FORM OF
[FUND NAME]
ADMINISTRATIVE SERVICES AGREEMENT
WHEREAS, _______________ (the "Fund"), is a [Maryland corporation/Massachusetts
Business Trust] registered under the Investment Company Act of 1940, as amended
(the "1940 Act"), as an open-end diversified investment company that offers
Class C shares and Class F shares; and
WHEREAS, Capital Research and Management Company (the "Investment Adviser"), is
a Delaware corporation registered under the Investment Advisers Act of 1940, as
amended, and is engaged in the business of providing investment advisory and
related services to the Fund and to other investment companies; and
WHEREAS, the Fund wishes to have the Investment Adviser arrange for and
coordinate and monitor the provision of transfer agent and shareholder services
("transfer agent services") and certain other administrative services (other
than those provided pursuant to any other agreement with the Fund), including
but not limited to recordkeeping, transactional services, tax information
returns and reports, fund communication and shareholder communication
(collectively "administrative services") for the Fund's Class C and Class F
shares; and
WHEREAS, the Investment Adviser is willing to perform or to cause to be
performed such transfer agent services and administrative services for the
Fund's Class C and Class F shares on the terms and conditions set forth herein;
and
WHEREAS, the Fund and the Investment Adviser wish to enter into an
Administrative Services Agreement ("Agreement") whereby the Investment Adviser
would perform or cause to be performed such transfer agent services and
administrative services for the Fund's Class C and Class F shares;
NOW, THEREFORE, the parties agree as follows:
1. Services. During the term of this Agreement, the Investment Adviser shall
perform or cause to be performed the transfer agent services and administrative
services set forth in Exhibit A hereto, as such exhibit may be amended from
time to time by mutual consent of the parties. The Fund and Investment Adviser
acknowledge that the Investment Adviser will contract with third parties,
including American Funds Service Company ("AFS") to perform such transfer agent
services and administrative services. In selecting third parties to perform
transfer agent and administrative services, the Investment Adviser shall select
only those third parties that the Investment Adviser reasonably believes has
adequate facilities and personnel to diligently perform such services. The
Investment Adviser shall monitor, coordinate and oversee the activities of the
third parties with which it or AFS contracts to ensure shareholders receive
high-quality service. In doing so the Investment Adviser shall establish
procedures to monitor the activities of such third parties. These procedures
may, but need not, include monitoring (i) telephone queue wait times, (ii)
telephone abandon rates, (iii) website and voice response unit downtimes, (iv)
downtime of the third party's shareholder account record keeping system, (v)
the accuracy and timeliness of financial and non-financial transactions, and
(vi) to ensure compliance with the Fund prospectus.
2. Fees.
(a) TRANSFER AGENT FEES. In consideration of transfer agent services
performed or caused to be performed by the Investment Adviser for the Fund's
Class C and Class F shares, the Fund shall pay the Investment Adviser transfer
agent fees according to the fee schedule contained in the Shareholder Services
Agreement between the Fund and AFS (a copy of which is attached hereto). All
fund-specific charges from third parties -- including DST charges, postage,
NSCC transaction charges and similar out-of-pocket expenses -- will be passed
through directly to the Fund. The Fund's Class C shares and Class F shares
shall pay only those transfer agent fees that are attributed to accounts and
activities generated by their respective classes. Such transfer agent fees
shall be paid on or before the 10th day of each month for transfer agent
services performed the preceding month.
(b) ADMINISTRATIVE SERVICES FEES. In consideration of administrative services
performed or caused to be performed by the Investment Adviser for the Fund's
Class C and Class F shares, the Fund shall pay the Investment Adviser an
administrative services fee ("administrative fee"). Such administrative fee
shall accrue daily and shall be calculated at the annual rate of 0.15% of the
average net assets of the Fund's Class C shares and Class F shares. The
administrative fee shall be paid on or before the 10th day of each month for
administrative services performed in the preceding month.
3. Effective Date and Termination of Agreement. This Agreement shall become
effective on March 15, 2001, and unless terminated sooner it shall continue in
effect until _______________. It may thereafter be continued from year to
year only with the approval of a majority of those Directors/Trustees of the
Fund who are not "interested persons" of the Fund (as defined in the ▇▇▇▇ ▇▇▇)
and have no direct or indirect financial interest in the operation of this
Agreement or any agreement related to it (the "Independent
Directors/Trustees"). This Agreement may be terminated as to the Fund's Class
C and Class F shares at any time by vote of a majority of the Independent
Directors/Trustees. The Investment Adviser may terminate this agreement upon
sixty (60) days' prior written notice to the Fund.
4. Amendment. This Agreement may not be amended to increase materially the
fees payable under this Agreement unless such amendment is approved by the vote
of a majority of the Independent Directors/Trustees.
5. Assignment. This Agreement shall not be assignable by either party hereto
and in the event of assignment shall automatically terminate forthwith. The
term "assignment" shall have the meaning set forth in the 1940 Act.
Notwithstanding the foregoing, the Investment Adviser is specifically
authorized to contract with third parties for the provision of transfer agency,
shareholder services, and administrative services on behalf of the Fund.
6. Issuance of Series of Shares. If the Fund shall at any time issue shares
in more than one series, this Agreement may be adopted, amended, continued or
renewed with respect to a series as provided herein, notwithstanding that such
adoption, amendment, continuance or renewal has not been effected with respect
to any one or more other series of the Fund.
7. Choice of Law. This Agreement shall be construed under and shall be
governed by the laws of the State of California, and the parties hereto agree
that proper venue of any action with respect hereto shall be Los Angeles
County, California.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed in duplicate original by its officers thereunto duly authorized, as of
_____________, 2000.
CAPITAL RESEARCH AND
MANAGEMENT COMPANY [FUND]
EXHIBIT A
TO THE
ADMINISTRATIVE SERVICES AGREEMENT
TRANSFER AGENT SERVICES
The Investment Adviser or any third-party with whom it may contract, including
American Funds Service Company (the Investment Adviser and any such third-party
are collectively referred to as "Service Provider") shall act, as necessary, as
stock transfer agent, dividend disbursing agent and redemption agent for the
Fund's Class C and Class F shares, and shall provide such additional related
services as the Fund's Class C and Class F shares may from time to time
require, all of which services are sometimes referred to herein as "shareholder
services."
ADMINISTRATIVE SERVICES
2. Record Maintenance
The Service Provider shall maintain, and require any third parties with which
it contracts to maintain with respect to each Fund shareholder holding the
Fund's Class C and/or Class F shares in a Service Provider account
("Customers") the following records:
0. Number of Shares;
a. Date, price and amount of purchases and redemptions (including dividend
reinvestments) and dates and amounts of dividends paid for at least the current
year to date;
b. Name and address of the Customer, including zip codes and social security
numbers or taxpayer identification numbers;
c. Records of distributions and dividend payments;
d. Any transfers of shares; and
e. Overall control records.
2. Shareholder Communications
Service Provider shall:
0. Provide to a shareholder mailing agent for the purpose of delivering certain
Fund-related materials the names and addresses of all Customers. The
Fund-related materials shall consist of updated prospectuses and any
supplements and amendments thereto, annual and other periodic reports, proxy or
information statements and other appropriate shareholder communications. In
the alternative, the Service Provider may distribute the Fund-related materials
to its Customers.
a. Deliver current Fund prospectuses and statements of additional information
and annual and other periodic reports upon Customer request, and, as
applicable, with confirmation statements;
b. Deliver statements to Customers on no less frequently than a quarterly basis
showing, among other things, the number of Class C and/or Class F shares of the
Fund owned by such Customer and the net asset value of the Class C and/or Class
F shares of the Fund as of a recent date;
c. Produce and deliver to Customers confirmation statements reflecting
purchases and redemptions of Class C and/or Class F shares of the Fund;
d. Respond to Customer inquiries regarding, among other things, share prices,
account balances, dividend amounts and dividend payment dates; and
e. With respect to Class C and/or Class F shares of the Fund purchased by
Customers after the effective date of this Agreement, provide average cost
basis reporting to Customers to assist them in preparation of their income tax
returns.
f. If the Service Provider clears transactions in Fund's Class C and/or Class F
shares for any correspondent brokers or banks in an omnibus relationship, it
will require each such correspondent broker or bank to provide such shareholder
communications as set forth in 2(a) through 2(f) to its own Customers.
3. Transactional Services
The Service Provider shall communicate to its Customers, as to Class C and
Class F shares of the Fund, purchase, redemption and exchange orders reflecting
the orders it receives from its Customers or from any correspondent brokers and
banks for their Customers. The Service Provider shall also communicate to
beneficial owners holding through it, and to any correspondent brokers or banks
for beneficial owners holding through them, as to shares of Class C and Class F
share of the Fund, mergers, splits and other reorganization activities, and
require any correspondent broker or bank to communicate such information to its
Customers.
4. Tax Information Returns and Reports
The Service Provider shall prepare and file, and require to be prepared and
filed by any correspondent brokers or banks as to their Customers, with the
appropriate governmental agencies, such information, returns and reports as are
required to be so filed for reporting (i) dividends and other distributions
made, (ii) amounts withheld on dividends and other distributions and payments
under applicable federal and state laws, rules and regulations, and (iii) gross
proceeds of sales transactions as required.
5. Fund Communications
The Service Provider shall, upon request by the Fund, on each business day,
report the number of Class C shares and the number of Class F shares on which
the administrative fee is to be paid pursuant to this Agreement. The Service
Provider shall also provide the Fund with a monthly invoice.
6. Monitoring of Service Providers
The Investment Adviser shall coordinate and monitor the activities of the
Service Providers with which it contracts to ensure that Fund's Class C and
Class F shareholders receive high-quality service. The Investment Adviser
shall also ensure that Service Providers deliver to Customers account
statements and all Fund-related materials, including prospectuses, shareholder
reports, and proxies.
ATTACHMENT
TO
ADMINISTRATIVE SERVICES AGREEMENT
AMENDMENT OF SHAREHOLDER SERVICES AGREEMENT
This Amendment to the Shareholder Services Agreement (the "Agreement") by and
between American Funds Service Company (hereinafter "AFS") and AMCAP Fund, Inc.
(hereinafter called the "Fund") is dated as of the first day of January 1998.
WHEREAS, AFS and the Fund entered into the Agreement with regard to certain
shareholder services to be performed by AFS; and
WHEREAS, AFS and the Fund desire to amend said Agreement in the manner
hereinafter set forth;
NOW THEREFORE, pursuant to Section 9 of the Agreement, AFS and the Fund hereby
amend the Agreement in the following form:
1. Section 6 is amended to read as follows:
AFS will provide to the participating investment companies the shareholder
services referred to herein in return for the following fees:
ANNUAL ACCOUNT MAINTENANCE FEE (PAID MONTHLY):
$0.45 per month for each open account on AFS books or in Level 2 or 4
Networking ($5.40 per year).
$0.06 per month for each open account maintained in Street Name or
Level 1 or 3 Networking ($0.72 per year).
No annual fee will be charged for a participant account underlying a 401(k)
or other defined contribution plan where the plan maintains a single
account on AFS books and responds to all participant inquiries.
TRANSACTION FEES:
$2.70 per non-automated transaction
$0.20 per automated transaction
For this purpose, "transactions" shall include all types of transactions
included in an "activity index" as reported to the Review and Advisory
Committee at least annually. AFS will ▇▇▇▇ the Fund monthly, on or shortly
after the first of each calendar month, and the Fund will pay AFS within five
business days of such billing.
Any revision of the schedule of charges set forth herein shall require the
affirmative vote of a majority of the members of the board of
directors/trustees of the Fund.
IN WITNESS THEREOF, AFS and the Fund have caused this Amendment to be executed
by their duly authorized officers effective as of the date first written above.
FUND AMERICAN FUNDS
SERVICE COMPANY
BY: BY:
Name: Name:
Title: Title:
Date: Date: