ADDENDUM DATED JUNE 12, 2019 TO THE AMENDED AND RESTATED SUBADVISORY AGREEMENT DATED DECEMBER 13, 2018
ADDENDUM DATED JUNE 12, 2019 TO THE
AMENDED AND RESTATED SUBADVISORY AGREEMENT
DATED DECEMBER 13, 2018
This Addendum, dated as of June 12, 2019 (the “Addendum”), hereby supplements the attached Amended and Restated Subadvisory Agreement, as amended (the “Subadvisory Agreement”), dated December 13, 2018, as amended June 12, 2019, by and between Columbia Management Investment Advisers, LLC, (the “Investment Manager”), a Minnesota limited liability company, and AQR Capital Management, LLC (“AQR”), a Delaware limited liability company, solely with respect to the Columbia Alternative Beta Fund, to be known as Columbia Multi Strategy Alternatives Fund (the “Alternative Beta Fund”), a series of Columbia Funds Series Trust I (the “Registrant”), as follows:
The parties hereto acknowledge that, with respect to the Alternative Beta Fund, and in accordance with its prospectus and statement of additional information, as amended from time to time, all or a portion of its assets may be held in one or more of its wholly-owned subsidiaries, including but not limited to CMSAF2 Offshore Fund, Ltd. (referred to herein collectively as the “Subsidiary”). AQR is hereby authorized and agrees to manage the portion of assets of the Subsidiary which is allocated to AQR from time to time by the Investment Manager (which portion may include any or all of the Alternative Beta Fund’s assets) pursuant to the applicable terms, conditions and obligations under the Subadvisory Agreement. AQR is further authorized hereby to determine, in its discretion, the amount and type of assets (or any portion thereof allocated to it by the Investment Manager) of the Alternative Beta Fund to be invested in and through the Subsidiary. For purposes of this Addendum, all references in the Subadvisory Agreement to the “Fund,” with respect to the Alternative Beta Fund, shall also refer to the Subsidiary, unless (i) the context dictates otherwise or (ii) applicable laws, rules, regulations and interpretive releases, official guidance or no-action letters related thereto allow for an alternate interpretation, in the reasonable opinion of the Investment Manager, with respect to the Subsidiary. For the avoidance of doubt, the parties hereby agree that unless otherwise indicated in the prospectus or statement of additional information of the Alternative Beta Fund or as otherwise mutually agreed upon in writing by the Investment Manager and AQR (i) the assets of the Subsidiary should be treated as being held directly by the Alternative Beta Fund for purposes of the Alternative Beta Fund’s compliance with the 1940 Act, Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as amended, the Internal Revenue Code, as amended, any rules, regulations, interpretive releases, official guidance or no-action letters under any such acts or the Internal Revenue Code, or any other federal or state laws, rules and regulations referenced in the Subadvisory Agreement and (ii) the Subsidiary shall not be required, separate and apart from the Alternative Beta Fund, to comply with requirements applicable to a registered investment company, except that the Subsidiary will comply with the requirements of Section 18(f) of the 1940 Act and rules and regulations promulgated thereunder with respect to asset segregation.
For the avoidance of doubt, AQR hereby agrees for purposes of Section 1 of the Subadvisory Agreement: “Subadviser’s Duties” to treat the assets and liabilities of the Subsidiary as if they are held directly by the Alternative Beta Fund, and, in addition, if required (as determined by the Fund’s Chief Legal Officer and Chief Compliance Officer), to treat the Subsidiary as a separate investment by the Alternative Beta Fund. Further, for purposes of Section 4:
“Compensation of Subadviser” of the Subadvisory Agreement, the parties hereto agree to treat the assets and liabilities of the Subsidiary as if they are held directly by the Alternative Beta Fund. AQR acknowledges that, at the direction of the Registrant’s Board of Trustees and the Board of Directors of the Subsidiary, the Investment Manager has retained AQR to serve as investment subadviser for the Subsidiary, and AQR, as a party to the Subadvisory Agreement, has agreed to manage the assets of the Subsidiary in accordance with the applicable terms of the Subadvisory Agreement.
In witness whereof, the parties have caused this Addendum to be executed by their officers designated below as of this 12th day of June, 2019.
COLUMBIA MANAGEMENT INVESTMENT ADVISERS, LLC |
AQR CAPITAL MANAGEMENT, LLC | |||||||
By: |
/s/ Xxxxx Xxxxx | By: |
/s/ Xxxxxx XxxXxxx | |||||
Signature | Signature | |||||||
Name: |
Xxxxx Xxxxx | Name: |
Xxxxxx XxxXxxx | |||||
Printed | Printed | |||||||
Senior Counsel & Head of | ||||||||
Title: |
Assistant Secretary | Title: |
Registered Products | |||||