Exhibit 23(h)(2)
[FORUM FINANCIAL GROUP LETTERHEAD]
December 1, 2003
Xxxxxx Xxxxxx
Secretary
Century Capital Management Trust
000 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
RE: Change in Control of Forum Shareholder Services, LLC
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Dear Xx. Xxxxxx:
As you know, Forum Shareholder Services, LLC ("Forum") has a Transfer Agency and
Services Agreement (the "Contract") with Century Capital Management Trust (the
"Trust"). In accordance with the terms of the Contract, we are seeking your
consent to an assignment of the Contract by Forum in connection with a proposed
transaction that will result in a change in control of Forum.
On November 2, 2003, the current owners of Forum entered into a Purchase
Agreement that provides for the acquisition of Forum by Citicorp or one of its
affiliates. The closing of the transaction is subject to certain conditions but
we expect that it will be completed on or about December 18, 2003. The
accompanying material summarizes this change in control transaction. We believe
that this change in control transaction could constitute an assignment of the
Contract.
We request that the Trust consent to the assignment of the Contract in
connection with the change in control of Forum resulting from this transaction.
If the Trust consents to the assignment, please countersign this letter to
acknowledge that consent and return it to me in the enclosed, self-addressed
envelope.
If you have any questions, please do not hesitate to contact me at
(000)-000-0000 or by e-mail at xxxxx-xxxxxxxxx@xxxxx-xxxxxxxxx.xxx.
Sincerely,
/s/ Xxxxx X. Xxxxxxxxx
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Xxxxx X. Xxxxxxxxx
Director, Business & Product Development
CONSENT TO ASSIGNMENT OF THE CONTRACT:
/s/ Xxxxxx Xxxxxx
By: Xxxxxx Xxxxxx
Title: Secretary
Date: 12-09-03
TWO PORTLAND SQUARE PORTLAND, ME 04101 TEL: 000-000-0000 FAX: 000-000-0000
XXX.XXXXX-XXXXXXXXX.XXX
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PORTLAND WARSAW BERMUDA