SECURITY FUNDS
RULE 22C-2 SHAREHOLDER INFORMATION AGREEMENT
This Agreement is made as of April 16, 2007, or such other compliance
date mandated by Rule 22c-2 under the Investment Company Act of 1940 ("RULE
22C-2"), by and between Security Distributors, Inc. ("SDI") and Security Benefit
Life Insurance Company. ("INTERMEDIARY").
WHEREAS, SDI is the principal underwriter for the Security Funds; and
WHEREAS, the "SECURITY FUNDS" consist of Series of SBL Fund, Security
Equity Fund, Security Income Fund, Security Large Cap Value Fund and Security
Mid Cap Growth Fund; and
WHEREAS, Rule 22c-2 requires the Security Funds (or their principal
underwriter or transfer agent on the Funds' behalf) to enter into a Shareholder
Information Agreement with each financial intermediary, as defined by Rule
22c-2; and
WHEREAS, First Security Benefit Life Insurance and Annuity Company of
New York ("FSBL") currently makes available certain of the Security Funds
through separate accounts supporting variable annuity and/or variable life
contracts ("Variable Contracts"); and
WHEREAS, Intermediary is a party to an administrative services
agreement with FSBL pursuant to which Intermediary provides services in respect
of FSBL's Variable Contracts; and
WHEREAS, Intermediary has access to Shareholder (defined below) level
detail in respect of the Variable Contracts;
NOW THEREFORE, in consideration of the foregoing and the mutual
promises set forth below, the parties agree as follows:
1. DEFINITIONS. For purposes of this Agreement:
A. The term "FUND" includes the Security Funds and SDI. The term does
not include any money market fund.
B. The term "SHARES" means the interests of Shareholders corresponding
to the redeemable securities of record issued by the Security Funds that are
held by the Intermediary.
C. The term "SHAREHOLDER" means the beneficial owner of Shares, whether
the Shares are held directly or by the Intermediary in nominee name.
D. For retirement recordkeepers, the term "SHAREHOLDER" means the Plan
participant notwithstanding that the Plan may be deemed to be the beneficial
owner of Shares.
E. For insurance companies, the term "SHAREHOLDER" means the holder of
interests in a variable annuity or variable life insurance contract issued by
the Intermediary.
F. The term "WRITTEN" includes electronic writing and facsimile
transmissions.
2. AGREEMENT TO PROVIDE INFORMATION. Intermediary agrees to provide the
Fund, upon written request, the taxpayer identification number ("TIN"), if
known, of any or all Shareholder(s) of Variable Contracts and the amount, date,
name or other identifier of any investment professional(s) associated with the
Shareholder(s) or Variable Contract (if known), and transaction type (purchase,
redemption, transfer, or exchange) of every purchase, redemption, transfer, or
exchange of Shares held through a Variable Contract maintained by FSBL during
the period covered by the request.
A. PERIOD COVERED BY REQUEST. Requests shall set forth a
specific period for which transaction information is sought, which will
generally not exceed twelve (12) months of transaction information. The Fund
will not request transaction information older than twelve (12) months from the
date of the request unless the Fund deems it necessary to investigate compliance
with policies established by the Fund for the purpose of eliminating or reducing
any dilution of the value of the outstanding shares issued by the Fund.
B. FORM AND TIMING OF RESPONSE. Intermediary agrees to
transmit the requested information that is on its books and records to the Fund
or its designee promptly, but in any event not later than ten (10) business days
or such other time as agreed to by the Fund, after receipt of a request. If the
requested information is not on the Intermediary's books and records,
Intermediary agrees to (within the
time period designated above): (i) provide or arrange to provide to the Fund the
requested information from shareholders who hold an account with an indirect
intermediary, or (ii) if directed by the Fund, block further purchases of fund
shares from such indirect intermediary. In such instances, Intermediary agrees
to inform the Fund whether it plans to perform (i) or (ii). Responses required
by this paragraph must be communicated in writing and in a format mutually
agreed upon by the parties. To the extent practicable, the format for any
transaction information provided to the Fund should be consistent with the NSCC
Standardized Data Reporting Format. For purposes of this provision, an "indirect
intermediary" has the same meaning as in Rule 22c-2 under the Investment Company
Act of 1940.
C. LIMITATIONS ON USE OF INFORMATION. The Fund agrees not to
use the information received for marketing or any other similar purpose without
the prior written consent of the Intermediary and FSBL.
3. AGREEMENT TO RESTRICT TRADING. Intermediary agrees to execute
written instructions from the Fund to restrict or prohibit further purchases or
exchanges of Shares by a Shareholder that has been identified by the Fund as
having engaged in transactions of the Fund's Shares (directly or indirectly
through the Intermediary's account) that violate policies established by the
Fund for the purpose of eliminating or reducing any dilution of the value of the
outstanding Shares issued by the Fund.
A. FORM OF INSTRUCTIONS. Instructions must include the TIN, if
known, and the specific restriction(s) to be executed. If the TIN is not known,
the instructions must include an equivalent identifying number of the
Shareholder(s) or Variable Contract or other agreed upon information to which
the instruction relates.
B. TIMING OF RESPONSE. Intermediary agrees to execute
instructions as soon as reasonably practicable, but not later than five (5)
business days after receipt of the instructions by the Intermediary.
C. CONFIRMATION BY INTERMEDIARY. Intermediary must provide
written confirmation to the Fund that instructions have been executed.
Intermediary agrees to provide confirmation as soon as reasonably practicable,
but not later than ten (10) business days after the instructions have been
executed.
4. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement
between the parties with respect to the subject matter hereof. This Agreement
supersedes, and the terms of this Agreement govern, any other prior agreement
with respect to the subject matter hereof.
5. CHOICE OF LAW. This Agreement shall be construed in accordance with
the Investment Company Act of 1940 and the laws of the state of Kansas, without
regard to the choice of law provisions thereof.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this
Agreement as of the date first written above.
SECURITY DISTRIBUTORS, INC. INTERMEDIARY
/s/ Xxxx Xxxxxx
By:________________________
Name: Xxxx Xxxxxx Name: ____________________
Title: President Title: ____________________
Date: _____________________
