PRINCIPAL FUNDS, INC. DISTRIBUTION PLAN AND AGREEMENT CLASS A SHARES
PRINCIPAL FUNDS, INC. |
DISTRIBUTION PLAN AND AGREEMENT |
CLASS A SHARES |
DISTRIBUTION PLAN AND AGREEMENT made as of June 6, 2011, by and between PRINCIPAL FUNDS, | |
INC., a Maryland corporation (the "Fund"), and PRINCIPAL FUNDS DISTRIBUTOR, INC., a Washington | |
corporation (the " Distributor "). | |
1. | This Distribution and Service Plan (the “Plan”), when effective in accordance with its terms, shall be the written |
plan contemplated by Securities and Exchange Commission Rule 12b-1 under the Investment Company Act | |
of 1940, as amended (the “Act”) for the Class A shares of each Series identified in Appendix A, attached | |
hereto (the “Series”), a class of shares of Principal Funds, Inc. (the “Fund”). | |
2. | The Fund has entered into a Distribution Agreement on behalf of the Fund with the Distributor, under which the |
Distributor uses all reasonable efforts, consistent with its other business, to secure purchasers of shares of | |
each Series of the Fund (the “Shares”). Such efforts may include, but neither are required to include nor are | |
limited to, the following: (1) formulation and implementation of marketing and promotional activities, such as | |
mail promotions and television, radio, newspaper, magazine and other mass media advertising; (2) | |
preparation, printing and distribution of sales literature provided to the Fund’s shareholders and prospective | |
shareholders; (3) preparation, printing and distribution of prospectuses and statements of additional | |
information of the Fund and reports to recipients other than existing shareholders of the Fund; (4) obtaining | |
such information, analyses and reports with respect to marketing and promotional activities as the Distributor | |
may, from time to time, deem advisable; (5) making payment of sales commission, ongoing commissions and | |
other payments to brokers, dealers, financial institutions or others who sell Shares pursuant to Selling | |
Agreements; (6) paying compensation to registered representatives or other employees of the Distributor who | |
engage in or support distribution of the Fund’s Shares; (7) paying compensation to, and expenses (including | |
overhead and telephone expenses) of, the Distributor; (8) providing training, marketing and support to dealers | |
and others with respect to the sale of Shares; (9) receiving and answering correspondence from prospective | |
shareholders including distributing prospectuses, statements of additional information, and shareholder | |
reports; (10) providing of facilities to answer questions from prospective investors about Shares; | |
(11) complying with federal and state securities laws pertaining to the sale of Shares; (12) assisting investors | |
in completing application forms and selecting dividend and other account options; (13) providing of other | |
reasonable assistance in connection with the distribution of the Fund’s shares; (14) organizing and conducting | |
of sales seminars and making payments in the form of transactional compensation or promotional incentives; | |
and (15) such other distribution and services activities as the Fund determines may be paid for by the Fund | |
pursuant to the terms of this Plan and in accordance with Rule 12b-1 of the Act. | |
3. | The Distribution Agreement also authorizes the Distributor to enter into Service Agreements with other selling |
dealers and with banks or other financial institutions to provide shareholder services to existing Class A | |
shareholders, including without limitation, services such as furnishing information as to the status of | |
shareholder accounts, responding to telephone and written inquiries of shareholders, and assisting Class A | |
shareholders with tax information. | |
4. | In consideration for the services described above, and the expenses incurred by the Distributor pursuant to the |
Distribution Agreement and Paragraphs 2 and 3 hereof, all with respect to Class A shares of a Series of the | |
Fund, Class A shares of each Series shall pay to the Distributor a fee at the annual rate as shown on | |
Appendix A (or such lesser amount as the Fund Directors may, from time to time, determine) of the average | |
daily net assets of Class A shares of such Series. This fee shall be accrued daily and paid monthly or at such | |
other intervals, as the Fund Directors shall determine. The determination of daily net assets shall be made at | |
the close of business each day throughout the month and computed in the manner specified in the Fund’s | |
then current Prospectus for the determination of the net asset value of the Fund’s Class A shares. | |
5. | The Fund presently pays, and will continue to pay, a management fee to Principal Management Corporation |
(the “Manager”) pursuant to a Management Agreement between the Fund and the Manager (the | |
“Management Agreement”). It is recognized that the Manager may use its management fee revenue, as well | |
as its past profits or its resources from any other source, to make payment to the Distributor with respect to | |
any expenses incurred in connection with the distribution of Class A shares, including the activities referred to | |
in Paragraph 2 hereof. To the extent that the payment of management fees by the Fund to the Manager | |
should be deemed to be indirect financing of any activity primarily intended to result in the sale of Class A | |
shares within the meaning of Rule 12b-1, then such payment shall be deemed to be authorized by this Plan. |
Page 1 of 3 |
6. | This Plan shall not take effect until it has been approved (a) by a vote of at least a majority (as defined in the | |
Act) of the outstanding Class A shares of the Series of the Fund and (b) by votes of the majority of both (i) the | ||
Board of Directors of the Fund, and (ii) those Directors of the Fund who are not "interested persons" (as | ||
defined in the Act) of the Fund and who have no direct or indirect financial interest in the operation of this Plan | ||
or any agreements related to this Plan (the "Disinterested Directors"), cast in person at a meeting called for | ||
the purpose of voting on this Plan or such agreements. | ||
7. | Unless sooner terminated pursuant to Paragraph 6, this Plan shall continue in effect for a period of twelve | |
months from the date it takes effect and thereafter shall continue in effect so long as such continuance is | ||
specifically approved at least annually in the manner provided for approval of this Plan in Paragraph 6(b). | ||
8. | A representative of the Distributor shall provide to the Board and the Board shall review at least quarterly a | |
written report of the amounts so expended and the purposes for which such expenditures were made. | ||
9. | This Plan may be terminated at any time by vote of a majority of the Disinterested Directors, or by vote of a | |
majority (as defined in the Act) of the outstanding Class A shares of the Series of the Fund. | ||
10. | Any agreement of the Fund related to this Plan shall be in writing and shall provide: | |
A. | That such agreement may be terminated at any time, without payment of any penalty, by vote of a majority | |
of the Disinterested Directors or by a vote of a majority (as defined in the Act) of the outstanding Class A | ||
shares of the Series of the Fund on not more than sixty (60) days' written notice to any other party to the | ||
agreement); and | ||
B. | That such agreement shall terminate automatically in the event of its assignment. | |
11. | While the Plan is in effect, the Fund’s board of directors shall satisfy the fund governance standards as | |
defined in Securities and Exchange Commission Rule 0-1(a)(7). | ||
12. | This Plan does not require the Manager or Distributor to perform any specific type or level of distribution | |
activities or to incur any specific level of expenses for activities primarily intended to result in the sale of Class | ||
A shares. | ||
13. | The Fund shall preserve copies of this Plan and any related agreements and all reports made pursuant to | |
Paragraph 8, for a period of not less than six years from the date of the Plan, or the agreements or such | ||
report, as the case may be, the first two years in an easily accessible place. | ||
14. | This Plan may not be amended to increase materially the amount of Fees provided for in Paragraph 4 hereof | |
unless such amendment is approved in the manner provided for initial approval in Paragraph 6 hereof and no | ||
other material amendment to this Plan shall be made unless approved in the manner provided for initial | ||
approval in Paragraph 6(b) hereof. | ||
IN WITNESS WHEREOF, the parties hereto have executed and delivered this Plan as of the first date written | ||
above. |
PRINCIPAL FUNDS, INC. |
BY: |
XXXX XXXXXXX, PRESIDENT & CEO |
BY: |
XXXX X. XXXXXX, VICE PRESIDENT & SECRETARY |
PRINCIPAL FUNDS DISTRIBUTOR, INC. |
BY: |
XXXXXXX X. BEER, EXECUTIVE VICE PRESIDENT |
Page 2 of 3 |
PRINCIPAL FUNDS, INC. | |||
APPENDIX A | |||
Distribution | Distribution | ||
or Service | or Service | ||
Series | Fee | Series | Fee |
Bond & Mortgage Securities Fund | 0.25% | Principal Capital Appreciation Fund | 0.25% |
California Municipal Fund | 0.25% | Principal LifeTime 2010 Fund | 0.25% |
Disciplined LargeCap Blend Fund | 0.25% | Principal LifeTime 2020 Fund | 0.25% |
Diversified International Fund | 0.25% | Principal LifeTime 2030 Fund | 0.25% |
Diversified Real Asset Fund | 0.25% | Principal LifeTime 2040 Fund | 0.25% |
Equity Income Fund | 0.25% | Principal LifeTime 2050 Fund | 0.25% |
Global Diversified Income Fund | 0.25% | Principal LifeTime Strategic Income Fund | 0.25% |
Global Real Estate Securities Fund | 0.25% | Real Estate Securities Fund | 0.25% |
Government & High Quality Bond Fund | 0.25% | XXX – Balanced Portfolio | 0.25% |
High Yield Fund | 0.25% | XXX – Conservative Balanced Portfolio | 0.25% |
Income Fund | 0.25% | XXX – Conservative Growth Portfolio | 0.25% |
Inflation Protection Fund | 0.25% | XXX – Flexible Income Portfolio | 0.25% |
International Emerging Markets Fund | 0.25% | XXX – Strategic Growth Portfolio | 0.25% |
International Growth Fund | 0.25% | Short-Term Income Fund | 0.15% |
LargeCap Growth Fund | 0.25% | SmallCap Blend Fund | 0.25% |
LargeCap S&P 500 Index Fund | 0.15% | SmallCap Growth Fund | 0.25% |
LargeCap Value Fund | 0.25% | Small-MidCap Dividend Income Fund | 0.25% |
MidCap Blend Fund | 0.25% | SmallCap Value Fund | 0.25% |
Money Market Fund | 0.00% | Tax-Exempt Bond Fund | 0.25% |
Preferred Securities Fund | 0.25% |
Page 3 of 3 |