EXHIBIT (m)(1)
CLASS A DISTRIBUTION PLAN AND AGREEMENT
AS AMENDED MARCH 16, 2000
AMENDED CLASS A DISTRIBUTION PLAN AND AGREEMENT PURSUANT TO RULE 12B-1
UNDER THE INVESTMENT COMPANY ACT OF 1940
PLAN AND AGREEMENT made as of the 1st day of June, 1997, and amended as of March
16, 2000 by and between Orbitex Group of Funds (the "Trust") and Funds
Distributor, Inc. ("FDI").
WHEREAS, the Trust is registered under the Investment Company Act of 1940, as
amended (the "1940 Act"), as an open-end management investment company which
offers for public sale separate series of shares of beneficial interest, each
corresponding to a distinct portfolio which may be further divided into separate
classes of shares (the "Shares"); and
WHEREAS, the Trust has entered into a Distribution Agreement (the "Distribution
Agreement") with FDI pursuant to which FDI has agreed to serve as the
Distributor of the Shares; and
WHEREAS, the Trust desires to adopt this amended Distribution Plan and Agreement
pursuant to Rule 12b-1 under the 1940 Act (the "Plan") on behalf of its series
with respect to the Class A Shares of the Funds set forth in Appendix A, and of
such other series as may hereafter be designated (the "Funds") by the Trust's
Board of Trustees (the "Board"); and
WHEREAS, FDI desires to serve as Distributor of the Shares and to provide, or
arrange for the provision of distribution services pursuant to the Plan;
NOW THEREFORE, the parties agree as follows:
1. A. Each Fund is authorized to pay to FDI, as compensation for FDI's services
under this Plan and Agreement, a fee at the rate of 0.40%, on an annualized
basis of the average net assets attributable to Class A shares of the Fund. Such
fees are to be paid by each Fund monthly, or at such other intervals as the
Board shall determine. Such fees shall be based upon the applicable Fund's
average daily net assets during the preceding month, and shall be calculated and
accrued daily.
B. Any Fund may pay fees to FDI at a lesser rate than the fees specified in
Section I.A. of this Plan and Agreement as agreed upon by the Board and FDI and
as approved in the manner specified in subsections (a) and (b) of Paragraph 3 of
this Plan.
2. FDI shall provide, or arrange for securities dealers or brokers,
administrators and others ("Recipients") with which FDI has entered Distribution
Sub-Agreements in the form attached hereto to provide, distribution services,
and to the extent that those services are provided by a Recipient, FDI shall pay
the Recipient a fee based on the net asset value of shares of the Fund held by
clients or customers of that Recipient. The distribution services shall include
assistance in the offering and sale of shares of each Fund and in other aspects
of the marketing of the shares to clients or prospective clients of the
respective Recipients; answering routine inquiries concerning a Fund; assisting
in the maintenance of accounts or sub-accounts in a Fund and in processing
purchase or redemption transactions; making a Fund's investment plans and
shareholder services available; and providing such other information and
services to investors in shares of the Fund as FDI or the Trust, on behalf of a
Fund, may reasonably request. The distribution services shall also include any
advertising or marketing services provided by or arranged by FDI with respect to
the Funds.
3. This Plan and Agreement shall not take effect with respect to any Fund unless
it has been approved, together with any related agreements, by a majority vote,
cast in person at a meeting (or meetings) called for the purpose of voting on
such approval, of: (a) the Board; and (b) those Trustees of the Trust who are
not "interested persons" of the Trust and have no direct or indirect financial
interest in the operation of this Plan and Agreement or any agreements related
thereto (the "Independent Trustees").
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4. This Plan may continue in full force and effect with respect to a Fund for so
long as such continuance is specifically approved at least annually in the
manner provided for approval of this Plan in subsections (a) and (b) of
paragraph 3.
5. FDI shall provide to the Board and the Board shall review, at least
quarterly, a written report of the amounts expended with respect to each Fund by
FDI under this Plan and the purposes for which such expenditures were made.
6. The Trust or any Fund may terminate this Plan at any time, without the
payment of any penalty, by vote of the Board, by vote of a majority of the
Independent Trustees, or by vote of a majority of the outstanding voting
securities of the affected Fund. FDI may terminate this Plan with respect to the
Trust or any Fund, without payment of penalty, upon sixty (60) days written
notice to the Trust or the affected Fund. Notwithstanding the foregoing, this
Plan shall terminate automatically in the event of its assignment.
7. This Plan may not be amended to increase materially the amount of fees to be
paid by a Fund unless such amendment is approved by a vote of a majority of the
outstanding Class A shares of the affected Fund, and no material amendment to
the other provisions of this Plan shall be made unless approved in the manner
provided for approval and annual renewal in subsections (a) and (b) of Paragraph
3 hereof.
8. The amount of distribution fees payable by any Fund to FDI under this Plan
and Agreement and the amounts received by FDI under the Distribution Agreement
may be greater or lesser than the expenses actually incurred by FDI on behalf of
such Fund in serving as Distributor of the Shares. The distribution and account
maintenance fees with respect to a Fund will be payable by such Fund to FDI
until either this Plan and Agreement or the Distribution Agreement is terminated
or not renewed with respect to the Shares of that Fund. If either this Plan and
Agreement or the Distribution Agreement is terminated or not renewed with
respect to the Shares of any Fund, any distribution expenses incurred by FDI on
behalf of the Fund which are in excess of payments which FDI has received or
accrued through the termination date shall be the sole responsibility and
liability of FDI, and are not obligations of the Fund.
9. While this Plan is in effect, the selection and nomination of the Trustees
who are not interested persons of the Trust shall be made solely at the
discretion of the Trustees who are not interested persons of the Trust.
10. As used in this Plan, the terms "majority of the outstanding voting
securities," "assignment" and "interested person" shall have the same meanings
as those terms have in the 1940 Act.
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11. The Trust shall preserve copies of this Plan (including any amendments
thereto) and any related agreements and all reports made pursuant to Paragraph 5
hereof for a period of not less than six years from the date thereof, the first
two years in an easily accessible place.
12. The Trustees of the Trust and the shareholders of each Fund shall not be
liable for any obligations of the Trust or any Fund under this Plan, and FDI or
any other person, in asserting any rights or claims under this Plan, shall look
only to the assets and property of the Trust or such Fund in settlement of any
such right or claim, and not to such Trustees or shareholders.
IN WITNESS WHEREOF, the Trust and FDI have executed this Amended Class A
Distribution Plan and Agreement on the 16 day of March, 2000.
ORBITEX GROUP OF FUNDS
Attest: BY:
Secretary President
FUNDS DISTRIBUTOR, INC.
Attest: BY:
Secretary President
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APPENDIX A
ORBITEX Info-Tech & Communications Fund
ORBITEX Internet Fund
ORBITEX Emerging Technology Fund
ORBITEX Strategic Infrastructure Fund
ORBITEX Health & Biotechnology Fund
ORBITEX Energy & Basic Materials Fund
ORBITEX Financial Services Fund
ORBITEX Focus 30 Fund
ORBITEX Growth Fund
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