Exhibit(h)(7)
SHAREHOLDER SERVICES AGREEMENT
FOR
ING EQUITY TRUST
ING Funds Distributor, LLC (the "Distributor") serves as the principal
underwriter to ING Equity Trust (the "Trust"), a Massachusetts business trust
registered as a management investment company under the Investment Company Act
of 1940, as amended (the "1940 Act"), in connection with the Class O shares of
the Trust's separate series of shares (the "Funds") listed on the attached
SCHEDULE A. The Distributor appoints ING Direct Securities, Inc. ("ING Direct")
to provide shareholder services pursuant to this Shareholder Services Agreement
(the "Agreement").
1. In consideration of the provision of shareholder services and/or account
maintenance services to direct or indirect beneficial owners of Class O Shares
of the Funds ("Class O Shares"), the Distributor shall pay ING Direct a fee
periodically. Attached to this Agreement as SCHEDULE B is a list of certain
types of services that are contemplated to be provided in accordance with this
Agreement.
2. The Trust has adopted a Shareholder Services Plan under Rule 12b-l (the
"Plan"), under which the Distributor may make distribution and/or shareholder
services payments to services providers, such as ING Direct, under the Plan. In
consideration of the services under this Agreement, the Distributor agrees to
pay to ING Direct quarterly a service fee at an annual rate equal to twenty-five
basis points (0.25%) of the average daily net asset value of the Class O Shares
of each Fund. For purposes of computing the payments to ING Direct under this
paragraph, the average daily net asset value of the Class O Shares each quarter
shall be computed by totaling each Fund's holdings in Class O (Class O Share net
asset value multiplied by total number of Class O Shares) on each business day
during the quarter and dividing by the total number of business days during such
period. The payment to ING Direct under this paragraph shall be calculated at
the end of each quarter and will be paid to ING Direct within thirty (30) days
thereafter.
3. The Distributor shall pay ING Direct the total of the fees calculated
for each Series for any period with respect to which such calculations are made
within 45 days after the close of such period.
4. The Distributor reserves the right to withhold payment with respect to
Class 0 Shares purchased and redeemed or repurchased by the Trust within seven
(7) business days after the date of confirmation of such purchase.
5. Neither ING Direct nor any of its employees or agents is authorized to
make any representation concerning shares of the Trust except those contained in
the then-current Prospectus or annual or semi-annual reports to shareholders for
the Trust, and ING Direct shall have no authority to act as agent for the Trust
outside the parameters of this Agreement.
6. The Agreement shall have an initial one year term commencing on the date
of this Agreement. Thereafter, this Agreement shall automatically renew for
successive annual periods;
provided, however, that such continuance is subject to termination with respect
to a Fund at any time without penalty if the Plan is terminated for that Fund in
accordance with Rule 12b-l under the 1940 Act. This Agreement also may be
terminated by a party upon sixty (60) days' written notice to the other party.
7. The Agreement may not be assigned to any person without the
Distributor's written consent.
8. ING Direct shall comply with all applicable state and Federal laws and
the rules and regulations of authorized regulatory agencies.
9. This Agreement and any Schedule to this Agreement may not be revised
except by mutual written agreement between the parties and any material
amendment to the Agreement must be approved by a vote of a majority of the
Independent Trustees of the Trust. This Agreement may be revised only upon 60
days' written notice or upon such shorter notice as the parties may mutually
agree.
10. All communications to the Distributor shall be sent to:
ING Funds Distributor, LLC
0000 X. Xxxxxxxxxx Xxxxx Xx.
Xxxxxxxxxx, XX 00000
Attention: Xxxxxx Xxxxxxxxx, Vice President
Any notice to ING Direct shall be sent to:
ING Direct Securities, Inc.
0 Xxxxx Xxxxxx Xxxxxx
Xxxxxxxxxx, XX 00000
Attention: Xxxxxxx Deck, President
11. This Agreement shall be construed in accordance with the laws of the
State of Delaware provided that nothing in this Agreement shall be construed in
a manner inconsistent with the 1940 Act or the rules or orders of the U.S.
Securities and Exchange Commission under the 1940 Act, and shall be interpreted
and construed to further and promote the operation of the Trust as an open-end
investment company.
12. This agreement may be executed in counterparts.
2
IN WITNESS WHEREOF, the undersigned parties have executed this Agreement as
of the 1st day of September, 2004.
ING FUNDS DISTRIBUTOR, LLC ING DIRECT SECURITIES, INC.
By: /s/ Xxxxxx X. Xxxxxxxx By: /s/ XXX DECK
--------------------------------- ------------------------------------
Name: Xxxxxx X. Xxxxxxxx Name: XXX DECK
Title: President and CEO Title: PRESIDENT
3
SCHEDULE A
ING Financial Services Fund
ING Real Estate Fund
4
SCHEDULE B
TO THE SHAREHOLDER SERVICES AGREEMENT RELATING
TO ING EQUITY TRUST
The types of shareholder services which may be compensated pursuant to the
Agreement include, but are not necessarily limited to, the following:
1. Teleservicing support in connection with existing investments in the
Funds;
2. Delivery and responding to inquiries respecting Trust prospectuses,
reports, notices, proxies and proxy statements and other information
respecting the Funds;
3. The conveyance of information relating to shares purchased and
redeemed and share balances to the Trust;
4. Provision of support services including providing information about
the Trust and its Funds and answering questions respecting the Trust
and its Funds, including questions respecting shareholders' interest
in one or more Funds;
5. Services associated with inclusion of the Funds on the ING Direct
Platform and maintenance of Orange Investment Accounts; and
6. Provision of other services as may be agreed to from time to time.
5
