ  

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

 

Ÿ  

Level 3 – significant unobservable inputs (including a fund’s own assumptions in determining the fair value of investments)

In cases where the inputs used to measure fair value fall in different levels of the fair value hierarchy, the level disclosed is determined based on the lowest level input that is significant to the fair value measurement in its entirety. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

 

  19  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notes to Financial Statements — continued

 

 

At October 31, 2012, the hierarchy of inputs used in valuing the Fund’s investments and open derivative instruments, which are carried at value, were as follows:

 

Asset Description    Level 1      Level 2      Level 3      Total  

Common Stocks

           

Consumer Discretionary

   $ 150,610,913       $ 127,328,474       $         —       $ 277,939,387   

Consumer Staples

     134,048,106         299,075,413                 433,123,519   

Energy

     144,026,199         259,531,833                 403,558,032   

Financials

     267,791,043         231,181,852                 498,972,895   

Health Care

     146,909,216         281,898,290                 428,807,506   

Industrials

     112,053,408         105,795,610                 217,849,018   

Information Technology

     271,504,194         46,282,651                 317,786,845   

Materials

     98,154,328         95,950,651                 194,104,979   

Telecommunication Services

     38,462,661         106,626,778                 145,089,439   

Utilities

     45,017,653         72,864,556                 117,882,209   

Total Common Stocks

   $ 1,408,577,721       $ 1,626,536,108 *     $       $ 3,035,113,829   

Short-Term Investments

   $       $ 45,342,543       $       $ 45,342,543   

Total Investments

   $ 1,408,577,721       $ 1,671,878,651       $       $ 3,080,456,372   

Liability Description

                                   

Call Options Written

   $ (1,917,100    $ (4,216,716    $       $ (6,133,816

Total

   $ (1,917,100    $ (4,216,716    $       $ (6,133,816

 

* Includes foreign equity securities whose values were adjusted to reflect market trading of comparable securities or other correlated instruments that occurred after the close of trading in their applicable foreign markets.

The Fund held no investments or other financial instruments as of October 31, 2011 whose fair value was determined using Level 3 inputs. At October 31, 2012, there were no investments transferred between Level 1 and Level 2 during the year then ended.

 

  20  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Report of Independent Registered Public Accounting Firm

 

 

To the Trustees and Shareholders of Eaton Vance Tax-Managed Global Diversified Equity Income Fund:

We have audited the accompanying statement of assets and liabilities of Eaton Vance Tax-Managed Global Diversified Equity Income Fund (the “Fund”), including the portfolio of investments, as of October 31, 2012, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s 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. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2012, by correspondence with the custodian and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Eaton Vance Tax-Managed Global Diversified Equity Income Fund as of October 31, 2012, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2012

 

  21  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Federal Tax Information (Unaudited)

 

 

The Form 1099-DIV you receive in January 2013 will show the tax status of all distributions paid to your account in calendar year 2012. Shareholders are advised to consult their own tax adviser with respect to the tax consequences of their investment in the Fund. As required by the Internal Revenue Code and/or regulations, shareholders must be notified regarding the status of qualified dividend income for individuals, the dividends received deduction for corporations and the foreign tax credit.

Qualified Dividend Income.  The Fund designates approximately $96,370,430, or up to the maximum amount of such dividends allowable pursuant to the Internal Revenue Code, as qualified dividend income eligible for the reduced tax rate of 15%.

Dividends Received Deduction.  Corporate shareholders are generally entitled to take the dividends received deduction on the portion of the Fund’s dividend distribution that qualifies under tax law. For the Fund’s fiscal 2012 ordinary income dividends, 37.11% qualifies for the corporate dividends received deduction.

Foreign Tax Credit.  The Fund paid foreign taxes of $5,771,575 and recognized foreign source income of $72,550,078.

 

  22  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Annual Meeting of Shareholders (Unaudited)

 

 

The Fund held its Annual Meeting of Shareholders on August 24, 2012. The following action was taken by the shareholders:

Item 1:  The election of Helen Frame Peters, Lynn A. Stout and Ralph F. Verni as Class III Trustees of the Fund for a three-year term expiring in 2015, Scott E. Eston as a Class I Trustee of the Fund for a one-year term expiring in 2013 and Harriett Tee Taggart as a Class II Trustee of the Fund for a two-year term expiring in 2014.

 

Nominee for Trustee

Elected by All Shareholders

  Number of Shares  
  For      Withheld  

Helen Frame Peters

    267,447,388         17,338,828   

Lynn A. Stout

    267,342,064         17,444,152   

Ralph F. Verni

    267,521,065         17,265,151   

Scott E. Eston

    267,773,610         17,012,606   

Harriett Tee Taggart

    267,748,720         17,037,496   

 

  23  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Notice to Shareholders (Unaudited)

 

 

In November 2012, the Fund changed its frequency of regular Fund distributions from quarterly to monthly. Beginning in January 2013, Fund shareholders will receive one-third of the current quarterly distribution on a monthly basis rather than the full current distribution once every three months. Total distribution amounts paid over the calendar year will not be affected.

 

  24  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Dividend Reinvestment Plan

 

 

The Fund offers a dividend reinvestment plan (Plan) pursuant to which shareholders automatically have distributions reinvested in common shares (Shares) of the Fund unless they elect otherwise through their investment dealer. On the distribution payment date, if the NAV per Share is equal to or less than the market price per Share plus estimated brokerage commissions, then new Shares will be issued. The number of Shares shall be determined by the greater of the NAV per Share or 95% of the market price. Otherwise, Shares generally will be purchased on the open market by American Stock Transfer & Trust Company, the Plan agent (Agent). Distributions subject to income tax (if any) are taxable whether or not Shares are reinvested.

If your Shares are in the name of a brokerage firm, bank, or other nominee, you can ask the firm or nominee to participate in the Plan on your behalf. If the nominee does not offer the Plan, you will need to request that the Fund’s transfer agent re-register your Shares in your name or you will not be able to participate.

The Agent’s service fee for handling distributions will be paid by the Fund. Plan participants will be charged their pro rata share of brokerage commissions on all open-market purchases.

Plan participants may withdraw from the Plan at any time by writing to the Agent at the address noted on the following page. If you withdraw, you will receive Shares in your name for all Shares credited to your account under the Plan. If a participant elects by written notice to the Agent to sell part or all of his or her Shares and remit the proceeds, the Agent is authorized to deduct a $5.00 fee plus brokerage commissions from the proceeds.

If you wish to participate in the Plan and your Shares are held in your own name, you may complete the form on the following page and deliver it to the Agent. Any inquiries regarding the Plan can be directed to the Agent at 1-866-439-6787.

 

  25  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Application For Participation In Dividend Reinvestment Plan

 

 

 

This form is for shareholders who hold their common shares in their own names. If your common shares are held in the name of a brokerage firm, bank, or other nominee, you should contact your nominee to see if it will participate in the Plan on your behalf. If you wish to participate in the Plan, but your brokerage firm, bank, or nominee is unable to participate on your behalf, you should request that your common shares be re-registered in your own name which will enable your participation in the Plan.

The following authorization and appointment is given with the understanding that I may terminate it at any time by terminating my participation in the Plan as provided in the terms and conditions of the Plan.

 

 

Please print exact name on account:

 

Shareholder signature                                                           Date

 

Shareholder signature                                                           Date

Please sign exactly as your common shares are registered. All persons whose names appear on the share certificate must sign.

YOU SHOULD NOT RETURN THIS FORM IF YOU WISH TO RECEIVE YOUR DISTRIBUTIONS IN CASH. THIS IS NOT A PROXY.

This authorization form, when signed, should be mailed to the following address:

Eaton Vance Tax-Managed Global Diversified Equity Income Fund

c/o American Stock Transfer & Trust Company

P.O. Box 922

Wall Street Station

New York, NY 10269-0560

 

 

Number of Employees

The Fund is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as a closed-end management investment company and has no employees.

Number of Shareholders

As of October 31, 2012, Fund records indicate that there are 221 registered shareholders and approximately 151,100 shareholders owning the Fund shares in street name, such as through brokers, banks, and financial intermediaries.

If you are a street name shareholder and wish to receive Fund reports directly, which contain important information about the Fund, please write or call:

Eaton Vance Distributors, Inc.

Two International Place

Boston, MA 02110

1-800-262-1122

New York Stock Exchange symbol

The New York Stock Exchange symbol is EXG.

 

  26  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Management and Organization

 

 

Fund Management.  The Trustees of Eaton Vance Tax-Managed Global Diversified Equity Income Fund (the Fund) are responsible for the overall management and supervision of the Fund’s affairs. The Trustees and officers of the Fund are listed below. Except as indicated, each individual has held the office shown or other offices in the same company for the last five years. The “Noninterested Trustees” consist of those Trustees who are not “interested persons” of the Fund, as that term is defined under the 1940 Act. The business address of each Trustee and officer is Two International Place, Boston, Massachusetts 02110. As used below, “EVC” refers to Eaton Vance Corp., “EV” refers to Eaton Vance, Inc., “EVM” refers to Eaton Vance Management, “BMR” refers to Boston Management and Research and “EVD” refers to Eaton Vance Distributors, Inc. EVC and EV are the corporate parent and trustee, respectively, of EVM and BMR. EVD is a wholly-owned subsidiary of EVC. Each officer affiliated with Eaton Vance may hold a position with other Eaton Vance affiliates that is comparable to his or her position with EVM listed below. Each Trustee oversees 187 portfolios in the Eaton Vance Complex (including all master and feeder funds in a master feeder structure). Each officer serves as an officer of certain other Eaton Vance funds. Each Trustee serves for a three year term. Each officer serves until his or her successor is elected.

 

Name and Year of Birth   

Position(s)

with the
Fund

    

Term of
Office;

Length of
Service

    

Principal Occupation(s) and Directorships

During Past Five Years and Other Relevant Experience

Interested Trustee

Thomas E. Faust Jr.

1958

  

Class I

Trustee

    

Until 2013.

3 years.

Trustee since 2007.

    

Chairman, Chief Executive Officer and President of EVC, Director and President of EV, Chief Executive Officer and President of EVM and BMR, and Director of EVD. Trustee and/or officer of 187 registered investment companies. Mr. Faust is an interested person because of his positions with EVM, BMR, EVD, EVC and EV, which are affiliates of the Fund.

Directorships in the Last Five Years.(1) Director of EVC and Hexavest Inc.

            

Noninterested Trustees

Scott E. Eston

1956

  

Class I

Trustee

    

Until 2013.

1 year.

Trustee since 2011.

    

Private investor. Formerly held various positions at Grantham, Mayo, Van Otterloo and Co., L.L.C. (investment management firm) (1997-2009), including Chief Operating Officer (2002-2009), Chief Financial Officer (1997-2009) and Chairman of the Executive Committee (2002-2008); President and Principal Executive Officer, GMO Trust (open-end registered investment company) (2006-2009). Former Partner, Coopers and Lybrand L.L.P. (now PricewaterhouseCoopers) (public accounting firm) (1987-1997).

Directorships in the Last Five Years. None.

Benjamin C. Esty

1963

  

Class I

Trustee

    

Until 2013.

3 years.

Trustee since 2006.

    

Roy and Elizabeth Simmons Professor of Business Administration and Finance Unit Head, Harvard University Graduate School of Business Administration.

Directorships in the Last Five Years.(1) None.

Allen R. Freedman

1940

  

Class I

Trustee

    

Until 2013.

3 years.

Trustee since 2007.

    

Private Investor. Former Chairman (2002-2004) and a Director (1983-2004) of Systems & Computer Technology Corp. (provider of software to higher education). Formerly, a Director of Loring Ward International (fund distributor) (2005-2007). Former Chairman and a Director of Indus International, Inc. (provider of enterprise management software to the power generating industry) (2005-2007). Former Chief Executive Officer of Assurant, Inc. (insurance provider) (1979-2000).

Directorships in the Last Five Years.(1) Director of Stonemor Partners, L.P. (owner and operator of cemeteries). Formerly, Director of Assurant, Inc. (insurance provider) (1979-2011).

William H. Park

1947

  

Class II

Trustee

    

Until 2014.

3 years.

Trustee since 2006.

    

Consultant and private investor. Formerly, Chief Financial Officer, Aveon Group L.P. (investment management firm) (2010-2011). Formerly, Vice Chairman, Commercial Industrial Finance Corp. (specialty finance company) (2006-2010). Formerly, President and Chief Executive Officer, Prizm Capital Management, LLC (investment management firm) (2002-2005). Formerly, Executive Vice President and Chief Financial Officer, United Asset Management Corporation (investment management firm) (1982-2001). Formerly, Senior Manager, Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm) (1972-1981).

Directorships in the Last Five Years.(1) None.

 

  27  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Management and Organization — continued

 

 

Name and Year of Birth   

Position(s)

with the
Fund

    

Term of
Office;

Length of
Service

    

Principal Occupation(s) and Directorships

During Past Five Years and Other Relevant Experience

Noninterested Trustees (continued)

Ronald A. Pearlman

1940

  

Class II

Trustee

    

Until 2014.

3 years.

Trustee since 2006.

    

Professor of Law, Georgetown University Law Center. Formerly, Deputy Assistant Secretary (Tax Policy) and Assistant Secretary (Tax Policy), U.S. Department of the Treasury (1983-1985). Formerly, Chief of Staff, Joint Committee on Taxation, U.S. Congress (1988-1990).

Directorships in the Last Five Years.(1) None.

Helen Frame Peters

1948

  

Class III

Trustee

    

Until 2015.

3 years.

Trustee since 2008.

    

Professor of Finance, Carroll School of Management, Boston College. Formerly, Dean, Carroll School of Management, Boston College (2000-2002). Formerly, Chief Investment Officer, Fixed Income, Scudder Kemper Investments (investment management firm) (1998-1999). Formerly, Chief Investment Officer, Equity and Fixed Income, Colonial Management Associates (investment management firm) (1991-1998).

Directorships in the Last Five Years.(1) Formerly, Director of BJ’s Wholesale Club, Inc. (wholesale club retailer) (2004-2011). Formerly, Trustee of SPDR Index Shares Funds and SPDR Series Trust (exchange traded funds) (2000-2009). Formerly, Director of Federal Home Loan Bank of Boston (a bank for banks) (2007-2009).

Lynn A. Stout

1957

  

Class III

Trustee

    

Until 2015.

3 years.

Trustee since 2006.

    

Distinguished Professor of Corporate and Business Law, Jack G. Clarke Business Law Institute, Cornell University Law School. Formerly, the Paul Hastings Professor of Corporate and Securities Law (2006-2012) and Professor of Law (2001-2006), University of California at Los Angeles School of Law.

Directorships in the Last Five Years.(1) None.

Harriett Tee Taggart

1948

  

Class II

Trustee

    

Until 2014.

2 years.

Trustee since 2011.

    

Managing Director, Taggart Associates (a professional practice firm). Formerly, Partner and Senior Vice President, Wellington Management Company, LLP (investment management firm) (1983-2006).

Directorships in the Last Five Years. Director of Albemarle Corporation (chemicals manufacturer) (since 2007) and The Hanover Group (specialty property and casualty insurance company) (since 2009). Formerly, Director of Lubrizol Corporation (specialty chemicals) (2007-2011).

Ralph F. Verni

1943

  

Chairman of the Board and

Class III

Trustee

    

Until 2015.

3 years.

Chairman of the Board since 2007 and Trustee since 2006.

    

Consultant and private investor. Formerly, Chief Investment Officer (1982-1992), Chief Financial Officer (1988-1990) and Director (1982-1992), New England Life. Formerly, Chairperson, New England Mutual Funds (1982-1992). Formerly, President and Chief Executive Officer, State Street Management & Research (1992-2000). Formerly, Chairperson, State Street Research Mutual Funds (1992-2000). Formerly, Director, W.P. Carey, LLC (1998-2004) and First Pioneer Farm Credit Corp. (2002-2006).

Directorships in the Last Five Years.(1) None.

            

Principal Officers who are not Trustees

Name and Year of Birth    Position(s)
with the
Fund
    

Length of

Service

    

Principal Occupation(s)

During Past Five Years

Walter A. Row, III

1957

   President      Since 2011      Vice President of EVM and BMR.

Duncan W. Richardson

1957

   Vice President      Since 2011      Director of EVC and Executive Vice President and Chief Equity Investment Officer of EVC, EVM and BMR.

Barbara E. Campbell

1957

   Treasurer      Since 2006      Vice President of EVM and BMR.

 

  28  


Eaton Vance

Tax-Managed Global Diversified Equity Income Fund

October 31, 2012

 

Management and Organization — continued

 

 

 

Name and Year of Birth    Position(s)
with the
Fund
    

Length of

Service

    

Principal Occupation(s)

During Past Five Years

Principal Officers who are not Trustees (continued)

Maureen A. Gemma

1960

   Vice President, Secretary and Chief Legal Officer      Vice President since 2011, Secretary since 2007 and Chief Legal Officer since 2008      Vice President of EVM and BMR.

Paul M. O’Neil

1953

   Chief Compliance
Officer
     Since 2006      Vice President of EVM and BMR.

 

(1) 

During their respective tenures, the Trustees (except Mr. Eston and Ms. Taggart) also served as trustees of one or more of the following Eaton Vance funds (which operated in the years noted): Eaton Vance Credit Opportunities Fund (launched in 2005 and terminated in 2010); Eaton Vance Insured Florida Plus Municipal Bond Fund (launched in 2002 and terminated in 2009); and Eaton Vance National Municipal Income Trust (launched in 1998 and terminated in 2009).

 

  29  


Eaton Vance Funds

 

IMPORTANT NOTICES

 

 

Privacy.  The Eaton Vance organization is committed to ensuring your financial privacy. Each of the financial institutions identified below has in effect the following policy (“Privacy Policy”) with respect to nonpublic personal information about its customers:

 

Ÿ  

Only such information received from you, through application forms or otherwise, and information about your Eaton Vance fund transactions will be collected. This may include information such as name, address, social security number, tax status, account balances and transactions.

 

Ÿ  

None of such information about you (or former customers) will be disclosed to anyone, except as permitted by law (which includes disclosure to employees necessary to service your account). In the normal course of servicing a customer’s account, Eaton Vance may share information with unaffiliated third parties that perform various required services such as transfer agents, custodians and broker-dealers.

 

Ÿ  

Policies and procedures (including physical, electronic and procedural safeguards) are in place that are designed to protect the confidentiality of such information.

 

Ÿ  

We reserve the right to change our Privacy Policy at any time upon proper notification to you. Customers may want to review our Privacy Policy periodically for changes by accessing the link on our homepage: www.eatonvance.com.

Our pledge of privacy applies to the following entities within the Eaton Vance organization: the Eaton Vance Family of Funds, Eaton Vance Management, Eaton Vance Investment Counsel, Eaton Vance Distributors, Inc., Eaton Vance Trust Company, Eaton Vance Management’s Real Estate Investment Group and Boston Management and Research. In addition, our Privacy Policy applies only to those Eaton Vance customers who are individuals and who have a direct relationship with us. If a customer’s account (i.e., fund shares) is held in the name of a third-party financial advisor/broker-dealer, it is likely that only such advisor’s privacy policies apply to the customer. This notice supersedes all previously issued privacy disclosures. For more information about Eaton Vance’s Privacy Policy, please call 1-800-262-1122.

Delivery of Shareholder Documents.  The Securities and Exchange Commission (SEC) permits funds to deliver only one copy of shareholder documents, including prospectuses, proxy statements and shareholder reports, to fund investors with multiple accounts at the same residential or post office box address. This practice is often called “householding” and it helps eliminate duplicate mailings to shareholders. Eaton Vance, or your financial advisor, may household the mailing of your documents indefinitely unless you instruct Eaton Vance, or your financial advisor, otherwise. If you would prefer that your Eaton Vance documents not be householded, please contact Eaton Vance at 1-800-262-1122, or contact your financial advisor. Your instructions that householding not apply to delivery of your Eaton Vance documents will be effective within 30 days of receipt by Eaton Vance or your financial advisor.

Portfolio Holdings.  Each Eaton Vance Fund and its underlying Portfolio(s) (if applicable) will file a schedule of portfolio holdings on Form N-Q with the SEC for the first and third quarters of each fiscal year. The Form N-Q will be available on the Eaton Vance website at www.eatonvance.com, by calling Eaton Vance at 1-800-262-1122 or in the EDGAR database on the SEC’s website at www.sec.gov. Form N-Q may also be reviewed and copied at the SEC’s public reference room in Washington, D.C. (call 1-800-732-0330 for information on the operation of the public reference room).

Proxy Voting.  From time to time, funds are required to vote proxies related to the securities held by the funds. The Eaton Vance Funds or their underlying Portfolios (if applicable) vote proxies according to a set of policies and procedures approved by the Funds’ and Portfolios’ Boards. You may obtain a description of these policies and procedures and information on how the Funds or Portfolios voted proxies relating to portfolio securities during the most recent 12-month period ended June 30, without charge, upon request, by calling 1-800-262-1122 and by accessing the SEC’s website at www.sec.gov.

Share Repurchase Program.  On August 6, 2012, the Fund’s Board of Trustees approved a share repurchase program authorizing the Fund to repurchase up to 10% of its currently outstanding common shares in open-market transactions at a discount to net asset value. The repurchase program does not obligate the Fund to purchase a specific amount of shares. The Fund’s repurchase activity, including the number of shares purchased, average price and average discount to net asset value, will be disclosed in the Fund’s annual and semi-annual reports to shareholders.

Closed-End Fund Information.  The Eaton Vance closed-end funds make certain fund performance data and information about portfolio characteristics (such as top holdings and asset allocation) available on the Eaton Vance website after the end of each month. Certain fund performance data for the funds, including total returns, are posted to the website shortly after the end of each month. Portfolio holdings for the most recent month-end are also posted to the website approximately 30 days following the end of the month. This information is available at www.eatonvance.com on the fund information pages under “Individual Investors — Closed-End Funds”.

 

  30  


 

 

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Investment Adviser and Administrator

Eaton Vance Management

Two International Place

Boston, MA 02110

Custodian

State Street Bank and Trust Company

200 Clarendon Street

Boston, MA 02116

Transfer Agent

American Stock Transfer & Trust Company

59 Maiden Lane

Plaza Level

New York, NY 10038

Independent Registered Public Accounting Firm

Deloitte & Touche LLP

200 Berkeley Street

Boston, MA 02116-5022

Fund Offices

Two International Place

Boston, MA 02110

 


LOGO

2898-12/12 CE-TMGDEISRC


Item 2. Code of Ethics

Not required in this filing.

Item 3. Audit Committee Financial Expert

The registrant’s Board has designated William H. Park, an independent trustee, as its audit committee financial expert. Mr. Park is a certified public accountant who is a consultant and private investor. Previously, he served as the Chief Financial Officer of Aveon Group, L.P. (an investment management firm), as the Vice Chairman of Commercial Industrial Finance Corp. (specialty finance company), as President and Chief Executive Officer of Prizm Capital Management, LLC (investment management firm), as Executive Vice President and Chief Financial Officer of United Asset Management Corporation (an institutional investment management firm) and as a Senior Manager at Price Waterhouse (now PricewaterhouseCoopers) (an independent registered public accounting firm).


Item 4. Principal Accountant Fees and Services

(a) –(d)

The following table presents the aggregate fees billed to the registrant for the registrant’s fiscal years ended October 31, 2011 and October 31, 2012 by the registrant’s principal accountant, Deloitte & Touche LLP (“D&T”), for professional services rendered for the audit of the registrant’s annual financial statements and fees billed for other services rendered by D&T during such periods.

 

Fiscal Years Ended

   10/31/11      10/31/12  

Audit Fees

   $ 94,610       $ 97,740   

Audit-Related Fees(1)

   $ 0       $ 0   

Tax Fees(2)

   $ 10,450       $ 10,700   

All Other Fees(3)

   $ 1,200       $ 1,240   
  

 

 

    

 

 

 

Total

   $ 106,260       $ 109,680   
  

 

 

    

 

 

 

 

(1) 

Audit-related fees consist of the aggregate fees billed for assurance and related services that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under the category of audit fees.

(2) 

Tax fees consist of the aggregate fees billed for professional services rendered by the principal accountant relating to tax compliance, tax advice, and tax planning and specifically include fees for tax return preparation and other related tax compliance/planning matters.

(3) 

All other fees consist of the aggregate fees billed for products and services provided by the registrant’s principal accountant other than audit, audit-related, and tax services.

(e)(1) The registrant’s audit committee has adopted policies and procedures relating to the pre-approval of services provided by the registrant’s principal accountant (the “Pre-Approval Policies”). The Pre-Approval Policies establish a framework intended to assist the audit committee in the proper discharge of its pre-approval responsibilities. As a general matter, the Pre-Approval Policies (i) specify certain types of audit, audit-related, tax, and other services determined to be pre-approved by the audit committee; and (ii) delineate specific procedures governing the mechanics of the pre-approval process, including the approval and monitoring of audit and non-audit service fees. Unless a service is specifically pre-approved under the Pre-Approval Policies, it must be separately pre-approved by the audit committee.

The Pre-Approval Policies and the types of audit and non-audit services pre-approved therein must be reviewed and ratified by the registrant’s audit committee at least annually. The registrant’s audit committee maintains full responsibility for the appointment, compensation, and oversight of the work of the registrant’s principal accountant.

(e)(2) No services described in paragraphs (b)-(d) above were approved by the registrant’s audit committee pursuant to the “de minimis exception” set forth in Rule 2-01 (c)(7)(i)(C) of Regulation S-X.

(f) Not applicable.


(g) The following table presents (i) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the registrant by D&T for the registrant’s fiscal years ended October 31, 2011 and October 31, 2012; and (ii) the aggregate non-audit fees (i.e., fees for audit-related, tax, and other services) billed to the Eaton Vance organization by D&T for the same time periods.

 

Fiscal Years Ended

   10/31/11      10/31/12  

Registrant

   $ 11,650       $ 11,940   

Eaton Vance(1)

   $ 266,431       $ 566,619   

 

(1) 

The investment adviser to the registrant, as well as any of its affiliates that provide ongoing services to the registrant, are subsidiaries of Eaton Vance Corp.

(h) The registrant’s audit committee has considered whether the provision by the registrant’s principal accountant of non-audit services 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 that were not pre-approved pursuant to Rule 2-01(c)(7)(ii) of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants

The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Securities and Exchange Act of 1934, as amended. William H. Park (Chair), Scott E. Eston, Helen Frame Peters, Lynn A. Stout and Ralph F. Verni are the members of the registrant’s audit committee.

Item 6. Schedule of Investments

Please see schedule of investments contained in the Report to Stockholders included under Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

The Board of Trustees of the Trust has adopted a proxy voting policy and procedure (the “Fund Policy”), pursuant to which the Trustees have delegated proxy voting responsibility to the Fund’s investment adviser and adopted the investment adviser’s proxy voting policies and procedures (the “Policies”) which are described below. The Trustees will review the Fund’s proxy voting records from time to time and will annually consider approving the Policies for the upcoming year. In the event that a conflict of interest arises between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund, the investment adviser will generally refrain from voting the proxies related to the companies giving rise to such conflict until it consults with the Board’s Special Committee except as contemplated under the Fund Policy. The Board’s Special Committee will instruct the investment adviser on the appropriate course of action.

The Policies are designed to promote accountability of a company’s management to its shareholders and to align the interests of management with those shareholders. An independent proxy voting service (“Agent”), currently Institutional Shareholder Services, Inc., has been retained to assist in the voting of proxies through the provision of vote analysis, implementation and recordkeeping and disclosure services. The investment adviser will generally vote proxies through the Agent. The Agent is required


to vote all proxies and/or refer them back to the investment adviser pursuant to the Policies. It is generally the policy of the investment adviser to vote in accordance with the recommendation of the Agent. The Agent shall refer to the investment adviser proxies relating to mergers and restructurings, and the disposition of assets, termination, liquidation and mergers contained in mutual fund proxies. The investment adviser will normally vote against anti-takeover measures and other proposals designed to limit the ability of shareholders to act on possible transactions, except in the case of closed-end management investment companies. The investment adviser generally supports management on social and environmental proposals. The investment adviser may abstain from voting from time to time where it determines that the costs associated with voting a proxy outweighs the benefits derived from exercising the right to vote or the economic effect on shareholders interests or the value of the portfolio holding is indeterminable or insignificant.

In addition, the investment adviser will monitor situations that may result in a conflict of interest between the Fund’s shareholders and the investment adviser, the administrator, or any of their affiliates or any affiliate of the Fund by maintaining a list of significant existing and prospective corporate clients. The investment adviser’s personnel responsible for reviewing and voting proxies on behalf of the Fund will report any proxy received or expected to be received from a company included on that list to the personnel of the investment adviser identified in the Policies. If such personnel expects to instruct the Agent to vote such proxies in a manner inconsistent with the guidelines of the Policies or the recommendation of the Agent, the personnel will consult with members of senior management of the investment adviser to determine if a material conflict of interests exists. If it is determined that a material conflict does exist, the investment adviser will seek instruction on how to vote from the Special Committee.

Information on how the Fund voted proxies relating to portfolio securities during the most recent 12 month period ended June 30 is available (1) without charge, upon request, by calling 1-800-262-1122, and (2) on the Securities and Exchange Commission’s website at http://www.sec.gov.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Walter A. Row, Michael A. Allison and other Eaton Vance Management (“EVM”) investment professionals comprise the investment team responsible for the overall and day-to-day management of the Fund’s investments. Mr. Row is a Vice President and the Director of Equity Research at EVM and Boston Management and Research (“BMR”). He is a member of EVM’s Equity Strategy Committee, manages other Eaton Vance registered investment companies and has been an equity analyst and member of EVM’s equity research team since 1996. Mr. Allison is a Vice President of EVM and BMR and co-manages other Eaton Vance registered investment companies. He joined Eaton Vance in 2000. This information is provided as of the date of filing of this report.

The following table shows, as of the Fund’s most recent fiscal year end, the number of accounts each portfolio manager managed in each of the listed categories and the total assets (in millions of dollars) in the accounts managed within each category. The table also shows the number of accounts with respect to which the advisory fee is based on the performance of the account, if any, and the total assets (in millions of dollars) in those accounts.


     Number
of All
Accounts
     Total Assets
of All
Accounts
    Number of
Accounts

Paying a
Performance
Fee
     Total Assets of
Accounts
Paying a

Performance
Fee
 

Walter A. Row

          

Registered Investment Companies

     9       $ 9,312.0        0       $ 0   

Other Pooled Investment Vehicles

     0       $ 0        0       $ 0   

Other Accounts

     0       $ 0        0       $ 0   

Michael A. Allison

          

Registered Investment Companies

     7       $ 14,738.0        0       $ 0   

Other Pooled Investment Vehicles

     14       $ 6,772.0     0       $ 0   

Other Accounts

     0       $ 0        0       $ 0   

 

* Certain of these “Other Pooled Investment Vehicles” invest a substantial portion of their assets either in a registered investment company or in a separate unregistered pooled investment vehicle managed by this portfolio manager.

The following table shows the dollar range of Fund shares beneficially owned by each portfolio manager as of the Fund’s most recent fiscal year end.

 

Portfolio Manager

   Dollar Range of Equity
Securities Owned in the Fund

Walter A. Row

   $10,001 - $50,000

Michael A. Allison

   $50,001 - $100,000

Potential for Conflicts of Interest. It is possible that conflicts of interest may arise in connection with a portfolio manager’s management of the Fund’s investments on the one hand and investments of other accounts for which a portfolio manager is responsible on the other. For example, a portfolio manager may have conflicts of interest in allocating management time, resources and investment opportunities among the Fund and other accounts he or she advises. In addition, due to differences in the investment strategies or restrictions between the Fund and the other accounts, a portfolio manager may take action with respect to another account that differs from the action taken with respect to the Fund. In some cases, another account managed by a portfolio manager may compensate the investment adviser based on the performance of the securities held by that account. The existence of such a performance based fee may create additional conflicts of interest for a portfolio manager in the allocation of management time, resources and investment opportunities. Whenever conflicts of interest arise, a portfolio manager will endeavor to exercise his or her discretion in a manner that he or she believes is equitable to all interested persons. EVM has adopted several policies and procedures designed to address these potential conflicts including a code of ethics and policies which govern the investment adviser’s trading practices, including among other things the aggregation and allocation of trades among clients, brokerage allocation, cross trades and best execution.


Compensation Structure for EVM

Compensation of EVM’s portfolio managers and other investment professionals has three primary components: (1) a base salary, (2) an annual cash bonus, and (3) annual stock-based compensation consisting of options to purchase shares of EVC’s nonvoting common stock and/or restricted shares of EVC’s nonvoting common stock. EVM’s investment professionals also receive certain retirement, insurance and other benefits that are broadly available to EVM’s employees. Compensation of EVM’s investment professionals is reviewed primarily on an annual basis. Cash bonuses, stock-based compensation awards, and adjustments in base salary are typically paid or put into effect at or shortly after the October 31st fiscal year end of EVC.

Method to Determine Compensation. EVM compensates its portfolio managers based primarily on the scale and complexity of their portfolio responsibilities and the total return performance of managed funds and accounts versus the benchmark(s) stated in the prospectus, as well as an appropriate peer group (as described below). In addition to rankings within peer groups of funds on the basis of absolute performance, consideration may also be given to relative risk-adjusted performance. Risk-adjusted performance measures include, but are not limited to, the Sharpe Ratio. Performance is normally based on periods ending on the September 30th preceding fiscal year end. Fund performance is normally evaluated primarily versus peer groups of funds as determined by Lipper Inc. and/or Morningstar, Inc. When a fund’s peer group as determined by Lipper or Morningstar is deemed by EVM’s management not to provide a fair comparison, performance may instead be evaluated primarily against a custom peer group. In evaluating the performance of a fund and its manager, primary emphasis is normally placed on three-year performance, with secondary consideration of performance over longer and shorter periods. For funds that are tax-managed or otherwise have an objective of after-tax returns, performance is measured net of taxes. For other funds, performance is evaluated on a pre-tax basis. For funds with an investment objective other than total return (such as current income), consideration will also be given to the fund’s success in achieving its objective. For managers responsible for multiple funds and accounts, investment performance is evaluated on an aggregate basis, based on averages or weighted averages among managed funds and accounts. Funds and accounts that have performance-based advisory fees are not accorded disproportionate weightings in measuring aggregate portfolio manager performance.

The compensation of portfolio managers with other job responsibilities (such as heading an investment group or providing analytical support to other portfolios) will include consideration of the scope of such responsibilities and the managers’ performance in meeting them.

EVM seeks to compensate portfolio managers commensurate with their responsibilities and performance, and competitive with other firms within the investment management industry. EVM participates in investment-industry compensation surveys and utilizes survey data as a factor in determining salary, bonus and stock-based compensation levels for portfolio managers and other investment professionals. Salaries, bonuses and stock-based compensation are also influenced by the operating performance of EVM and its parent company. The overall annual cash bonus pool is based on a substantially fixed percentage of pre-bonus operating income. While the salaries of EVM’s portfolio managers are comparatively fixed, cash bonuses and stock-based compensation may fluctuate significantly from year to year, based on changes in manager performance and other factors as described herein. For a high performing portfolio manager, cash bonuses and stock-based compensation may represent a substantial portion of total compensation.


Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

REGISTRANT PURCHASES OF EQUITY SECURITIES

 

Period

   (a) Total Number of
Shares Purchased
     (b) Average Price
Paid per Share
     (c) Total Number of
Shares Purchased
as Part of Publicly
Announced
Programs
     (d) Maximum
Number of
Shares that May
Yet Be
Purchased Under
the Programs*
 

9/6/12-10/31/12

     2,644,800       $ 8.87         2,644,800         27,899,501   

 

* On August 6, 2012, the Fund’s Board of Trustees approved a share repurchase program authorizing the Fund to repurchase up to 10% of its then currently outstanding common shares in open-market transactions at a discount to net asset value. The repurchase program was announced on August 8, 2012.

Item 10. Submission of Matters to a Vote of Security Holders

No Material Changes.

Item 11. Controls and Procedures

(a) It is the conclusion of the registrant’s principal executive officer and principal financial officer that the effectiveness of the registrant’s current disclosure controls and procedures (such disclosure controls and procedures having been evaluated within 90 days of the date of this filing) provide reasonable assurance that the information required to be disclosed by the registrant has been recorded, processed, summarized and reported within the time period specified in the Commission’s rules and forms and that the information required to be disclosed by the registrant has been accumulated and communicated to the registrant’s principal executive officer and principal financial officer in order to allow timely decisions regarding required disclosure.

(b) There have been no changes in the registrant’s internal controls over financial reporting during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits

 

(a)(1)   Registrant’s Code of Ethics – Not applicable (please see Item 2).
(a)(2)(i)   Treasurer’s Section 302 certification.
(a)(2)(ii)   President’s Section 302 certification.
(b)   Combined Section 906 certification.
(c)   Registrant’s notices to shareholders pursuant to Registrant’s exemptive order granting an exemption from Section 19(b) of the 1940 Act and Rule 19b-1 thereunder regarding distributions paid pursuant to the Registrant’s Managed Distribution Plan.


Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Eaton Vance Tax-Managed Global Diversified Equity Income Fund

 

By:  

/s/ Walter A. Row, III

  Walter A. Row, III
  President
Date:   December 6, 2012

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By:  

/s/ Barbara E. Campbell

  Barbara E. Campbell
  Treasurer
Date:   December 6, 2012
By:  

/s/ Walter A. Row, III

  Walter A. Row, III
  President
Date:   December 6, 2012