Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds and the review and comment by such Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds and the Administrator: a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board; b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act; c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses; d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders; e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon; f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants; g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request; h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate; i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent; j. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund; k. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund; l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon; m. Review and provide assistance on shareholder communications; n. Maintain copies of the Fund's charter and by-laws; o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel); p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate; q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents; r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters; s. Prepare and file with the SEC Rule 24f-2 notices; and t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 16 contracts
Sources: Administration Agreement (Cohen & Steers VIF Realty Fund, Inc.), Administration Agreement (Cohen & Steers Dividend Majors Fund, Inc.), Administration Agreement (Cohen & Steers Worldwide Realty Income Fund, Inc.)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds and the review and comment by such Fund's ’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds and the Administrator:
a. Oversee the determination and publication of the Fund's ’s net asset value in accordance with the Fund's ’s policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's ’s custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's ’s expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's ’s semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's ’s periodic financial reports required to be filed with the Securities and Exchange Commission ("“SEC"”) on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's ’s investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's ’s custodian and transfer and dividend disbursing agent ("“Transfer Agent"”) as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's ’s investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's ’s officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer to the Fund's ’s officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's ’s investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's ’s charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "“President's ’s letters" ” to shareholders and "“Management's ’s Discussion of Fund Performance" ” (which shall also be subject to review by the Fund's ’s legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's ’s legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 14 contracts
Sources: Administration Agreement, Administration Agreement (Cohen & Steers MLP & Energy Opportunity Fund, Inc.), Administration Agreement (Cohen & Steers Preferred Securities & Income SMA Shares, Inc.)
Administration Services. The Administrator shall provide the following services, in each case, subject to the respective control, supervision and direction of the respective Funds Company, the Trust, Framlington and St. Clair and the review and comment by such Fund's the Funds' auditors and legal counsel and in accordance with procedures which may be established from time to time by and between the Funds Company, the Trust, Framlington and St. Clair and the Administrator:
a. Oversee the determination and publication of the Fund's Funds' net asset value in accordance with the FundCompany, the Trust, Framlington and St. Clair's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's Funds' custodian of certain books and records of the Fund Company, the Trust, Framlington and St. Clair as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Company, the Trust, Framlington and St. Clair's federal, state and local income tax returns for review by the Funds' independent accountants and filing by the Funds' treasurer;
d. Review calculation, submit for approval by officers of the Fund Funds and arrange for payment of the Fund's Funds' expenses;
d. e. Prepare for review and approval by officers of the Fund Funds financial information for the FundCompany, the Trust, Framlington and St. Clair's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Company, the FundTrust, Framlington and St. Clair's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Company, the Trust, Framlington and St. Clair as may be mutually agreed upon and not otherwise prepared by the Fund's Funds' investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's Funds' custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 3 contracts
Sources: Administration Agreement (St Clair Funds Inc), Administration Agreement (Munder Funds Trust), Administration Agreement (Munder Framlington Funds Trust)
Administration Services. The Administrator Bank shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Fund and the Company and the review and comment by such the Fund's and the Company's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund, the Company and the AdministratorBank:
a. Oversee the determination and publication of the each Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the each Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the each Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the each Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the each Fund as may be mutually agreed upon (including but not limited to performance and aged receivables) and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the each Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer to the each Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain general calendar for each Fund;
o. Maintain copies of the Fund's charter and by-lawslaws and copies of minutes of meetings of the Board of Directors of the Fund and meeting of shareholders of each Fund;
o. p. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect q. Provide limited legal services as described in the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriateFee Schedule to this Agreement;
q. r. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;; and
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator Bank shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 3 contracts
Sources: Sub Administration Agreement (Hyperion Strategic Bond Fund Inc), Sub Administration Agreement (Hyperion Total Return Fund Inc), Sub Administration Agreement (Hyperion Strategic Mortgage Income Fund Inc)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the review and comment by such Fundthe Trust's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Administrator:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and execution by the Trust's treasurer; file the Trust's federal, state and local income tax returns;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. k. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the FundTrust's officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general corporate calendar;
p. Maintain copies of the FundTrust's charter Agreement and Declaration of Trust and by-laws;
o. q. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. r. Organize, attend and prepare minutes of shareholder meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
t. Prepare performance information such as before and after-tax total returns;
u. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. v. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. w. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
x. Prepare for filing with the SEC amendments to the Trust's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. y. Prepare for filing with the SEC proxy statements; provide consultation on proxy solicitation matters;
z. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings;
aa. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to bb. Supply the specific instructions of the Fund and Trust with officers, as detailed in Schedule B to this Agreementnecessary. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 2 contracts
Sources: Administration Agreement (Met Investors Series Trust), Administration Agreement (Met Investors Series Trust)
Administration Services. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision supervision, authorization and direction of the respective Funds and Administrator and, in each case where appropriate, the review and comment by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Administrator and the Sub-Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for contained within the Fund's semi-annual and annual shareholder reports, proxy statements Form N-Q reports and other communications required or otherwise to be sent to Fund shareholdersquarterly reports (as mutually agreed upon), including tax footnote disclosures where applicable;
b. Coordinate the audit of the Fund's financial statements by the Fund's independent accountants, including the preparation of supporting audit workpapers and other schedules, and arrange for the printing and dissemination of make such reports and communications recommendations to shareholdersthe Board concerning the performance of the independent accountants as the Board may reasonably request;
e. c. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or N-1A, Form N-2 N-CSR and such other reports, forms or filings as may be mutually agreed upon;
f. d. Prepare reports relating to the business and affairs for review by an officer of the Fund as may be mutually agreed upon annual fund expense budgets, perform accrual analyses and not otherwise prepared by the Fund's investment adviserrollforward calculations and recommend changes to fund expense accruals on a periodic basis, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees arrange for payment of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and expenses, review calculations of fees paid to the Fund's investment adviser, custodian custodian, fund accountant, distributor, if any, and Transfer Agenttransfer agent, and obtain authorization of accrual changes and expense payments;
e. Provide periodic testing of portfolios with respect to compliance with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and the Fund's prospectus limitations as may be mutually agreed upon, including quarterly compliance reporting to the Fund's officers as well as preparation of Board compliance materials;
f. Prepare and disseminate vendor survey information;
g. Prepare and coordinate the filing of Rule 24f-2 notices, including coordination of payment;
h. Provide sub-certificates in connection with the certification requirements of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 with respect to the services provided by State Street;
i. Maintain certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act, as may be mutually agreed upon;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian custodian, fund accountant, distributor, and Transfer Agent transfer agent in establishing the accounting policies of the Fund;
k. Respond toPrepare agenda and background materials for Board and Committee meetings, or refer to the Fund's officers or Transfer Agentmake presentations at Board and Committee meetings where appropriate, prepare minutes and follow-up on matters raised at Board and Committee meetings and attend shareholder inquiries relating to the Fundmeetings and prepare minutes;
l. Provide periodic testing of portfolios to assist Prepare for filing with the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed uponSEC Form N-CSR;
m. Review and provide assistance on shareholder communicationsFile with the SEC Form N-PX;
n. Maintain general Board calendars and regulatory filings calendars;
o. Maintain copies of the Fund's charter and by-laws;
o. File annual p. Act as liaison to legal counsel to the Fund if desired and, where applicable, to legal counsel to the Fund's independent Board members;
q. Assist in developing guidelines and semi-annual shareholder reports procedures to improve overall compliance by the Fund;
r. Assist the Fund in the handling of routine regulatory examinations and work closely with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel)counsel in response to any non-routine regulatory matters;
p. s. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines t. Prepare performance information such as before and procedures to improve overall compliance by the Fund and its various agentsafter-tax total returns;
r. Counsel u. Coordinate with insurance providers, including soliciting bids for Directors & Officers/Errors & Omissions insurance and assist fidelity bond coverage, file fidelity bonds with the Fund in the handling of routine regulatory examinations SEC and work closely with make related Board presentations;
v. Compute tax basis provisions for both excise and income tax purposes;
w. Prepare each Fund's federal, state, and local income tax returns and extension requests for review by the Fund's legal counsel in response to any nonindependent accountants and execution by the Fund's treasurer; and file tax returns, including Form 1120-routine regulatory mattersRIC, Form 8613 and Form 1099-MISC; Coordinate Form 1099-DIV mailings on the Form 1099-DIV;
s. Prepare x. Review periodic income distribution calculations and file with the SEC Rule 24f-2 noticesannual minimum distribution calculations (income and capital gain) prior to their declaration; and
t. Perform Blue Sky y. Supply the Fund with officers, as necessary. The Sub-Administrator shall perform such other services pursuant for the Fund that are mutually agreed to by the parties from time to time, for which the Fund will pay such fees as may be mutually agreed upon, including the Sub-Administrator's reasonable out-of-pocket expenses. The provision of such services shall be subject to the specific instructions terms and conditions of the Fund and as detailed in Schedule B to this Agreement. The Sub-Administrator shall provide the office facilities and the personnel required determined by it to perform the services contemplated herein.
Appears in 2 contracts
Sources: Sub Administration Agreement (Travelers Series Trust), Sub Administration Agreement (Travelers Series Trust)
Administration Services. The Administrator shall provide the following services, in each case, services subject to the control, supervision and direction of the respective Funds Fund and the to review and comment correction by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
b. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund Fund, the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountantsauditors;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, the custodian and Transfer Agentthe transfer agent;
j. h. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent transfer agent in establishing the accounting policies of the Fund;
k. i. Respond to, to or refer to the Fund's officers or Transfer Agenttransfer agent, shareholder inquiries relating to the Fund;
l. j. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review k. Prepare Rule 24f-2 Notices; and
l. Prepare and provide assistance on shareholder communications;
n. Maintain copies file all state registrations of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and securities as detailed in Schedule B C to this Agreement. The Administrator shall will also provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator Bank shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the Company and the review and comment by such Fund's the Trust’s and the Company’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust, the Company and the AdministratorBank:
a. Oversee the determination and publication of the Fund's Trust’s net asset value in accordance with the Fund's Trust’s policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's Trust’s custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust’s federal, state and local income tax returns for review by the Trust’s independent accountants and filing by the Trust’s treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the Fund's Trust’s expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the Fund's Trust’s semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the Fund's Trust’s periodic financial reports required to be filed with the Securities and Exchange Commission ("“SEC"”) on Form N-SAR and Form N-Q and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the Fund's Trust’s investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's Trust’s custodian and transfer and dividend disbursing agent ("“Transfer Agent"”) as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the Fund's Trust’s investment adviser, custodian and Transfer Agent;
j. k. Consult with the Fund's Trust’s officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the Fund's Trust’s officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the Fund's Trust’s investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general calendar for the Trust;
p. Maintain copies of the Fund's Trust’s charter and by-lawslaws and copies of minutes of meetings of the Board of Trustees of the Trust and meeting of shareholders of the Trust;
o. q. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "“President's ’s letters" ” to shareholders and "“Management's ’s Discussion of Fund Trust Performance" ” (which shall also be subject to review by the Fund's Trust’s legal counsel);
p. r. Organize, attend and prepare minutes of shareholder meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust’s investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust’s independent Board members;
t. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. u. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. v. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the Fund's Trust’s legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust’s legal counsel:
w. Prepare and file with the SEC amendments to the Trust’s registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. x. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings; and
z. Prepare and file with the SEC Rule 24f-2 notices; and.
t. aa. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Administrator Bank shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Sub Administration Agreement (Sa Funds Investment Trust)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the review and comment by such Fundthe Trust's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Administrator:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 ActAct [why is the administrator overseeing this? Shouldn't this just be in the Custody Contract?];
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholdersTrust interest holders, and arrange for the printing and dissemination of such reports and communications to shareholdersrecord and beneficial shareholders through The Depository Trust Company;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Prepare recommendations as to each Fund's income and capital gains available for distribution; calculate such distributions for each Fund in accordance with applicable regulations and the distribution policies set forth in the Trust's registration statement, and assist Trust management in making final determination of distribution amounts;
i. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. j. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. k. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. l. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. m. Respond to, or refer to the FundTrust's officers or the Distributor or the Transfer Agent, shareholder inquiries relating to the FundTrust;
l. n. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. o. Review and provide assistance on shareholder communications;
n. p. Maintain general corporate calendar;
q. Maintain copies of the FundTrust's charter Declaration of Trust and by-laws;
o. r. File annual and semi-annual shareholder interest holder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders interest holders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. s. Organize, attend and prepare minutes of shareholder meetings;
t. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
u. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. v. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. w. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
x. Prepare and file with the SEC amendments to the Trust's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. y. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
z. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and address follow-up on matters raised at Board meetings;
aa. Prepare and file with the SEC Rule 24f-2 notices; and
t. bb. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (State Street Institutional Investment Trust)
Administration Services. The Administrator Ultimus shall provide the following Fund with regulatory reporting services; shall provide all necessary office space, in each caseequipment, subject to personnel, compensation and facilities for handling the control, supervision and direction of the respective Funds and the review and comment by such Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds and the Administrator:
a. Oversee the determination and publication affairs of the Fund's net asset value in accordance ; and shall provide such other services as the Fund may request that Ultimus perform consistent with its obligations under this Agreement. Without limiting the generality of the foregoing, Ultimus shall:
(a) Consult with the Fund's policy as adopted from time to time by ’s officers, registered independent public accounting firm, legal counsel, custodian, accounting agent and transfer agent in establishing and maintaining the Boardaccounting policies of the Fund;
b. (b) Oversee the maintenance by the Fund's ’s custodian of certain books and records of the Fund as required under Rule 31a-1(bthe 1940 Act and maintain (or oversee maintenance by such other persons as approved by the Board) such other books and records (other than those maintained by the investment adviser and other Fund service providers) required by law or for the proper operation of the 1940 ActFund;
c. (c) Review calculation, submit for approval by officers the appropriateness of the Fund and arrange for the payment of the Fund's ’s expenses;
d. (d) Oversee and review calculations of fees paid to Ultimus, the Fund’s investment adviser, its custodian, and any other service providers of the Fund as determined and recorded by the Fund’s accounting agent;
(e) Prepare, maintain and disseminate total return performance calculations on at least a quarterly basis;
(f) Prepare for review and approval by officers of the Fund Fund, financial information for the Fund's ’s quarterly, semi-annual, annual and annual other periodic reports, proxy statements and other communications with shareholders required or otherwise to be sent to Fund the Fund’s shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. (g) Prepare for review by an officer of and legal counsel for the Fund the Fund's , the Fund’s periodic financial reports required to be incorporated into and filed with the Securities and Exchange Commission ("“SEC"”) on Form N-Q, Form N-CSR. Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings filings, as may be mutually agreed upon;
f. (h) Prepare the financial information for certain SEC filings (e.g., proxy statements), review such filings as prepared by the Fund’s counsel in their entirety and provide comments to the Fund’s management and other appropriate parties (e.g., legal counsel);
(i) Provide information to assist in the preparation and the filing of the Fund’s federal, state and local income tax returns and any other required tax return;
(j) Prepare, distribute and file with the Internal Revenue Service, Form 1099-MISC for payments made to the Fund’s directors, legal counsel and independent registered public accounting firm, as applicable;
(k) Ensure proper notification accompanying dividend and distribution payment(s), if applicable, and year-end reporting of such dividends and distributions;
(l) Develop and implement procedures to assist the investment adviser in monitoring, on a periodic basis, compliance with regulatory requirements and the Fund’s investment objectives, policies and restrictions as set forth in the Fund’s prospectus and as amended by the Board and by the Fund’s shareholders;
(m) Review implementation of any stock purchase or dividend reinvestment programs authorized by the Board;
(n) Review of dividend and distribution notifications sent to Fund shareholders;
(o) Assist the Fund in obtaining any required insurance;
(p) File with the SEC the fidelity bond and arrange for the preparation of a memorandum or other appropriate correspondence that outlines the terms and conditions of such policy;
(q) Prepare such financial information reports as may be required by any stock exchange or exchanges on which the Fund’s shares are listed;
(r) Monitor any share repurchase program the Fund may engage in, including the timely reporting of such information to any stock exchange or exchanges on which the Fund’s shares are listed;
(s) Draft the notice and agenda for any regularly scheduled board meetings, audit committee meeting or other meetings of committees of the board. Such notices and agendas will be subject to the approval of Fund counsel and Fund management prior to the distribution to the Board or any committee members thereof;
(t) Assist Fund management and Fund counsel in the coordination of the production and distribution of the board materials to the directors, officers and other directly-interested parties (e.g., legal counsel, independent registered public accounting firm) and provide meeting facilities, if necessary;
(u) Review drafts of the minutes of meetings of the Board (including committees thereof) and shareholder meetings as prepared by Fund counsel or other competent parties, incorporating comments and revisions received from Fund management, Fund counsel and other interested parties;
(v) Manage the process with respect to the shareholder meetings. Specifically, arrange for the solicitation of proxies (including engaging a proxy solicitor), oversee the tabulation of votes, and provide the meeting facilities, if necessary;
(w) Gather news and market updates on the Fund;
(x) Respond to or refer to the Fund’s officers or its transfer agent, shareholder inquiries relating to the Fund;
(y) Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise appropriately prepared by the Fund's ’s investment adviser, its custodian, transfer agent, legal counsel or independent accountantsregistered public accounting firm;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. (z) Make such reports and recommendations to the Board concerning the performance and fees fees’ of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") ’s other service providers as the Board may reasonably request or deems deem appropriate;
i. Oversee (aa) Provide communication and review calculations of fees paid coordination services with regard to the Fund's ’s investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's officers, independent accountants, legal counselits transfer agent, custodian and Transfer Agent in establishing other service providers that render recordkeeping or shareholder communication services to the Fund; and
(bb) Provide such assistance to the Fund’s investment adviser, its custodian, transfer agent, legal counsel and independent registered public accounting policies firm as generally may be required to properly carry on the business and operations of the Fund;
k. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Closed End Fund Services Agreement (Kayne Anderson MLP Investment CO)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision control and direction of the respective Funds Advisors and the review and comment by such the Fund's auditors independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Funds Advisors and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income and excise tax returns for review by Advisors and the Fund's independent accountants and officers and filing by a Fund officer or representative;
d. Review calculationcalculation and appropriateness, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by Advisors and officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange consult with Advisors regarding arrangements for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer Advisors and officers of and legal counsel for the Fund Fund: (1) the Fund's periodic financial reports required to be filed with the U.S. Securities and Exchange Commission ("SEC") on Form N-SAR and file thereafter; and (2) financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare and distribute reports to Advisors and officers of the Fund relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountantsupon;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably requestrequest or deems appropriate;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to and any out-of-pocket expenses charged by the Fund's investment advisermanager, custodian and Transfer Agent;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. n. Provide periodic testing of portfolios as may be mutually agreed upon, to assist the Fund's investment adviser manager in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review limitations, prepare and provide assistance on shareholder communications;
n. Maintain copies disseminate to the officers of the Fund and Advisors reports providing the results of such testing, prepare and distribute to Advisors and officers of the Fund for review, reports determining the amount, if any, of the Fund's charter required annual distribution to shareholders and by-lawsprepare and disseminate to the officers of the Fund and Advisors such other reports as may be agreed upon from time to time and as are set forth in Schedule D to this Agreement. Details of the scope of the services provided by the Administrator hereunder shall be documented in the Fund Profile as agreed to by Advisors and the Administrator from time to time;
o. Arrange for the filing with the SEC by means of the electronic data gathering and receiving system ("▇▇▇▇▇") amendments to the Fund's registration statement, including updates to the Prospectus and Statement of Additional Information and proxy material, where applicable. Unless otherwise agreed upon between Advisors and the Administrator, the Administrator's sole responsibility with respect to such filings will be to deliver the documents to be filed to a financial printer or other service provider selected or approved by Advisors and to communicate to such financial printer or service provider Advisors' instructions with respect to such filings. Any such financial printer or service provider shall not be deemed to be employed by or associated with the Administrator for purposes of Section 6 of this Agreement and the Administrator shall have no responsibility for the acts or omissions of such financial printer or service provider; Subject to review and comment by the Fund's legal counsel:
p. Make Board presentations where appropriate;
q. Prepare for review by Advisors and officers of the Fund and file or assist in filing thereafter Rule 24f-2 notices with the SEC;
r. Prepare and file all state Notice and any other filings in connection with the offer or sale of the Fund's shares pursuant to the specific instructions of Advisors as detailed in Schedules B and C to this Agreement and as such Schedule C is amended from time to time and provide Advisors with reports on the sale of the Fund's shares in each respective state such shares are offered or sold;
s. File by means of ▇▇▇▇▇ or other appropriate means annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);and
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist t. Assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision control and direction of the respective Funds Fund and the review and comment by such the Fund's auditors independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income and excise tax returns for review by the Fund's independent accountants and officers and filing by a Fund officer or representative;
d. Review calculationcalculation and appropriateness, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange consult with Advisors regarding arrangements for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer officers of and legal counsel for the Fund Fund: (1) the Fund's periodic financial reports required to be filed with the U.S. Securities and Exchange Commission ("SEC") on Form N-SAR and file thereafter; and (2) financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare and distribute reports to officers of the Fund relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably requestupon;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to and any out-of-pocket expenses charged by the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios as may be mutually agreed upon, to assist the Fund's investment adviser manager in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review limitations, prepare and provide assistance on shareholder communications;
n. Maintain copies disseminate to the officers of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Tiaa Cref Institutional Mutual Funds)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds each Fund and the review and comment by such each Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds each Fund and the Administrator:
a. Oversee the determination and publication of the each Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the each Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare each Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
d. Review calculation, submit for expense calculation and perform expense allocation subject to approval by officers of the each Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by officers of the each Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund each Fund, the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information (in a camera ready format) required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the each Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the each Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the each Fund's investment adviser, the custodian and the Transfer Agent;
j. k. Consult with the each Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, to or refer to the each Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. n. Provide periodic testing of portfolios to assist the each Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel)Prepare Rule 24f-2 notices;
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services all state registrations of each Fund's securities pursuant to the specific instructions of the Fund and as detailed in Schedule B C to this Agreement;
q. Monitor the amount of Fund shares sold in each jurisdiction in which such shares are registered and notify the Fund when a specified percentage of such shares (as determined by the Fund's distributor) has been sold; and
r. Assist the Fund in determining the amount of Fund shares to register in each jurisdiction. The Administrator shall will also provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Crabbe Huson Real Estate Investment Fund Inc)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Fund and the review and comment by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value for each Investment Fund in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the each Investment Fund's custodian of certain books and records of the that Investment Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare each Investment Fund's federal, state and local income tax returns for review by the Investment Fund's independent accountants and filing by the Fund's treasurer;
d. Review calculation, submit expense calculation and perform expense allocation for each Investment Fund subject to approval by officers of the Fund and arrange for payment of the each Investment Fund's expenses;
d. e. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Fund, the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information (in a camera ready and ▇▇▇▇▇ format) required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the each Investment Fund as may be mutually agreed upon and not otherwise prepared by the each Investment Fund's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the each Investment Fund's investment adviser, the custodian and the Transfer Agent;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the each Investment Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, to or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the any Investment Fund;
l. n. Provide periodic testing of portfolios to assist the each Investment Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund each Investment Fund's prospectus limitations as may be mutually agreed upon;
m. Review o. Prepare and provide assistance on shareholder communicationsfile Rule 24f-2 notices;
n. Maintain copies p. Prepare and file all state registrations of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services securities pursuant to the specific instructions of the Fund and as detailed in Schedule B C to this Agreement;
q. Monitor the amount of Fund shares sold in each jurisdiction in which such shares are registered and notify the Fund when a specified percentage of such shares (as determined by the fund's distributor) has been sold; and
r. Assist the Fund in determining the amount of Fund shares to register in each jurisdiction. The Administrator shall will also provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Crabbe Huson Small Cap Fund)
Administration Services. The Administrator Bank shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the Company and the review and comment by such Fundthe Trust's and the Company's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust, the Company and the AdministratorBank:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. k. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the FundTrust's officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general corporate calendar;
p. Maintain copies of the FundTrust's charter and by-laws;
o. q. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. r. Organize, attend and prepare minutes of shareholder meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
t. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. u. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. v. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
w. Prepare and file with the SEC amendments to the Trust's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. x. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings; and
z. Prepare and file with the SEC Rule 24f-2 notices; and.
t. aa. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Administrator Bank shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Sub Administration Agreement (RWB Funds Investment Trust)
Administration Services. The Administrator Bank shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the Company and the review and comment by such Fundthe Trust's and the Company’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust, the Company and the AdministratorBank:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. k. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the FundTrust's officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general calendar for the Trust;
p. Maintain copies of the FundTrust's charter and by-lawslaws and copies of minutes of meetings of the Board of Trustees of the Trust and meeting of shareholders of the Trust;
o. q. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. r. Organize, attend and prepare minutes of shareholder meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
t. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. u. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. v. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
w. Prepare and file with the SEC amendments to the Trust's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. x. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings; and
z. Prepare and file with the SEC Rule 24f-2 notices; and.
t. aa. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Administrator Bank shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Sub Administration Agreement (Sa Funds Investment Trust)
Administration Services. The Administrator Bank shall provide the following services, in each casecase where appropriate, subject to the control, supervision and direction of the respective Funds and the Company and the review and comment by such Fund's the Funds' auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Funds, the Company and the Administrator:Bank: Fund Administration Treasury Services -------------------------------------
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for the review and approval by officers designated officer(s) of the Fund Funds financial information for regarding the Fund's Funds that will be included in the Funds' semi-annual and annual shareholder reports, proxy statements Form N-Q reports and other communications required or otherwise to be sent to Fund shareholdersquarterly reports (as mutually agreed upon), including tax footnote disclosures where applicable;
b. Coordinate the audit of the Funds' financial statements by the Funds independent accountants, including the preparation of supporting audit workpapers and other schedules, and arrange for the printing and dissemination of make such reports and communications recommendations to shareholdersthe Board (or the Audit Committee of the Board ("Audit Committee")) concerning the performance of the independent accountants as the Board or the Audit Committee may reasonably request;
e. c. Prepare for the review by an officer designated officer(s) of and legal counsel for the Fund Funds the Fund's Funds' periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") SEC on Form N-SAR and financial information required by Form N-1A or N-1A, Form N-2 N-2, proxy statements and such other reports, forms or filings as may be mutually agreed upon;
f. d. Prepare reports relating to for the business and affairs review by designated officer(s) of the Fund as may be mutually agreed upon Funds annual fund expense budgets, perform accrual analyses and not otherwise prepared by the Fund's investment adviserrollforward calculations and recommend changes to fund expense accruals on a periodic basis, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance arrange for payment of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and Funds' expenses, review calculations of fees paid to the Fund's Funds' investment adviser, custodian custodian, fund accountant, distributor and Transfer Agenttransfer agent, and obtain authorization of accrual changes and expense payments;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. e. Provide periodic testing of portfolios the Funds with respect to assist compliance with the Fund's investment adviser in complying with Internal Revenue Code Code's mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations for the Funds contained in the respective Registration Statements for the Funds as may be mutually agreed upon, including quarterly compliance reporting to the designated officers of the Funds as well as preparation of Board compliance materials;
f. Prepare and furnish total return performance information for the Funds, including such information on an after-tax basis, calculated in accordance with applicable U.S. securities laws and regulations, as may be reasonably requested by Company management;
g. Prepare and disseminate vendor survey information;
h. Prepare and coordinate the filing of Rule 24f-2 notices, including coordination of payment;
i. Provide sub-certificates in connection with the certification requirements of the Sarbanes-Oxley Act of 2002 with respect to the serv▇▇▇▇ ▇▇▇▇▇▇▇▇ by the Bank;
j. Maintain certain books and records of the Funds as required under Rule 31a-1(b) of the 1940 Act, as may be mutually agreed upon;
m. Review k. Consult with the Funds' officers, independent accountants, legal counsel, custodian, fund accountant, distributor, and provide assistance on shareholder communicationstransfer agent in establishing the accounting policies of the Funds;
n. Maintain copies l. Oversee the determination and publication of the each Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports net asset value in accordance with the appropriate regulatory agencies; review text of "Presidentsuch Fund's letters" policies in respect thereof as adopted from time to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review time by the Board of such Fund's legal counsel);; Fund Administration Blue Sky Services -------------------------------------
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. m. Perform Blue Sky services pursuant to the specific instructions of the Fund and Funds' officers as detailed in Schedule B hereto; Fund Administration Legal Services ----------------------------------
n. Prepare for filing with the SEC proxy statements for the Funds and arrange for the printing and dissemination of such reports and communications to shareholders; Fund Administration Tax Services --------------------------------
o. Compute tax basis provisions for both excise and income tax purposes;
p. Prepare the Funds' federal, state, and local income tax returns and extension requests for review and for execution and filing by each Fund's independent accountants and execution and filing by each Fund's treasurer, including Form 1120-RIC, Form 8613 and Form 1099-MISC;
q. Preparation of required information for shareholder reporting and coordinate Form 1099-DIV mailings;
r. Review of regulated investment company qualification tests as prepared by the Bank's fund administration personnel; and
s. Tax consulting. The Bank shall perform such other services for the Company that are mutually agreed to by the parties from time to time, for which the Company will pay such fees as may be mutually agreed upon, including the Bank's reasonable out-of-pocket expenses. The provision of such services shall be subject to the terms and conditions of this Agreement. The Administrator Bank shall provide the office facilities and the personnel required determined by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Sub Administration Agreement (Morgan Keegan Select Fund Inc)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision authorization and direction of the respective Funds and Trust and, in each case where appropriate, the review and comment by such Fund's auditors the Trust’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Administrator:
a. Oversee Prepare for the determination and publication review by designated officer(s) of the Fund's net asset value Funds financial information regarding the Funds that will be included in accordance with the Fund's policy Funds’ semi-annual and annual shareholder reports, Form N-Q reports and other quarterly reports (as adopted from time to time by the Boardmutually agreed upon), including tax footnote disclosures where applicable;
b. Oversee Coordinate the maintenance audit of the Funds’ financial statements by the Fund's custodian Funds’ independent accountants, including the preparation of supporting audit workpapers and other schedules;
c. Prepare for the review by designated officer(s) of the Funds the Funds’ periodic financial reports required to be filed with the SEC on Form N-SAR, if applicable;
d. Prepare for the review by designated officer(s) of the Funds’ annual fund expense budgets, perform accrual analyses and roll forward calculations and recommend changes to fund expense accruals on a periodic basis
e. Prepare and disseminate vendor survey information;
f. Prepare and coordinate the filing of Rule 24f-2 notices, including coordination of payment;
g. Provide sub-certificates in connection with the certification requirements of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 with respect to the services provided by the Accounting Agent;
h. Maintain certain books and records of the Fund Funds as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's Funds’ officers, independent accountants, legal counsel, custodian custodian, fund accountant, distributor and Transfer Agent transfer agent in establishing the accounting policies of the FundFunds;
k. Respond toj. Prepare and furnish periodic portfolio data reporting including monthly internal and external portfolio data construction reporting, including top ten holdings reports, country and currency breakdown, industry/sector concentration, top issuers, credit quality and other statistical data as mutually agreed; Tax services, as described in this Agreement, do not include identification of passive foreign investment companies, qualified interest income securities or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirementsSection 1272(a)(6) tax calculations for asset backed securities. The Administrator shall perform such other services for the Trust that are mutually agreed to by the parties from time to time, for which the requirements of the 1940 Act and Fund prospectus limitations Trust will pay such fees as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies , including the Administrator’s reasonable out-of-pocket expenses. The provision of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which such services shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness terms and conditions of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required determined by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (AB Multi-Manager Alternative Fund)
Administration Services. The Administrator shall provide the following services, in each case, case subject to the control, supervision and direction of the respective Funds Fund and the review and comment by such Fund's the auditors and legal counsel for the Fund and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
b. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
c. Review calculationReview, calculate, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, with shareholders and arrange for the printing and dissemination of such reports and communications to with shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund Fund, the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and Form N-Q, financial information required by Form N-1A or Form N-2 N-2, and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviseradvisers, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agenttransfer agent;
j. h. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent transfer agent in establishing the accounting policies of the Fund;
k. i. Respond to, to or refer to the Fund's officers or Transfer Agenttransfer agent, shareholder inquiries relating to the Fund;
l. j. Provide periodic testing of portfolios the Fund's portfolio to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;; and
m. k. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance implementation by the Fund and its various agents;
r. Counsel and assist of any dividend reinvestment programs authorized by the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this AgreementBoard. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Lazard Global Total Return & Income Fund Inc)
Administration Services. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Administrator and the Fund and the review and comment by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund, the Administrator, and the Sub- Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer; 4
d. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. n. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject Subject to review and comment by the Fund's legal counsel);:
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. o. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services p. Prepare and file state registrations of the Fund's securities pursuant to the specific instructions of the Fund and as detailed in Schedule B C to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision control and direction of the respective Funds Advisors and the review and comment by such the Fund's auditors independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Funds Advisors and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income and excise tax returns for review by Advisors and the Fund's independent accountants and officers and filing by a Fund officer or representative;
d. Review calculationcalculation and appropriateness, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by Advisors and officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange consult with Advisors regarding arrangements for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer Advisors and officers of and legal counsel for the Fund Fund: (1) the Fund's periodic financial reports required to be filed with the U.S. Securities and Exchange Commission ("SEC") on Form N-SAR and file thereafter; and (2) financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare and distribute reports to Advisors and officers of the Fund relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountantsupon;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably requestrequest or deems appropriate;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to and any out-of-pocket expenses charged by the Fund's investment adviser, custodian manager and Transfer Agentcustodian;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and transfer and dividend disbursing agent ("Transfer Agent Agent") in establishing the accounting policies of the Fund;
k. Respond to, or refer to l. Review implementation of any dividend reinvestment programs authorized by the Fund's officers or Transfer Agent, shareholder inquiries relating to the FundBoard;
l. m. Provide periodic testing of portfolios as may be mutually agreed upon, to assist the Fund's investment adviser manager in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review limitations, prepare and provide assistance on shareholder communications;
n. Maintain copies disseminate to the officers of the Fund and Advisors reports providing the results of such testing, prepare and distribute to Advisors and officers of the Fund for review, reports determining the amount, if any, of the Fund's charter required annual distribution to shareholders and by-lawsprepare and disseminate to the officers of the Fund and Advisors such other reports as may be agreed upon from time to time and as are set forth in Schedule B to this Agreement. Details of the scope of the services provided by the Administrator hereunder shall be documented in the Fund Profile as agreed to by Advisors and the Administrator from time to time;
n. Arrange for the filing with the SEC by means of the electronic data gathering and receiving system ("EDGA▇") ▇mendments to the Fund's registration statement, including updates to the Prospectus and Statement of Additional Information and proxy material, where applicable. Unless otherwise agreed upon between Advisors and the Administrator, the Administrator's sole responsibility with respect to such filings will be to deliver the documents to be filed to a financial printer or other service provider selected or approved by Advisors and to communicate to such financial printer or service provider Advisors' instructions with respect to such filings. Any such financial printer or service provider shall not be deemed to be employed by or associated with the Administrator for purposes of this Agreement and the Administrator shall have no responsibility for the acts or omissions of such financial printer or service provider; Subject to review and comment by the Fund and the Fund's legal counsel:
o. Make Board presentations where appropriate;
p. Prepare for review by Advisors and officers of the Fund and file or assist in filing thereafter Rule 24f-2 notices with the SEC;
q. File by means of EDGA▇ ▇▇ other appropriate means annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;and
r. Counsel and assist Assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Fund and the review and comment by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the BoardBoard and as may be set forth in the Fund's prospectus and statement of additional information;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
d. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the Fund's investment adviser, subadvisers, custodian and Transfer Agent;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. n. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. o. Review and provide assistance on shareholder communications;
n. p. Maintain general corporate calendar;
q. Maintain copies of the Fund's charter and by-laws;
o. r. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. s. Organize, attend and prepare minutes of shareholder meetings;
t. Provide consultation on regulatory matters relating to portfolio management, Fund operations and any potential changes in the Fund's investment policies, operations or structure; act as liaison to legal counsel to the Fund and, where applicable, to legal counsel to the Fund's independent Board members;
u. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. v. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. w. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Fund's legal counsel:
x. Prepare and file with the SEC amendments to the Fund's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. y. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
z. Prepare agenda and background materials for Board meetings, attend Board meetings, prepare minutes and follow-up on matters raised at Board meetings; and
aa. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Board of Trustees of the Trust and FCM and the review and comment by such Fundthe Trust's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Sub-Administrator:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. k. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the FundTrust's officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general corporate calendar;
p. Maintain copies of the FundTrust's charter and by-laws;
o. File q. Prepare and file annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. r. Organize, attend and prepare minutes of shareholder and audit committee meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
t. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. u. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. v. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
w. Prepare and file with the SEC amendments to the Trust's registration statement, including updating prospectus(es) and Statement(es) of Additional Information, where applicable;
s. x. Prepare and file with the SEC proxy statements and provide consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board and Audit Committee meetings;
z. Prepare and file with the SEC Rule 24f-2 notices; and
t. aa. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Sub-Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator shall provide the following servicesservice, in each case, subject to the control, supervision and direction of the respective Funds and the review and comment by such Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
b. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
c. Review the calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses, calculate expense ratios and recommend expense adjustments;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements, prospectuses, statements of additional information, and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid by the Fund (or out of the advisory fee) to the Fund's investment adviser, custodian and any sub-adviser, co-administrator, distributor, custodian, Transfer Agent, and other service providers;
j. i. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, or refer j. Refer to the Fund's officers or Transfer Agent, shareholder shareholders inquiries relating to the Fund;
l. k. Provide periodic monthly testing of portfolios to assist the Fund's investment adviser Fund in complying with Internal Revenue Code mandatory qualification requirements, and daily testing of portfolios to assist the Fund in complying with the requirements of the 1940 Act and Fund prospectus prospectus/statement of additional information limitations as may be mutually agreed upon;
m. l. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. m. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" letters to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. n. Prepare and furnish the Fund (at the Fund's request) with portfolio turnover rate and performance information (including total return information), including such information on an after-tax basis, calculated in accordance with applicable U.S. securities laws and reporting to external databases such information as may reasonably be requested;
o. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. p. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. q. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
r. Attend Board meetings at the request of Fund officers;
s. Prepare and file with the SEC Rule 24f-2 notices;
t. Prepare quarterly broker security transactions summaries; and
t. Perform Blue Sky u. Provide such services pursuant ancillary to the specific instructions of the Fund and above as detailed in Schedule B are typically provided by administrators to this Agreementinvestment companies which are agreed to by all parties hereto. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Co Administration Agreement (Credit Suisse Strategic Small Cap Fund Inc)
Administration Services. The Administrator Ultimus shall provide the following Fund with regulatory reporting services; shall provide all necessary office space, equipment, personnel, compensation and facilities for handling the affairs of the Fund; and shall provide such other services as the Fund may request that Ultimus perform consistent with its obligations under this Agreement. Without limiting the generality of the foregoing, Ultimus shall:
(a) Calculate Fund expenses and administer all disbursements for the Fund, and as appropriate, compute the Fund's yields, total return, expense ratios and portfolio turnover rate;
(b) Prepare and coordinate, in each caseconsultation with Fund counsel, subject prospectuses, statements of additional information, supplements, registration statements, Schedules TO, and, if requested and pursuant to mutually acceptable terms, proxy/information statements and related communications with unitholders;
(c) Prepare such reports, notice filing forms and other documents (including reports regarding the sale and redemption of units of the Fund as may be required in order to comply with federal and state securities law) as may be necessary or desirable to make notice filings relating to the control, supervision and direction of the respective Funds and the review and comment by such Fund's auditors units with state securities authorities, monitor the sale of Fund units for compliance with state securities laws, and legal counsel and in accordance file with procedures which the appropriate state securities authorities the compliance filings as may be established from time necessary or convenient to time between enable the Funds Fund to make a continuous offering of its units;
(d) Develop and prepare, with the Administrator:
a. Oversee the determination and publication assistance of the Fund's net asset value in accordance with investment adviser, communications to unitholders, including the annual report to unitholders, and coordinate the mailing of prospectuses, statements of additional information and supplements thereto, notices, semi-annual reports, tender offer materials, and proxy statements and related information to Fund unitholders;
(e) Administer contracts on behalf of the Fund with, among others, the Fund's policy as adopted from time to time by the Boardinvestment adviser(s), distributor and custodian;
b. Oversee the maintenance by the Fund's custodian of certain books and records (f) Calculate performance data of the Fund as required under Rule 31a-1(b) of for dissemination to information services covering the 1940 Actinvestment company industry;
c. Review calculation, submit for approval by officers (g) Assist the Trust’s independent public accountants with the preparation and filing of the Fund and arrange for payment all of the Fund's expensestax returns and prepare and mail annual Forms 1099, Forms W-2P and Forms 5498 to unitholders, with a copy to the Internal Revenue Service;
d. Prepare for review (h) Assist with the layout and approval by officers coordinate the printing of the Fund financial information for prospectuses and supplements thereto, and assist with and coordinate layout and printing of the Fund's semi-annual and annual reportsreports to unitholders;
(i) Provide individuals reasonably acceptable to the Fund's Board of Trustees (the “Board”) to serve as: (i) the Fund’s Anti-Money Laundering Officer (the “Fund AML Officer”) and to perform the duties of the Fund AML Officer as set forth in the Fund’s Anti-Money Laundering Program; (ii) the Fund’s Secretary and to perform the duties of the Fund’s Secretary as set forth in the By-Laws and herein: and (iii) other administrative officers, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange at the request for the printing and dissemination of such reports and communications to shareholdersFund;
e. Prepare for review by an officer (j) Advise the Fund and the Board on matters concerning the Fund and its affairs, including making recommendations regarding dividends and distributions;
(k) Obtain and keep in effect on behalf of the Fund fidelity bonds and legal counsel directors and officers/errors and omissions insurance policies for the Fund in accordance with the requirements of the 1940 Act and as such bonds and policies are approved by the Board;
(l) Monitor and advise the Fund on its registered investment company status under the Internal Revenue Code of 1986;
(m) Assist the Trust’s investment adviser(s) and the Fund’s Chief Compliance Officer (the “CCO”) in monitoring and advising the Fund on compliance with applicable limitations as imposed by the 1940 Act and the rules and regulations thereunder or set forth in the Fund's periodic financial reports required then current Prospectus or Statement of Additional Information;
(n) Provide such internal legal services as are requested by the Fund including, but not limited to, the coordination of meetings and preparation of materials for the Board and Board committee meetings and meetings of the Fund’s unitholders. Among other things, Ultimus shall be responsible for: (ii) the preparation of agendas, resolutions and minutes for meetings of the Board, each Board committee, and the unitholders; (ii) the coordination of delivery of Morningstar (or similar, industry-recognized) analyses of fund expenses and performance relative to benchmarks and to comparable funds to assist the Board in meeting its obligations under Section 15(c ) of the 1940 Act; (iii) the coordination of delivery of director compensation data relative to comparable funds to assist the Board in connection with its consideration of Trustee compensation matters; (iv) the solicitation of proposals for fidelity bond and directors and officers errors and omissions insurance; (v) the preparation and/or coordination of the delivery of materials requested by the Fund to be filed included in Board, Board committee and unitholder meeting materials; (vi) the dissemination or coordination of dissemination of Board, Board committee and unitholder meeting materials; (vii) the provision of one or more employees reasonably satisfactory to the Board to attend meetings of the Board, any Board committee or unitholder meeting and to record minutes with respect to such meetings; and (viii) the maintenance of a calendar of scheduled meetings of the Board;
(o) Cooperate with, and take all reasonable actions in the performance of its duties under this Agreement to ensure that all necessary information is made available to, the Fund's independent public accountants in connection with the preparation of any audit or report requested by the Fund;
(p) Coordinate examinations of the Fund by the Securities and Exchange Commission ("the “SEC"”) or other regulatory authorities, including: (i) compiling data and other information in response to requests for information; (ii) preparing, in consultation with Fund counsel, the Fund’s responses to general communications from the SEC and other regulatory authorities as well as communications from such entities in connection with examinations; (iii) communicating with the Fund to provide status updates; and (iv) take all reasonable actions in the performance of its duties under this Agreement to ensure that the necessary information is made available to the Securities and Exchange Commission (the “SEC”) or any other regulatory authority in connection with any regulatory audit of the Fund or the investment adviser of the Fund;
(q) Perform all administrative services and functions of the Fund to the extent administrative services and functions are not provided to the Fund by other agents of the Fund;
(r) Prepare and file with the SEC the reports for the Fund on Forms N-CSR, N-Q, N-SAR, Form N-SAR PX and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed uponfidelity bond filings;
f. Prepare reports relating (s) Furnish advice and recommendations with respect to other aspects of the business and affairs of the Fund as may the Fund and Ultimus shall determine desirable;
(t) Ultimus shall (i) promptly notify the CCO and Fund counsel of any material violation of law known to Ultimus by the Fund and (ii) at such times as determined appropriate by Ultimus, notify the Board of any other material violation of law by Ultimus, relevant to the Fund, of which Ultimus becomes aware in providing the services, including as a result of information generated by Ultimus, detected through Ultimus’ internal or external audit procedures or provided to Ultimus by other service providers to the Fund or any Ultimus subcontractor;
(u) Ultimus shall, subject to the approval of the Board, make available qualified persons who are competent and knowledgeable regarding the management and internal controls of the Fund to serve as (i) the Fund’s Principal Financial Officer (“PFO”), who will have the authority normally incident to such office, including the authority to execute documents required to be mutually agreed upon executed by the PFO; and not otherwise prepared (ii) the Fund’s Treasurer, who will have the authority normally incident to such office including the authority to execute documents required to be executed by the Fund's investment adviser, custodian, legal counsel or independent accountants’s Treasurer;
g. Make such reports (v) Ultimus will implement Fund’s Disclosure Controls and recommendations to Procedures, including coordination of receipt of Fund service provider certifications, and applicable meetings as required by the Board concerning the performance of the independent accountants as the Board may reasonably requestprocedures;
h. Make (w) Upon the advice and direction of Fund counsel, coordinate periodic tender offers for the Fund (initial forms for such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriatetender offers shall be prepared by Fund Counsel);
i. Oversee (x) Prepare policies, procedures, committee charters and similar documents for review calculations of fees paid to by Fund counsel and approval by the Fund's investment adviser, custodian and Transfer AgentBoard;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian (y) Prepare and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, distribute Trustee/Officer Questionnaires annually or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations at such other more frequent intervals as may be mutually agreed uponnecessary;
m. Review (z) Prepare and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" amend (which shall also be as necessary), subject to review by Fund counsel, file, and maintain the Fund's legal ’s organic documents;
(aa) Prepare, subject to review by Fund counsel, and submit such filings as are necessary to maintain the Fund’s existence and good standing under applicable state law;
(bb) Maintain, as necessary, ▇▇▇▇▇, CUSIP, ticker, news media and tax identification number listings;
(dd) Employ reasonable efforts to ensure compliance with Sections 851-855 of Subchapter M of the Internal Revenue Code of 1986, as amended, including monitoring, calculating and reporting to the Fund compliance with respect to Code Section 851(b) “good income” and “diversification” testing, report the tax status of distributions and prepare year-end Federal tax notice data);
p. Maintain continuing awareness (ee) Prepare data for the Trust’s financial statement, sixty (60) day unitholder tax notice disclosure, tax related footnotes and Statement of significant emerging regulatory and legislative developments which may affect Position 95-3 (“ROCSOP”) adjustments;
(ff) Prepare and, with approval of the Fund, update distribute to appropriate parties notices announcing the Board declaration of distributions to unitholders; (gg) Oversee and coordinate the investment adviser on those developments and provide related planning assistance where requested or appropriatepayment of distributions to unitholders;
q. Develop or assist in developing guidelines (hh) Perform monthly capital gain analyses based on book numbers adjusted for prior year unpaid spillback distribution requirements and procedures to improve overall compliance by capital loss carryforwards;
(ii) Prepare, as needed, short- and long-term gain reports for the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any nonyear-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 noticesend capital gain tax planning; and
t. Perform Blue Sky services (jj) Oversee the solicitation and tabulation of proxies, if requested and pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated hereinmutually acceptable terms.
Appears in 1 contract
Sources: Services Agreement (FSI Low Beta Absolute Return Fund)
Administration Services. The Administrator Ultimus shall provide the following Fund with regulatory reporting services; shall provide all necessary office space, equipment, personnel, compensation and facilities for handling the affairs of the Fund; and shall provide such other services as the Fund may request that Ultimus perform consistent with its obligations under this Agreement. Without limiting the generality of the foregoing, Ultimus shall:
(a) Calculate Fund expenses and administer all disbursements for the Fund, and as appropriate, compute the Fund's yields, total return, expense ratios and portfolio turnover rate;
(b) Prepare and coordinate, in each caseconsultation with Fund counsel, subject prospectuses, statements of additional information, supplements, registration statements, Schedules TO, and, if requested and pursuant to mutually acceptable terms, proxy/information statements and related communications with unitholders;
(c) Prepare such reports, notice filing forms and other documents (including reports regarding the sale and redemption of units of the Fund as may be required in order to comply with federal and state securities law) as may be necessary or desirable to make notice filings relating to the control, supervision and direction of the respective Funds and the review and comment by such Fund's auditors units with state securities authorities, monitor the sale of Fund units for compliance with state securities laws, and legal counsel and in accordance file with procedures which the appropriate state securities authorities the compliance filings as may be established from time necessary or convenient to time between enable the Funds Fund to make a continuous offering of its units;
(d) Develop and prepare, with the Administrator:
a. Oversee the determination and publication assistance of the Fund's net asset value in accordance with investment adviser, communications to unitholders, including the annual report to unitholders, and coordinate the mailing of prospectuses, statements of additional information and supplements thereto, notices, semi-annual reports, tender offer materials, and proxy statements and related information to Fund unitholders;
(e) Administer contracts on behalf of the Fund with, among others, the Fund's policy as adopted from time to time by the Boardinvestment adviser(s), distributor and custodian;
b. Oversee the maintenance by the Fund's custodian of certain books and records (f) Calculate performance data of the Fund as required under Rule 31a-1(b) of for dissemination to information services covering the 1940 Actinvestment company industry;
c. Review calculation, submit for approval by officers (g) Assist the Trust’s independent public accountants with the preparation and filing of the Fund and arrange for payment all of the Fund's expensestax returns and prepare and mail annual Forms 1099, Forms W-2P and Forms 5498 to unitholders, with a copy to the Internal Revenue Service;
d. Prepare for review (h) Assist with the layout and approval by officers coordinate the printing of the Fund financial information for prospectuses and supplements thereto, and assist with and coordinate layout and printing of the Fund's semi-annual and annual reportsreports to unitholders;
(i) Provide individuals reasonably acceptable to the Fund's Board of Trustees (the “Board”) to serve as: (i) the Fund’s Anti-Money Laundering Officer (the “Fund AML Officer”) and to perform the duties of the Fund AML Officer as set forth in the Fund’s Anti-Money Laundering Program; (ii) the Fund’s Secretary and to perform the duties of the Fund’s Secretary as set forth in the By-Laws and herein: and (iii) other administrative officers, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange at the request for the printing and dissemination of such reports and communications to shareholdersFund;
e. Prepare for review by an officer (j) Advise the Fund and the Board on matters concerning the Fund and its affairs, including making recommendations regarding dividends and distributions;
(k) Obtain and keep in effect on behalf of the Fund fidelity bonds and legal counsel directors and officers/errors and omissions insurance policies for the Fund in accordance with the requirements of the 1940 Act and as such bonds and policies are approved by the Board;
(l) Monitor and advise the Fund on its registered investment company status under the Internal Revenue Code of 1986;
(m) Assist the Trust’s investment adviser(s) and the Fund’s Chief Compliance Officer (the “CCO”) in monitoring and advising the Fund on compliance with applicable limitations as imposed by the 1940 Act and the rules and regulations thereunder or set forth in the Fund's periodic financial reports required then current Prospectus or Statement of Additional Information;
(n) Provide such internal legal services as are requested by the Fund including, but not limited to, the coordination of meetings and preparation of materials for the Board and Board committee meetings and meetings of the Fund’s unitholders. Among other things, Ultimus shall be responsible for: (ii) the preparation of agendas, resolutions and minutes for meetings of the Board, each Board committee, and the unitholders; (ii) the coordination of delivery of Morningstar (or similar, industry-recognized) analyses of fund expenses and performance relative to benchmarks and to comparable funds to assist the Board in meeting its obligations under Section 15(c ) of the 1940 Act; (iii) the coordination of delivery of director compensation data relative to comparable funds to assist the Board in connection with its consideration of Trustee compensation matters; (iv) the solicitation of proposals for fidelity bond and directors and officers errors and omissions insurance; (v) the preparation and/or coordination of the delivery of materials requested by the Fund to be filed included in Board, Board committee and unitholder meeting materials; (vi) the dissemination or coordination of dissemination of Board, Board committee and unitholder meeting materials; (vii) the provision of one or more employees reasonably satisfactory to the Board to attend meetings of the Board, any Board committee or unitholder meeting and to record minutes with respect to such meetings; and (viii) the maintenance of a calendar of scheduled meetings of the Board;
(o) Cooperate with, and take all reasonable actions in the performance of its duties under this Agreement to ensure that all necessary information is made available to, the Fund's independent public accountants in connection with the preparation of any audit or report requested by the Fund;
(p) Coordinate examinations of the Fund by the Securities and Exchange Commission ("the “SEC"”) or other regulatory authorities, including: (i) compiling data and other information in response to requests for information; (ii) preparing, in consultation with Fund counsel, the Fund’s responses to general communications from the SEC and other regulatory authorities as well as communications from such entities in connection with examinations; (iii) communicating with the Fund to provide status updates; and (iv) take all reasonable actions in the performance of its duties under this Agreement to ensure that the necessary information is made available to the Securities and Exchange Commission (the “SEC”) or any other regulatory authority in connection with any regulatory audit of the Fund or the investment adviser of the Fund;
(q) Perform all administrative services and functions of the Fund to the extent administrative services and functions are not provided to the Fund by other agents of the Fund;
(r) Prepare and file with the SEC the reports for the Fund on Forms N-CSR, N-Q, N-SAR, Form N-SAR PX and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed uponfidelity bond filings;
f. Prepare reports relating (s) Furnish advice and recommendations with respect to other aspects of the business and affairs of the Fund as may the Fund and Ultimus shall determine desirable;
(t) Ultimus shall (i) promptly notify the CCO and Fund counsel of any material violation of law known to Ultimus by the Fund and (ii) at such times as determined appropriate by Ultimus, notify the Board of any other material violation of law by Ultimus, relevant to the Fund, of which Ultimus becomes aware in providing the services, including as a result of information generated by Ultimus, detected through Ultimus’ internal or external audit procedures or provided to Ultimus by other service providers to the Fund or any Ultimus subcontractor;
(u) Ultimus shall, subject to the approval of the Board, make available qualified persons who are competent and knowledgeable regarding the management and internal controls of the Fund to serve as (i) the Fund’s Principal Financial Officer (“PFO”), who will have the authority normally incident to such office, including the authority to execute documents required to be mutually agreed upon executed by the PFO; and not otherwise prepared (ii) the Fund’s Treasurer, who will have the authority normally incident to such office including the authority to execute documents required to be executed by the Fund's investment adviser, custodian, legal counsel or independent accountants’s Treasurer;
g. Make such reports (v) Ultimus will implement Fund’s Disclosure Controls and recommendations to Procedures, including coordination of receipt of Fund service provider certifications, and applicable meetings as required by the Board concerning the performance of the independent accountants as the Board may reasonably requestprocedures;
h. Make (w) Upon the advice and direction of Fund counsel, coordinate periodic tender offers for the Fund (initial forms for such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriatetender offers shall be prepared by Fund Counsel);
i. Oversee (x) Prepare policies, procedures, committee charters and similar documents for review calculations of fees paid to by Fund counsel and approval by the Fund's investment adviser, custodian and Transfer AgentBoard;
j. Consult with the Fund's officers, independent accountants, legal counsel, custodian (y) Prepare and Transfer Agent in establishing the accounting policies of the Fund;
k. Respond to, distribute Trustee/Officer Questionnaires annually or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations at such other more frequent intervals as may be mutually agreed uponnecessary;
m. Review (z) Prepare and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" amend (which shall also be as necessary), subject to review by Fund counsel, file, and maintain the Fund's legal ’s organic documents;
(aa) Prepare, subject to review by Fund counsel, and submit such filings as are necessary to maintain the Fund’s existence and good standing under applicable state law;
(bb) Maintain, as necessary, E▇▇▇▇, CUSIP, ticker, news media and tax identification number listings;
(dd) Employ reasonable efforts to ensure compliance with Sections 851-855 of Subchapter M of the Internal Revenue Code of 1986, as amended, including monitoring, calculating and reporting to the Fund compliance with respect to Code Section 851(b) “good income” and “diversification” testing, report the tax status of distributions and prepare year-end Federal tax notice data);
p. Maintain continuing awareness (ee) Prepare data for the Trust’s financial statement, sixty (60) day unitholder tax notice disclosure, tax related footnotes and Statement of significant emerging regulatory and legislative developments which may affect Position 95-3 (“ROCSOP”) adjustments;
(ff) Prepare and, with approval of the Fund, update distribute to appropriate parties notices announcing the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriatedeclaration of distributions to unitholders;
q. Develop or assist in developing guidelines (gg) Oversee and procedures coordinate the payment of distributions to improve overall compliance by unitholders;
(hh) Perform monthly capital gain analyses based on book numbers adjusted for prior year unpaid spillback distribution requirements and capital loss carryforwards;
(ii) Prepare, as needed, short- and long-term gain reports for the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any nonyear-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 noticesend capital gain tax planning; and
t. Perform Blue Sky services (jj) Oversee the solicitation and tabulation of proxies, if requested and pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated hereinmutually acceptable terms.
Appears in 1 contract
Sources: Services Agreement (FSI Low Beta Absolute Return Fund)
Administration Services. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Administrator and the Fund and the review and comment by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund, the Administrator, and the AdministratorSubAdministrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
d. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. e. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. k. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the Fund;
k. l. Review implementation of any dividend reinvestment programs authorized by the Board;
m. Respond to, or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. n. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. o. Review and provide assistance on shareholder communications;
n. p. Maintain general corporate calendar;
q. Maintain copies of the Fund's charter and by-laws;
o. r. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. s. Organize, attend and prepare minutes of shareholder meetings;
t. Provide consultation on regulatory matters relating to portfolio management, Fund operations and any potential changes in the Fund's investment policies, operations or structure; act as liaison to legal counsel to the Fund and, where applicable, to legal counsel to the Fund's independent Board members;
u. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. v. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. w. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Fund's legal counsel:
x. Prepare and file with the SEC amendments to the Fund's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. y. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
z. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings; and
aa. Prepare and file with the SEC Rule 24f-2 notices; and.
t. Perform Blue Sky services bb. Prepare and file state registrations of the Fund's securities pursuant to the specific instructions of the Fund and as detailed in Schedule B C to this Agreement. The Sub-Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Administration Services. The Administrator Ultimus shall provide each Fund with regulatory reporting services; shall provide all necessary office space, equipment, personnel, compensation and facilities for handling the following services, in each case, subject to affairs of such Fund; and shall provide such other services as such Fund may request that Ultimus perform consistent with its obligations under this Agreement. Without limiting the control, supervision and direction generality of the respective Funds and the review and comment by such foregoing, Ultimus shall, with respect to each Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance (a) Consult with the Fund's policy as adopted from time to time by officers, registered independent public accounting firm, legal counsel, custodian, accounting agent and transfer agent in establishing and maintaining the Boardaccounting policies of the Fund;
b. (b) Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(bthe 1940 Act and maintain (or oversee maintenance by such other persons as approved by the Board) such other books and records (other than those maintained by the investment adviser and other Fund service providers) required by law or for the proper operation of the 1940 ActFund;
c. (c) Review calculation, submit for approval by officers the appropriateness of the Fund and arrange for the payment of the Fund's expenses;
d. (d) Oversee and review calculations of fees paid to Ultimus, the Fund's investment adviser, its custodian, and any other service providers of the Fund as determined and recorded by the Fund's accounting agent;
(e) Prepare, maintain and disseminate total return performance calculations on at least a quarterly basis;
(f) Prepare for review and approval by officers of the Fund Fund, financial information for the Fund's quarterly, semi-annual, annual and annual other periodic reports, proxy statements and other communications with shareholders required or otherwise to be sent to Fund the Fund's shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. (g) Prepare for review by an officer of and legal counsel for the Fund Fund, the Fund's periodic financial reports required to be incorporated into and filed with the Securities and Exchange Commission ("SEC") on Form Forms N-SAR and financial information CEN, N-Q (or, at such time as required by the SEC, N-PORT), N-CSR, Form N-1A or Form N-2 N-2, and such other reports, forms forms, or filings filings, as may be mutually agreed upon;
f. (h) Prepare the financial information for certain SEC filings (e.g., proxy statements), review such filings as prepared by the Fund's counsel in their entirety and provide comments to the Fund's management and other appropriate parties (e.g., legal counsel);
(i) Provide information to assist in the preparation and the filing of the Fund's federal, state and local income tax returns and any other required tax return;
(j) Prepare, distribute and file with the Internal Revenue Service, Form 1099-MISC for payments made to the Fund's directors, legal counsel and independent registered public accounting firm, as applicable;
(k) Ensure proper notification accompanying dividend and distribution payment(s), if applicable, and year-end reporting of such dividends and distributions;
(l) Develop and implement procedures to assist the investment adviser in monitoring, on a periodic basis, compliance with regulatory requirements and the Fund's investment objectives, policies and restrictions as set forth in the Fund's registration statement and as amended by the Board and by the Fund's shareholders;
(m) Review implementation of any stock purchase or dividend reinvestment programs authorized by the Board;
(n) Review of dividend and distribution notifications sent to Fund shareholders;
(o) Assist the Fund in obtaining any required insurance;
(p) File with the SEC the fidelity bond and arrange for the preparation of a memorandum or other appropriate correspondence that outlines the terms and conditions of such policy;
(q) Prepare such financial information reports as may be required by any stock exchange or exchanges on which the Fund's shares are listed;
(r) Monitor any share repurchase program the Fund may engage in, including the timely reporting of such information to any stock exchange or exchanges on which the Fund's shares are listed;
(s) Draft the notice and agenda for any regularly scheduled board meetings, audit committee meeting or other meetings of committees of the board. Such notices and agendas will be subject to the approval of Fund counsel and Fund management prior to the distribution to the Board or any committee members thereof;
(t) Assist Fund management and Fund counsel in the coordination of the production and distribution of the board materials to the directors, officers and other directly-interested parties (e.g., legal counsel, independent registered public accounting firm) and provide meeting facilities, if necessary;
(u) Review drafts of the minutes of meetings of the Board (including committees thereof) and shareholder meetings as prepared by Fund counsel or other competent parties, incorporating comments and revisions received from Fund management, Fund counsel and other interested parties;
(v) Manage the process with respect to the shareholder meetings. Specifically, arrange for the solicitation of proxies (including engaging a proxy solicitor), assist with the tabulation of votes, and provide the meeting facilities, if necessary;
(w) Gather news and market updates on the Fund;
(x) Respond to or refer to the Fund's officers or its transfer agent, shareholder inquiries relating to the Fund;
(y) Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise appropriately prepared by the Fund's investment adviser, its custodian, transfer agent, legal counsel or independent accountantsregistered public accounting firm;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. (z) Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") other service providers as the Board may reasonably request or deems deem appropriate;
i. Oversee (aa) Provide communication and review calculations of fees paid coordination services with regard to the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's officers, independent accountants, legal counselits transfer agent, custodian and Transfer Agent in establishing the accounting policies of other service providers that render recordkeeping or shareholder communication services to the Fund;; and
k. Respond to, or refer (bb) Provide such assistance to the Fund's officers or Transfer Agentinvestment adviser, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirementsits custodian, the requirements of the 1940 Act transfer agent, legal counsel and Fund prospectus limitations independent registered public accounting firm as generally may be mutually agreed upon;
m. Review required to properly carry on the business and provide assistance on shareholder communications;
n. Maintain copies operations of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Closed End Fund Services Agreement (Kayne Anderson Energy Infrastructure Fund, Inc.)
Administration Services. The Sub-Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Adviser or the Trust and the review and comment by such Fund's the Trust’s auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Adviser and the Sub-Administrator:
a. Oversee the determination and publication of the each Fund's ’s net asset value in accordance with the Fund's Trust’s policy as adopted from time to time by the Board;
b. Oversee the maintenance by the each Fund's ’s custodian of certain books and records of the each Fund as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare each Fund’s federal, state and local income tax returns for review by the Trust’s independent accountants and filing by the Trust’s treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the each Fund's ’s expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the each Fund's ’s semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholdersinterest holders, and arrange for the printing and dissemination of such reports and communications to shareholdersrecord and beneficial shareholders through The Depository Trust Company;
e. f. Prepare for review by an officer of and legal counsel for the Fund the Trust each Fund's ’s periodic financial reports required to be filed with the Securities and Exchange Commission ("“SEC"”) on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the each Fund as may be mutually agreed upon and not otherwise prepared by the Fund's ’s investment adviser, custodian, legal counsel or independent accountants;
g. h. Prepare recommendations as to each Fund’s income and capital gains available for distribution; calculate such distributions for each Fund in accordance with applicable regulations and the distribution policies set forth in the Trust’s registration statement, and assist Trust management in making final determination of distribution amounts;
i. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. j. Make such reports and recommendations to the Board concerning the performance and fees of the each Fund's ’s custodian and transfer and dividend disbursing agent ("“Transfer Agent"”) as the Board may reasonably request or deems appropriate;
i. k. Oversee and review calculations of fees paid to the each Fund's ’s investment adviser, custodian and Transfer Agent;
j. l. Consult with the Fund's Trust’s officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the each Fund;
k. m. Respond to, or refer to the Fund's Trust’s officers or the Distributor or the Transfer Agent, shareholder inquiries relating to the each Fund;
l. n. Provide periodic testing of portfolios to assist the each Fund's ’s investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. o. Review and provide assistance on shareholder communications;
n. p. Maintain general corporate calendar;
q. Maintain copies of the Fund's charter Trust’s Declaration of Trust and by-laws;
o. r. File annual and semi-annual shareholder interest holder reports with the appropriate regulatory agencies; review text of "“President's ’s letters" ” to shareholders interest holders and "“Management's ’s Discussion of Fund Trust Performance" ” (which shall also be subject to review by the Fund's Trust’s legal counsel);
p. s. Organize, attend and prepare minutes of shareholder meetings;
t. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in a Fund’s investment policies, operations or structure; act as liaison to legal counsel to the Trust in respect of the Funds and, where applicable, to legal counsel to the Trust’s independent Board members;
u. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundFunds, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. v. Develop or assist in developing guidelines and procedures to improve overall compliance by the each Fund and its various agents;
r. w. Counsel and assist the Fund Trust in the handling of routine regulatory examinations in respect of the Funds and work closely with the Fund's Trust’s legal counsel in response to any non-routine regulatory matters in respect of the Funds; Subject to review and comment by the Trust’s legal counsel, with respect to each Fund:
x. Prepare and file with the SEC amendments to the Trust’s registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
y. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
s. z. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and address follow-up on matters raised at Board meetings;
aa. Prepare and file with the SEC Rule 24f-2 notices; and;
t. bb. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement; and
cc. Implement and maintain a comprehensive written information security program that contains appropriate security measures to safeguard the personal information of the Trust’s shareholders (with respect to each Fund), employees, directors and/or officers that the Sub-Administrator receives, stores, maintains, processes or otherwise accesses in connection with the provision of services hereunder. For these purposes, “personal information” shall mean (i) an individual’s name (first initial and last name or first name and last name), address or telephone number plus (a) social security number, (b) drivers license number, (c) state identification card number, (d) debit or credit card number, (e) financial account number or (f) personal identification number or password that would permit access to a person’s account or (ii) any combination of the foregoing that would allow a person to log onto or access an individual’s account. Notwithstanding the foregoing “personal information” shall not include information that is lawfully obtained from publicly available information, or from federal, state or local government records lawfully made available to the general public. The Sub-Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein. In addition, the Sub-Administrator shall provide such other services with respect to the Trust and the Funds as may be agreed between the Adviser and the Sub-Administrator from time to time.
Appears in 1 contract
Sources: Sub Administration Agreement (State Street Institutional Investment Trust)
Administration Services. The Administrator Bank shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the Company and the review and comment by such Fundthe Trust's and the Company's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust, the Company and the AdministratorBank:
a. Oversee the determination and publication of the FundTrust's net asset value in accordance with the FundTrust's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) of the 1940 Act;
c. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
d. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. e. Prepare for review and approval by officers of the Fund Trust financial information for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. f. Prepare for review by an officer of and legal counsel for the Fund Trust the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. g. Prepare reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. i. Make such reports and recommendations to the Board concerning the performance and fees of the FundTrust's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. j. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agent;
j. k. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent in establishing the accounting policies of the FundTrust;
k. l. Respond to, or refer to the FundTrust's officers or Transfer Agent, shareholder inquiries relating to the FundTrust;
l. m. Provide periodic testing of portfolios to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed upon;
m. n. Review and provide assistance on shareholder communications;
n. o. Maintain general calendar for the Trust;
p. Maintain copies of the FundTrust's charter and by-lawslaws and copies of minutes of meetings of the Board of Trustees of the Trust and meeting of shareholders of the Trust;
o. q. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. r. Organize, attend and prepare minutes of shareholder meetings;
s. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
t. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. u. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. v. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
w. Prepare and file with the SEC amendments to the Trust's registration statement, including updating the Prospectus and Statement of Additional Information, where applicable;
s. x. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
y. Prepare agenda and background materials for Board meetings, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings; and
z. Prepare and file with the SEC Rule 24f-2 notices; and.
t. aa. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B to this Agreement. The Administrator Bank shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Sub Administration Agreement (Sa Funds Investment Trust)
Administration Services. The Administrator shall provide the following services, in each case, case subject to the control, supervision and direction of the respective Funds Fund and the review and comment by such Fund's the auditors and legal counsel for the Fund and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b31a-1(b)(4) of the 1940 Act;
b. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise with shareholders and forward such information to be sent the financial printer in order to Fund shareholders, and arrange for facilitate the printing and dissemination of such reports and communications to with shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and Form N-Q and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviseradvisers, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agenttransfer agent;
j. h. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent transfer agent in establishing the accounting policies of the Fund;
k. Respond to, or refer i. Refer to the Fund's officers or Transfer Agenttransfer agent, any shareholder inquiries received by the Administrator relating to the Fund;
l. j. Provide periodic testing of portfolios the Fund's portfolio to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. k. Review implementation by the Fund of any dividend reinvestment programs authorized by the Board; and
l. Provide periodic reports, periodic certifications and provide assistance on shareholder communications;
n. Maintain copies of reasonable documentation to the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports Chief Compliance Officer in connection with Rule 38a-1 under the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement1940 Act. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Lazard World Dividend & Income Fund, Inc.)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision and direction of the respective Funds Trust and the review and comment by such Fundthe Trust's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the FundTrust's custodian of certain books and records of the Fund Trust as required under Rule 31a-1(b) Section 31 of the 1940 Act, including any Rules promulgated thereunder;
b. Prepare the Trust's federal, state and local income tax returns for review by the Trust's independent accountants and filing by the Trust's treasurer;
c. Review calculation, submit for approval by officers of the Fund Trust and arrange for payment of the FundTrust's expenses;
d. Prepare for review and approval by officers of the Fund Trust financial information and related supporting schedules for the FundTrust's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund Trust shareholders, and arrange for the printing and dissemination of such reports and communications to shareholdersrecord and beneficial shareholders through The Depository Trust Company and supply backup data for such reports and communications for the independent auditors of the Funds;
e. Prepare for review by an officer of and legal counsel for the Fund Trust and file as appropriate the FundTrust's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare such periodic reports relating to the business and affairs of the Fund Trust as may be mutually agreed upon by the parties from time to time and not otherwise prepared by the FundTrust's investment adviser, custodian, legal counsel or independent accountants;
g. Prepare recommendations as to each Fund's income and capital gains available for distribution; calculate such distributions for each Fund in accordance with applicable regulations and the distribution policies set forth in the Trust's registration statement, and assist Trust management in making final determination of distribution amounts;
h. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the FundTrust's investment adviser, custodian and Transfer Agenttransfer agent;
j. Consult with the FundTrust's officers, independent accountants, legal counsel, custodian and Transfer Agent transfer agent in establishing the accounting policies of the FundTrust;
k. Respond to, or refer to the FundTrust's officers or the Distributor or the Transfer Agent, shareholder inquiries relating to the FundTrust;
l. Provide periodic testing of portfolios and related written reports as agreed upon between the parties to assist the FundTrust's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund Trust prospectus limitations as may be mutually agreed uponupon and prompt notice in writing of breaches or potential breaches of any such requirement or guideline in such form(s) as agreed upon between the parties;
m. Review and provide assistance on shareholder communications;
n. Maintain general corporate calendar;
o. Maintain copies of the FundTrust's charter Declaration of Trust and by-laws;
o. p. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Trust Performance" (which shall also be subject to review by the FundTrust's legal counsel);
p. q. Organize, attend and prepare minutes of shareholder meetings;
r. Provide consultation on regulatory matters relating to portfolio management, Trust operations and any potential changes in the Trust's investment policies, operations or structure; act as liaison to legal counsel to the Trust and, where applicable, to legal counsel to the Trust's independent Board members;
s. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the FundTrust, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. t. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund Trust and its various agents;
r. u. Counsel and assist the Fund Trust in the handling of routine regulatory examinations and work closely with the FundTrust's legal counsel in response to any non-routine regulatory matters; Subject to review and comment by the Trust's legal counsel:
v. Prepare and file with the SEC applications for exemptive and/or no-action relief related to the Funds and the Trust's registration statement and any amendments thereto, including updating the Prospectus and Statement of Additional Information, where applicable;
s. w. Prepare and file with the SEC proxy statements; provide consultation on proxy solicitation matters;
x. Prepare agenda and background materials for Board meetings, including Board reports as required by applicable law, regulation or the Trust's procedures and any other reports or materials requested by the Trust or the Trust's legal counsel, make presentations where appropriate, prepare minutes and follow-up on matters raised at Board meetings;
y. Prepare and file with the SEC Rule 24f-2 notices; and;
t. z. Perform Blue Sky services pursuant to the specific instructions of the Fund Trust and as detailed in Schedule B hereto; and
aa. Prepare or oversee the preparation and filing of all notices to this Agreementthe Exchange. The Administrator shall provide provide, at its own cost, the office facilities and the personnel required by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (Fresco Index Shares Funds)
Administration Services. The Administrator shall provide the following services, in each case, services subject to the control, supervision and direction of the respective Funds Fund and the to review and comment correction by such the Fund's auditors and legal counsel and in accordance with procedures which may be established from time to time between the Funds Fund and the Administrator:
a. Oversee the determination and publication of the Fund's net asset value in accordance with the Fund's policy as adopted from time to time by the Board;
b. Oversee the maintenance by the Fund's custodian of certain books and records of the Fund as required under Rule 31a-1(b) of the 1940 Act;
b. Prepare the Fund's federal, state and local income tax returns for review by the Fund's independent accountants and filing by the Fund's treasurer;
c. Review the calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund Fund, the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountantsauditors;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, the custodian and Transfer Agentthe transfer agent;
j. h. Consult with the Fund's officers, independent accountants, legal counsel, custodian and Transfer Agent transfer agent in establishing the accounting policies of the Fund;
k. i. Respond to, to or refer to the Fund's officers or Transfer Agenttransfer agent, shareholder inquiries relating to the Fund;
l. j. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirements, the requirements of the 1940 Act and Fund prospectus limitations as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required by it to perform the services contemplated herein.k. Prepare Rule 24f-2
Appears in 1 contract
Sources: Administration Agreement (Lazard Retirement Series Inc)
Administration Services. The Administrator shall provide the following services, in each case, subject to the control, supervision authorization and direction of the respective Funds and Trust and, in each case where appropriate, the review and comment by such Fund's auditors the Trust’s independent accountants and legal counsel and in accordance with procedures which may be established from time to time between the Funds Trust and the Administrator:
a. Oversee Prepare for the determination and publication review by designated officer(s) of the Fund's net asset value Funds financial information regarding the Funds that will be included in accordance with the Fund's policy Funds’ semi-annual and annual shareholder reports, Form N-Q reports and other quarterly reports (as adopted from time to time by the Boardmutually agreed upon), including tax footnote disclosures where applicable;
b. Oversee Coordinate the maintenance audit of the Funds’ financial statements by the Fund's custodian Funds’ independent accountants, including the preparation of supporting audit workpapers and other schedules;
c. Prepare for the review by designated officer(s) of the Funds the Funds’ periodic financial reports required to be filed with the SEC on Form N-SAR, if applicable;
d. Prepare for the review by designated officer(s) of the Funds’ annual fund expense budgets, perform accrual analyses and rollforward calculations and recommend changes to fund expense accruals on a periodic basis;
e. Prepare and disseminate vendor survey information;
f. Prepare and coordinate the filing of Rule 24f-2 notices, including coordination of payment;
g. Provide sub-certificates in connection with the certification requirements of the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 with respect to the services provided by the Accounting Agent;
h. Maintain certain books and records of the Fund Funds as required under Rule 31a-1(b) of the 1940 Act;
c. Review calculation, submit for approval by officers of the Fund and arrange for payment of the Fund's expenses;
d. Prepare for review and approval by officers of the Fund financial information for the Fund's semi-annual and annual reports, proxy statements and other communications required or otherwise to be sent to Fund shareholders, and arrange for the printing and dissemination of such reports and communications to shareholders;
e. Prepare for review by an officer of and legal counsel for the Fund the Fund's periodic financial reports required to be filed with the Securities and Exchange Commission ("SEC") on Form N-SAR and financial information required by Form N-1A or Form N-2 and such other reports, forms or filings as may be mutually agreed upon;
f. Prepare reports relating to the business and affairs of the Fund as may be mutually agreed upon and not otherwise prepared by the Fund's investment adviser, custodian, legal counsel or independent accountants;
g. Make such reports and recommendations to the Board concerning the performance of the independent accountants as the Board may reasonably request;
h. Make such reports and recommendations to the Board concerning the performance and fees of the Fund's custodian and transfer and dividend disbursing agent ("Transfer Agent") as the Board may reasonably request or deems appropriate;
i. Oversee and review calculations of fees paid to the Fund's investment adviser, custodian and Transfer Agent;
j. Consult with the Fund's Funds’ officers, independent accountants, legal counsel, custodian custodian, fund accountant, distributor and Transfer Agent transfer agent in establishing the accounting policies of the FundFunds;
k. Respond toj. Prepare and furnish periodic portfolio data reporting including monthly internal and external portfolio data construction reporting, including top ten holdings reports, country and currency breakdown, industry/sector concentration, top issuers, credit quality and other statistical data as mutually agreed; Tax services, as described in this Agreement, do not include identification of passive foreign investment companies, qualified interest income securities or refer to the Fund's officers or Transfer Agent, shareholder inquiries relating to the Fund;
l. Provide periodic testing of portfolios to assist the Fund's investment adviser in complying with Internal Revenue Code mandatory qualification requirementsSection 1272(a)(6) tax calculations for asset backed securities. The Administrator shall perform such other services for the Trust that are mutually agreed to by the parties from time to time, for which the requirements of the 1940 Act and Fund prospectus limitations Trust will pay such fees as may be mutually agreed upon;
m. Review and provide assistance on shareholder communications;
n. Maintain copies , including the Administrator’s reasonable out-of-pocket expenses. The provision of the Fund's charter and by-laws;
o. File annual and semi-annual shareholder reports with the appropriate regulatory agencies; review text of "President's letters" to shareholders and "Management's Discussion of Fund Performance" (which such services shall also be subject to review by the Fund's legal counsel);
p. Maintain continuing awareness terms and conditions of significant emerging regulatory and legislative developments which may affect the Fund, update the Board and the investment adviser on those developments and provide related planning assistance where requested or appropriate;
q. Develop or assist in developing guidelines and procedures to improve overall compliance by the Fund and its various agents;
r. Counsel and assist the Fund in the handling of routine regulatory examinations and work closely with the Fund's legal counsel in response to any non-routine regulatory matters;
s. Prepare and file with the SEC Rule 24f-2 notices; and
t. Perform Blue Sky services pursuant to the specific instructions of the Fund and as detailed in Schedule B to this Agreement. The Administrator shall provide the office facilities and the personnel required determined by it to perform the services contemplated herein.
Appears in 1 contract
Sources: Administration Agreement (AllianceBernstein Multi-Manager Alternative Fund)