Exhibit h(vi)
SHAREHOLDER SERVICES AGREEMENT OF
THE PREMIER CLASS-FIXED INCOME AND
THE RETAIL CLASS OF
CIGNA FUNDS GROUP
Agreement made as of January 3, 2000 between CIGNA Funds Group (the
"Trust") a Massachusetts business trust engaged in business as an open-end
management investment company registered under the Investment Company Act of
1940, as amended (the "Act") on behalf of the series listed on Schedule A
attached hereto and made a part of this agreement (the "Funds") and CIGNA
Financial Services, Inc. ("CFS");
WHEREAS, shares of the Funds are or may be issued in various classes,
designated the institutional class, the premier class, the premier class - fixed
income and the retail class;
WHEREAS, the Trust on behalf of the Funds desires to appoint CFS to
provide certain services to holders of the premier class - fixed income and the
retail class shares of the Funds under the terms and conditions described
herein;
NOW, THEREFORE, the Trust hereby adopts this Shareholder Services
Agreement (the "Agreement"), on behalf of the premier class- fixed income and
the retail class shares of the Funds and CFS hereby agrees to provide or cause
to be provided the shareholder services described herein, subject to the
following terms and conditions:
1. The Funds are authorized to pay to CFS, as compensation for
"service activities" and "distribution related activities" (as defined in
Paragraph 3 hereof) rendered to holders of the premier class fixed income and
the retail class shares of the Funds by CFS, its affiliates or independent
service providers, a periodic fee computed at a rate of the applicable
percentage of the daily net assets of these classes as set forth on Schedule A
attached hereto, during each fiscal year. Such payment shall be calculated daily
and paid monthly. CFS is authorized to pay its affiliates or independent third
party service providers for performing service activities consistent with this
Agreement.
2. This Agreement shall not take effect with respect to a class
of shares of a Fund until it, together with any related agreements, has been
approved by votes of a majority of both (a) the Trustees of the Trust and (b)
those Trustees of the Trust who are not "interested persons" of the Trust (as
defined in the Act) and who have no direct or indirect financial interest in the
operation of the Agreement or any agreements related to it (the "Agreement
Trustees").
3. CFS shall provide to the Board of Trustees of the Trust and
the Trustees shall review, at least quarterly, a written report of the amounts
expended in connection with its performance of "service activities," and
"distribution related activities" as defined in this paragraph 3, and the
purposes for which such expenditures were made. CFS shall submit only
information regarding amounts expended for "service activities" and
"distribution related activities" to the Board of Trustees of the Trust in
support of the amounts payable hereunder.
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For purposes of this agreement, "service activities" and "distribution
related activities" may include receiving, aggregating, and processing
shareholder or beneficial owner (collectively, "shareholder") orders (including
opening accounts, arranging wire transfers, transmitting and receiving funds,
and verifying customer signatures); communicating periodically with
shareholders; acting as the sole shareholder of record and nominee for
shareholders; answering questions and handling correspondence from shareholders
about their accounts; transmitting proxy statements, annual reports and other
communications from the Funds; and performing similar account administrative
services. "Distribution related activities" shall include: payments made to and
salaries and expenses of persons (including employees of CFS) who are engaged
in, or provide support services in connection with, the distribution of shares
of the Funds, such as answering routine telephone inquiries and processing
prospective investor requests for information; compensation paid to securities
dealers, financial institutions and other organizations which render
distribution and administrative services in connection with the distribution of
the Funds' shares; costs related to the formulation and implementation of
marketing and promotional activities, including direct mail promotions and
television, radio, newspaper, magazine and other mass media advertising; costs
of printing and distributing prospectuses and reports to prospective
shareholders of the Funds; costs involved in preparing, printing and
distributing sales literature for the Funds; costs involved in obtaining
whatever information analyses and reports with respect to market and promotional
activities on behalf of the retail class and premier class - fixed income of the
Funds that CFS deems advisable; and such other costs as may from time to time be
agreed upon by the Funds.
4. Amounts payable to CFS hereunder will be paid by a Fund to
CFS until the Agreement is terminated or not renewed with respect to a Fund. If
the Agreement is terminated or not renewed with respect to a Fund, any expenses
incurred by CFS, its affiliates or independent third party service providers, on
behalf of a Fund in excess of the payments of the amounts specified in Paragraph
1 hereof which CFS has received or accrued through the termination date are the
sole responsibility and liability of CFS and are not obligations of the Fund.
5. This Agreement shall continue in full force and effect for
so long as such continuance is specifically approved at least annually in the
manner provided for approval of the Agreement in Paragraph 2.
6. This Agreement may be terminated at any time, without
payment of any penalty, by vote of a majority of the Trustees or by a vote of a
majority of the outstanding voting securities of the affected class of a Fund on
not more than 30 days' written notice to CFS, or upon 30 day's notice by CFS to
the Trust.
7. The Trust shall preserve copies of this Agreement and any
related agreements and all reports made pursuant to Paragraph 3 hereof, for a
period of not less than six years from the date of this Agreement, any such
agreement or any such report, as the case may be, the first two years of which
shall be in an easily accessible place.
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8. The Agreement may be amended at any time provided that any
amendment to increase materially the amount of the payment provided for in
Paragraph 1, for any Fund, is invalid and unenforceable unless such amendment is
approved in the manner provided for initial approval in Paragraph 2 hereof, and
no material amendment to the Agreement shall be made unless approved in the
manner provided for approval in Paragraph 2 hereof.
9. Copies of the Master Trust Agreement establishing the Trust
are on file with the Secretary of the Commonwealth of Massachusetts, and notice
is hereby given that this document is executed on behalf of the Trust by an
officer of the Trust and not individually and that any obligations of or arising
out of this document are not binding upon any of the Trustees, officers,
shareholders, employees or agents of the Trust individually, but are binding
only upon the assets and property of the Trust.
IN WITNESS WHEREOF, the Trust, on behalf of the Funds, and CFS have
executed this Shareholder Services Agreement as of the date first above written.
CIGNA FUNDS GROUP
By:___________________________________________
By: Xxxxxxx X. Xxxxx
Its: Chairman of the Board and President
CIGNA FINANCIAL SERVICES, INC.
By:___________________________________________
By:
Its:
SCHEDULE A TO SHAREHOLDER SERVICES AGREEMENT
CLASSES OF SHARES
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PREMIER - FIXED INCOME RETAIL
---------------------- ------
Balanced Fund n/a 0.25
Core Plus Fixed Income Fund 0.15 0.25
Foreign Stock Fund n/a 0.25
Large Company Stock Growth Fund n/a 0.25
Large Company Stock Value Fund n/a 0.25
Large Company Stock Index fund n/a 0.25
Money Market Fund n/a 0.25
Small Company Stock Growth Fund n/a 0.25
Small Company Stock Value Fund n/a 0.25
