EXHIBIT 8(a)(1)
TRANSFER AGENCY, DIVIDEND DISBURSING AGENCY AND
ADMINISTRATIVE SERVICE AGREEMENT
This agreement, dated as of the 22nd day of December, 1992, made by and
between Pacific Global Investor Services, Inc. ("PGIS") a Registered Transfer
Agent duly organized and existing under the laws of the State of California and
Pacific Global Fund, Inc. d/b/a Pacific Advisors Fund Inc. ("Fund" or "PAF"), a
corporation and Registered Investment Company duly organized and existing under
the laws of the State of Maryland.
WITNESSETH THAT:
WHEREAS, PGIS is a Registered Transfer Agent under Section 17A (c) of the
Securities Exchange Act of 1934 ("1934 Act") is willing to arrange to have
performed or will act as Transfer Agent of Pacific Advisors Fund Inc., Dividend
Disbursing Agent, as Administrator of the Exchange, Telephone Redemption and
Expedited (Wire) Redemption Privileges of the Fund, Administrator of Blue Sky
registrations, and Administrator of qualified retirement plans offered by the
Fund, to assist Pacific Global Investment Management Company (the "Adviser" or
"PGIMC") in the performance of certain administrative duties, as well as to act
for the Fund in other respects as hereinafter stated; and
1
WHEREAS, the Fund is authorized to issue shares in separate series, with
each such series representing interests in a separate portfolio of securities
and other assets; and
WHEREAS, the Fund intends to initially offer shares in four series, which
together with all other series subsequently established by the Fund, are made
subject to this Agreement and are herein referred to as the "Portfolio(s)"; and
WHEREAS, PGIS acknowledges that the Fund is organized as a series
investment company consisting of a number of individual Portfolios to which
PGIS's performance of duties may vary for each Portfolio; and
WHEREAS, the Fund desires to appoint PGIS the Transfer Agent of all shares
of the Fund, and as Dividend Disbursing Agent and Administrative Service Agent
during the period of this Agreement; and
WHEREAS, PGIS has agreed to provide the office equipment, employees and
office space necessary to provide the services contemplated by this Agreement;
and
WHEREAS, the parties hereto desire to set forth certain terms relating to
the activities of PGIS under this Agreement.
2
NOW, THEREFORE, in consideration of the promises and mutual covenants
contained herein, the parties hereto, intending to be legally bound, do hereby
agree as follows:
THE TRANSFER AGENCY
SECTION 1. PAF hereby appoints PGIS as the Fund's Transfer Agent, and PGIS
accepts such appointment and agrees to act in such capacity upon terms set forth
in this Agreement.
SECTION 2. The term "Plan" as used in this Agreement shall include the
services and privileges offered to Shareholders of the Fund in compliance with
the Fund's current prospectus, including but not limited to: Automatic Dividend
Reinvestment Plan; Exchange, Telephone Redemption and Expedited (Wire)
Redemption Privileges; and other types of services or privileges, in a form
acceptable to PGIS, which the Fund may from time to time adopt and make
available to its Shareholders.
SECTION 3. PGIS or its agent will perform the following services in
accordance with the current prospectus of the Fund, on behalf of each Portfolio,
as in effect from time to time:
(a) Receive for acceptance orders for the purchase of shares ("Shares")
of the Fund, with respect to each Portfolio, and promptly deliver
payment and appropriate documentation thereof to the Custodian of
the Fund, on behalf of each Portfolio, as appropriate;
3
(b) Pursuant to purchase orders upon receipt by PGIS or its agent, or
the Fund's Custodian, of a check or other funds in payment of the
purchase price, issue the appropriate number of Shares and hold such
Shares in the appropriate Shareholder account;
(c) Receive for acceptance redemption requests and redemption directions
and promptly deliver the appropriate documentation thereof to the
Fund's Custodian, on behalf of each Portfolio, as appropriate;
(d) In respect to the transactions in paragraphs (a), (b), and (c)
above, PGIS or its agent shall execute transactions directly with
broker-dealers authorized in writing by the Fund who shall thereby
be deemed to be acting on behalf of the Fund;
(e) At the appropriate time and when it has monies made available to it
by the Fund's Custodian with respect to any redemption, pay over or
cause to be paid over in the appropriate manner such monies as
instructed by the redeeming Shareholders; and
(f) Effect exchanges of Shares by registered owners thereof upon receipt
of appropriate instructions.
SECTION 4. PGIS or its agent will record Shareholder holdings on the books
of the Fund, with respect to each Portfolio, in noncertificate form (unless
share certificates ("Share Certificates") are
4
issued upon written request by a Shareholder) and PGIS agrees to regularly
advise Shareholders of their ownership positions. Upon written request by
Shareholders for Share Certificates, PAF authorizes PGIS or its agent to
countersign Share Certificates for issuance and delivery. Share Certificates
shall be supplied by the Fund. The Fund does not intend to distribute dividends
in certificate form.
PGIS or its agent will issue replacement Share Certificates for those
Certificates alleged to have been lost, stolen, or destroyed, in accordance with
procedures approved by the Board of Directors of the Fund and upon receipt by
PGIS or its agent of indemnification satisfactory to PGIS or its agent and
protecting PGIS, its agent, and the Fund. PGIS or its agent may, at their
option, issue replacement certificates in place of mutilated Stock Certificates
upon presentation thereof and without such indemnity.
SECTION 5. PGIS or its agent will maintain records, which at all times
will be the property of and under the control of the Fund and available for
inspection by the Fund, showing for each Shareholder's account the following:
(a) Name, address and United States taxpayer identification or
Social Security number, if provided (or amounts withheld with respect to
dividends and distribution on Shares if a taxpayer identification or Social
Security number is not provided);
(b) Number of Shares held and number of Shares for which
certificates have been issued:
5
(c) Historical information regarding the account of each
Shareholder, including dividends and distributions paid, if any, and the date
and price for all transactions on a Shareholder's account during the preceding
twenty-four months;
(d) Any stop or restraining order placed against a Shareholder
account:
(e) Information with respect to withholdings of taxes on dividends
paid to foreign accounts; and
(f) Any instructions as to record address, and any correspondence or
instructions relating to the current maintenance of a Shareholder's account.
PGIS or its agent will also:
(a) Abide by and administer on behalf of the Fund Abandoned Property
laws of the various states, to include the escheat of dividends, redemption
proceeds and Shares returned as undeliverable;
(b) Provide the Fund, with respect to each Portfolio, with Blue Sky
Reports produced at month end by the transfer agency system; and
(c) Remail dividend checks, redemption checks, periodic statements,
daily trade confirmations and daily confirmations of financial transactions
returned as undeliverable. PGIS or its agent shall report to the Fund within 90
days of the Fund's request regarding Shareholders with respect to which checks
or other communications have been returned and shall follow the Fund's
reasonable instructions with respect thereto.
In addition, PGIS as Transfer Agent will keep and maintain on behalf of
the Fund all records which the Fund is required to keep and maintain pursuant to
any applicable statute, rule or regulation, including without limitation Rule
l7AD-l0(e) under the Securities Exchange Act of 1934, and Rule 31a-l under the
Investment Company Act of 1940, relating to the maintenance of records in
connection with the services to be provided hereunder. PGIS as Transfer Agent
shall also maintain those records necessary to carry out its duties hereunder.
Such records at all times will be the property and under the control of the
Fund.
6
PGIS may rely conclusively and act without further investigation upon any
list, instruction, certification, authorization, Share Certificate or other
instrument or paper believed by it in good faith to be genuine and unaltered,
and to have been signed, countersigned, or executed by a duly authorized person
or persons, or upon the instructions of a designated officer of the Fund, or
upon the advice of counsel for the Fund.
THE DIVIDEND DISBURSEMENT AGENCY
SECTION 6. PAF hereby appoints PGIS as Dividend Disbursing Agent, and PGIS
accepts such appointment and agrees to act in such capacity upon terms set forth
in this Agreement.
Upon declaration of each dividend and each capital gains distribution by
the Board of Directors of the Fund, on behalf of each Portfolio, PAF shall
notify PGIS of the name of the Fund's Portfolio as to which such dividend or
capital gains distribution applies, date of such declaration, the amount payable
per share, the record date for determining the Shareholders entitled to payment,
the payment date, and the reinvestment date ("Ex-Dividend Date") and price which
is to be used to purchase Shares for reinvestment. As specified in Section 11
below, PGIS as Dividend Disbursing Agent will calculate the amount of dividend
or distribution owed to each Shareholder account, but shall in no way be
responsible for the determination of the dividend or distribution amount, and
may rely conclusively on the information it receives from a duly authorized
officer of the Fund.
7
SECTION 7. On or before each payment date, the Fund will transfer, or
cause the Fund's Custodian, with respect to each Portfolio, to transfer, to PGIS
or its agent, in its capacity as Dividend Disbursing Agent, the total amount of
the dividend or distribution currently payable, and PGIS or its agent in such
capacity will, on the designated payment date, mail distribution checks to those
Shareholders electing to receive such payments in such form for the proper
amounts payable to them. Dividends and capital gains distributions directed to
be reinvested under the Plans will be transferred to PGIS or its agent in its
capacity as Administrative Service Agent for application as provided in Section
11.
THE ADMINISTRATIVE SERVICE AGENCY
SECTION 8. PAF hereby appoints PGIS as Administrative Service Agent with
respect to the Fund's Plans and Blue Sky registration matters, and PGIS accepts
such appointment and agrees to act in such capacity upon the terms set forth in
this Agreement. As provided in Sections 4 and 5, PGIS or its agent will maintain
records, which will be part of the stock registry records as well as its records
of the administration of the Plans, in which it will record, among other things,
the transactions effected for the respective Shareholders and the number of
Shares and fractions from time to time owned by them.
SECTION 9. As to the Fund, it will be the practice of PGIS or its agent to
process payments by Shareholders received by PGIS or its agent in acceptable
form until the time of the closing of the New York Stock Exchange on each day on
which said exchange is open since the same time on the
8
prior business day in which said exchange was open, and to obtain from the Fund,
with respect to each Portfolio, or the Fund Accounting and Pricing Agent a
quotation (on which it may conclusively rely) as of the close of the said
exchange. PGIS or its agent will proceed to calculate the amount available for
investment in Shares at the public offering price (net asset value) so quoted.
PGIS, or its agent, while the public offering price so quoted is still in
effect, will, as agent for Shareholders, place an order with the Fund, (or if
applicable), the Fund's Distributor for the proper number of Shares and
fractions.
SECTION 10. As to the Fund, PGIS or its agent will pay over to the
respective Portfolio's Custody Account (residing at the Bank of America NT & SA,
"Bank of America") an amount equal to the net proceeds of the subscriptions
received by PGIS or its agent and previously deposited by PGIS or its agent to
the Fund's deposit account, based on the availability of funds set forth by the
Fund's Cash Management Agent (the Bank of America). PGIS or its agent will
furnish said Custodian with such information as may be required by the Custody
Agreement with the Fund. The proper number of Shares and fractions will then be
recorded on the books of the Fund in noncertificate form.
SECTION 11. In connection with dividends and capital gains distributions
to be reinvested in Shares of the Portfolios, the Fund will promptly provide
PGIS or its agent with the net asset values of the Shares of each Portfolio
computed as of the close of business on the Ex-Dividend Date, whereupon PGIS or
its agent will calculate the number of Shares and fractions thereof issuable to
each Shareholder. PGIS or its agent will advise the Fund, with respect to each
Portfolio, of the
9
number of Shares and fractions thereof to be issued to each Shareholder, and
will record such information on the books of the Fund, with respect to each
Portfolio, as appropriate, in noncertificate form.
SECTION 12. PGIS as Transfer Agent or its agent is authorized upon receipt
of Share Certificates registered in the name of the Shareholder to cancel such
Share Certificates, to debit the individual stock accounts and to record the
Shares as a credit on the books of the Fund in noncertificate form.
SECTION 13. PGIS or its agent will administer the Exchange and Redemption
Plans for the Shareholders. PGIS or its agent will record in the accounts of the
Shareholders the share balances from time to time, the additional Shares
purchased with the reinvested dividends and distributions, and the Shares
redeemed to provide any withdrawals.
SECTION 14. As to the Fund, whenever PGIS or its agent shall have received
requests from Shareholders to redeem Shares and remit proceeds, as Transfer
Agent PGIS or its agent will advise the respective Portfolio that it has Shares
for redemption, stating the number of Shares and fractions to be redeemed. The
Fund, on behalf of the appropriate Portfolio, will then quote to PGIS or its
agent the applicable net asset value or redemption price whereupon PGIS or its
agent will furnish the Fund, on behalf of such Portfolio, with an appropriate
confirmation of the redemption and will process the redemption by filing with
the Fund's Custodian an appropriate statement of PGIS as may be required by the
Custody Agreement. The Fund, on behalf of the appropriate Portfolio, shall
authorize the
10
Custodian pay over to PGIS as Transfer Agent, or its agent the total redemption
price stated in the statement of PGIS for proper distribution and application.
The stock registry books recording outstanding Shares, shares issued in
noncertificate form and the individual accounts of the Shareholders shall be
properly debited.
SECTION 15. Subject to the supervision and control of the Fund's Board of
Directors and its Adviser, PGIS, as Administrative Service Agent, or its agent,
shall determine the jurisdictions in which the Fund's shares shall be registered
or qualified for sale and, in connection therewith, PGIS or its agent shall be
responsible for the initial registration or qualification for sale and
maintenance of the registrations or qualifications of shares for sale under the
securities laws (Blue Sky laws) of any state, and shall maintain all records
relating thereto. Payment of share registration fees (Blue Sky fees) for
qualifying or continuing the qualification of the Fund shall be made by the
Fund.
SECTION 16. Subject to the supervision and control of the Fund's Board of
Directors and its Adviser, PGIS, as Administrative Service Agent, or its agent,
shall supervise the maintenance and compliance with applicable laws and
regulations of all Qualified Retirement Plans offered by the Fund.
SECTION 17. The practices and procedures of PGIS and the Fund above
outlined in Sections 6 to 16, inclusive, may be altered or modified from time to
time as may be mutually agreed by the parties to this Agreement, so long as the
intent and purposes of the Plans, as stated from time to time in the current
prospectus of the Fund, are observed. For special cases, the parties hereto may
adopt
11
such procedures as may be appropriate or practical under the circumstances and
PGIS may conclusively assume that any special procedure which has been approved
by PGIS and the Fund does not conflict with or violate any requirements of the
Fund's Articles of Incorporation, By-Laws or current prospectus, or any rule,
regulation or requirement of any regulatory body.
SECTION 18. PGIS or its agent in acting for Shareholders, or in any
other capacity, shall not be liable for any loss or damage, including counsel
fees resulting from its actions or omissions to act or otherwise, except for any
loss or damage arising out of its own failure to act in good faith, negligence
or willful misconduct. Nor shall PGIS or its agent be liable for any taxes,
assessments or governmental charges which may be levied or assessed on any basis
whatsoever in connection with the administration of the Plans, excepting only
for taxes assessed against it in its corporate capacity out of its compensation
hereunder.
MISCELLANEOUS
SECTION 19. As to the Fund, in addition to the services as Transfer Agent,
Dividend Disbursing Agent and Administrative Service Agent as above set forth,
PGIS or its agent may assist the Adviser in the performance of its
administrative duties and may perform other services for the Fund as agreed from
time to time, including but not limited to: withholding taxes on U.S. resident
and non-resident alien accounts and establishing exemptions from withholding;
preparing and filing U.S. Treasury Department Forms 1099 and other appropriate
forms required with respect to dividends and capital gains distributions by
federal authorities for all Shareholders and mailing
12
copies of such forms to Shareholders where required; mailing of proxy materials
of the Fund; receiving and tabulating proxies; preparing and mailing Shareholder
activity statements; mailing of semi-annual and annual reports of the Fund; and
the preparation of one annual list of Shareholders. All material and data
supplied to PGIS or its agents shall be compatible with the mechanical and
electronic equipment used by PGIS and its agents. The Fund agrees that prior to
effecting any change in its prospectus which would increase or alter the duties
and obligations of PGIS hereunder, PGIS shall be advised of such proposed change
at least 60 days or as otherwise mutually agreed upon by all parties, prior to
the intended date of the same, and shall proceed with such change only with the
prior written consent of PGIS thereto.
SECTION 20. The Fund agrees to pay PGIS compensation for its services as
set forth in Schedule A attached hereto (or as shall be set forth in amendments
to such schedule approved by PAF and PGIS), and to reimburse it for reasonable
out of pocket expenses.
SECTION 21. PGIS may from time to time, with prior written agreement from
the Fund, subcontract some or all of its duties hereunto to any qualified
entity, including any affiliate(s), which shall perform such functions as the
agent of PGIS. To the extent of such delegation, the term "PGIS" in this
Agreement shall be deemed to refer to both PGIS and such qualified entity or
affiliate(s) or either of them, as the context may indicate. PGIS shall be
fully responsible to the Fund for the acts and omissions of any subcontractor as
it is for its own acts and omissions.
13
SECTION 22. Nothing contained in this Agreement is intended to or shall
require PGIS, in any capacity hereunder to perform any functions or duties on
any holiday or other day of special observances on which the Fund, PGIS and the
New York Stock Exchange are closed. Functions or duties normally scheduled to be
performed on such days shall be performed on, and as of, the next business day
on which both the Fund and PGIS are open. Additionally, if on any given day PGIS
or its agent shall be delayed in its performance of services or prevented
entirely or in part from performing services because of causes or events beyond
its control, including and without limitation, acts of god, interruption of
power of other utility, transportation or communication services, acts of civil
or military authority, sabotages, national emergencies, explosion, flood,
accident, earthquake or other catastrophe, fire, strike or other labor problems,
legal action, present or future law, governmental order, rule or regulation, or
shortage of suitable parts, materials, labor or transportation, then such delay
or nonperformance shall be excused and a reasonable time for performance in
connection with this Agreement shall be extended to include the period of such
delay or nonperformance. In the event of equipment failures beyond PGIS's or its
agent's control. PGIS shall take all steps necessary to minimize service
interruptions but shall have no liability with respect thereto.
SECTION 23. This Agreement may be terminated by either PGIS or the Fund
only, by giving at least ninety (90) days' advance written notice stating when
thereafter such termination shall be effective. In case such notice is given by
the Fund, it shall be accompanied by a copy of notification to the Board of
Directors of the Fund, explaining PAF's election to terminate this Agreement and
designating a successor Transfer Agent. In the event such notice is given by
PGIS, PAF shall, on
14
or before the termination date, deliver to PGIS notification designating a
successor Transfer Agent, signed by a duly authorized officer of PAF, and a copy
of such notification to the Fund's Board of Directors. In the absence of such
designation, PGIS may, but is not obligated to designate a successor Transfer
Agent. If the Fund fails to designate a successor Transfer Agent, and PGIS does
not designate a successor Transfer Agent, PAF shall upon the date specified in
such notice of termination be deemed to be its own transfer agent and PGIS shall
thereby be relieved of all duties and responsibilities pursuant to this
Agreement. PGIS or its agent will promptly relinquish all shareholder records in
its possession which are the property of the Fund, which records shall be free
from any claim or retention of rights by PGIS or its agent.
SECTION 24. This Agreement shall extend to and shall be binding upon the
parties hereto and their respective successors and assigns; provided however,
that this Agreement shall not be assigned by the Fund without the written
consent of PGIS.
SECTION 25. This Agreement shall be governed by the laws of the State of
California.
SECTION 26. The Fund shall indemnify and exonerate, save and hold harmless
PGIS, its directors, officers, employees, shareholders and agents from and
against any and all claims (whether with or without basis in fact or law),
demands, expenses (including attorney's fees) and liabilities of any and every
nature (except liability for consequential damages) which the Transfer Agent may
sustain or incur or which may be asserted against the Transfer Agent by any
person by reason of or as a result of any action taken or omitted to be taken by
the Transfer Agent in good faith and without
15
negligence or willful misconduct or in reliance upon (i) any provision of this
Agreement; (ii) the Fund's current Prospectus and Statement of Additional
Information; (iii) any instruction or order, including without limitation any
computer tape, reasonably believed by the Transfer Agent to have been received
from the Fund, its Custodian, Adviser, Sub-Adviser(s), Distributor, or agent
authorized to act for the Fund or on behalf of its Portfolio; (iv) any
instrument, order or Share Certificate reasonably believed by PGIS to have been
received from the Fund, its Custodian, Adviser, Sub-Adviser(s), Distributor, or
agent authorized to act for the Fund or on behalf of its Portfolio, or any
instrument, order, or Share Certificate reasonably believed by it to be genuine
and to be signed, countersigned or executed by a duly authorized officer of the
Fund; (v) any opinion of counsel for the Fund; or (vi) in reliance upon any law,
act, regulation or any reasonable interpretation of the same even though such
law, act or regulation may thereafter have been altered, changed, amended or
repealed.
SECTION 27. PGIS shall indemnify and exonerate, save and hold harmless the
Fund, its directors, officers, employees, shareholders and agents from and
against any and all claims (whether with or without basis in fact or law),
demands, expenses (including attorney's fees) and liabilities of any and every
nature (except liability for consequential damages) which the Fund may sustain
or incur or which may be asserted against the Fund by any person by reason of or
as a result of any action taken or omitted to be taken by the Fund in good faith
and without negligence or willful misconduct or in reliance upon (i) any
provision of this Agreement; (ii) any instruction or information received by the
Fund from PGIS or its agent; (iii) any instrument, order or Share Certificate
reasonably believed by the Fund to have been received from PGIS or its agent, or
any
16
instrument, order, or Share Certificate reasonably believed to be genuine and
to be signed, countersigned or executed by a duly authorized officer of PGIS;
(iv) any opinion of counsel for PGIS; or (v) in reliance upon any law, act or
regulation or any reasonable interpretation of the same even though such law,
act or regulation may thereafter have been altered, changed, amended or
repealed.
SECTION 28. PGIS or its agent will not disclose any of the Fund's records
and/or information pertaining to Shareholder accounts to any other person or
party unless authorized in writing by the Fund or as required by law.
SECTION 29. Schedule A: Transfer Agency Fee Schedule and Administrative
Service Agent Fee Schedule.
SECTION 30. Schedule B: Transfer Agency and Administrative Agent Services
provided by PGIS.
17
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
signed by their duly authorized officers and their seals hereunto duly affixed
and attested as of the day and year first above written.
ATTEST: PACIFIC GLOBAL FUND, INC. d/b/a
PACIFIC ADVISORS FUND INC.
/s/ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇, Chairman
---------------------------------- --------------------------------
(Name and Title) (Name and Title)
ATTEST: PACIFIC GLOBAL INVESTOR
SERVICES, INC.
/s/ By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, President
---------------------------------- --------------------------------
(Name and Title) (Name and Title)
18
SCHEDULE A
TRANSFER AGENCY FEE SCHEDULE
Account Maintenance and Processing Fees:
(1) $11.00 per open account per year, and
$2.00 per closed account per year; or
A Minimum Fee of $15,000.00 per Portfolio per year.
(2) Out-of-Pocket Expenses authorized by this Agreement.
Account or Minimum Fees, whichever is applicable, are billed monthly at 1/12th
of the stated annual rate. Out-of-Pocket fees are billed monthly, as incurred.
Benefit Plan Processing:
Benefit Plan Processing Fees, which can be charged to the Shareholder or the
Fund, for Individual Retirement Accounts ("IRAs"):
Acceptance fee $10.00 per account
Annual Maintenance fee $100.00 per account per year
Liquidation/Transfer fee $10.00 per transaction
ADMINISTRATIVE SERVICE AGENT FEE SCHEDULE
PGIS shall receive an annual fee equal to 0.05% of the average daily net asset
value of each Portfolio of the Fund, subject to a maximum annual fee of
twenty-five thousand dollars ($25,000.00) per Portfolio. The fee is to be
computed daily and is payable on the first business day following the calendar
month being billed.
CONVERSION/TERMINATION OF AGREEMENT
Upon termination of this Agreement, PGIS reserves the right to assess reasonable
fees to cover conversion expenses incurred by it in effecting such conversion.
19
SCHEDULE B
SERVICES PERFORMED
Receive orders for the purchase and redemption of Shares directly from
broker-dealers who have a selling agreement with Fund or Fund's Distributor as
well from Shareholders; and provide a dealer services functions/support to such
Fund Distributors
Issue Shares and hold Shares in book form in the Shareholders account
Receive, process and distribute redemption proceeds to the Shareholders
Effect exchange of Shares
Prepare, distribute and report to the Shareholders of record dividends and
capital gains information
Process and maintain Systematic Purchase Plan
Process and maintain Systematic Withdrawal Plan
Process adjustments
Process dividends - cash, reinvestment and capital gains distributions as set
forth in the respective Fund's prospectus
Process Rights of Accumulation and Letters of Intent
Settle institutional and broker transactions processed through NSCC (FUND/SERV).
There may be set up and transaction charges associated with use of NSCC to book
and settle trades
Process and maintain allocation of investments by percentage and Fund
Process account record changes - including addresses, dividend options,
expedited redemption information, multiple payable addresses, state codes, type
account, dealer cross account number information
Maintain Third Party files
Issue/Cancel certificates, Issue and Replacement Certificates
Prepare the necessary reports by state for~abandoned property
20
Maintain and keep a current and accurate account for Shareholders of the Fund
The preparation of one proxy mailing per year, per Fund/Portfolio including
tabulation and officers of Election (travel expenses will be charged to the
Fund)
Mail prospectus and financial statements and shareholder reports to current
shareholders.
Maintain TIN and EIN information.
Mail W-9 and W-8 forms as required, monitor and maintain account status
Calculate and withhold Non-Resident and TEFRA withholding
Prepare and mail forms, 1099-Div, 1099B, 1099R, 1042S and 1096
Prepare and mail transactions confirmations and periodic statements to
Shareholders
Provide Shareholder account information to Shareholders and authorized
distributors or administrators
Provide Blue Sky reports as generated by the transfer agent system
Prepare and file U.S. Treasury Forms, including but not limited to form 5498 and
other forms required for Qualified Retirement Plans
Withhold taxes on U.S. Resident and non-resident alien accounts
Determine, together with the Fund's Board of Directors and Adviser, the
jurisdictions in which the Fund's shares are to be registered or qualified for
sale (Blue Sky registration program).
Perform initial and maintenance registrations or qualifications of shares for
sale under the securities laws (Blue Sky laws) of the states selected.
Supervise, together with the Fund's Board of Directors and Adviser, the
maintenance and compliance with applicable laws and regulations of al qualified
retirement plans offered by the Fund.
Assist the Fund's Adviser in performing its administrative duties.
21
