TRANSFER AND DIVIDEND DISBURSING AGENT AGREEMENT AMENDED AND RESTATED
AMENDED AND RESTATED
This agreement (the “Agreement”) is made as of September 7, 2010, amended and restated
March 7, 2011, by and between the trusts or corporations acting on behalf of their series all as
listed on Schedule A hereto (as the same may from time to time be amended to add or delete one or
more series of such trusts or corporations) (each such trust and corporation being hereinafter
referred to as a “Trust” and each series of a Trust, if any, being hereinafter referred to as a
“Fund” with respect to that Trust, but for any Trust that does not have any separate series, then
any reference to the “Fund” is a reference to that Trust), and Columbia Management Investment
Services Corp., a Minnesota corporation (“CMISC”).
WHEREAS, each Trust is a registered investment company and desires that CMISC
perform certain services for the Funds; and
WHEREAS, CMISC is willing to perform such services upon the terms and subject to the
conditions set forth herein.
NOW THEREFORE, in consideration of the mutual promises and covenants set forth herein, the
parties hereto agree as follows:
1. Appointment. Each Trust hereby appoints CMISC to act as Transfer Agent and
Dividend Disbursing Agent for the Funds, and CMISC accepts such appointments and will perform the
respective duties and functions of such appointments, and also agrees to act as agent for the
Funds’ shareholders in connection with the shareholder plans and services described in paragraphs
12 and 13, below, in the manner hereinafter set forth.
2. Compensation. Each Trust shall pay to CMISC, or to such person(s) as CMISC may
from time to time instruct, for services rendered and costs incurred in connection with the
performance of duties hereunder, such compensation and reimbursement as may from time to time be
approved by the Board of Trustees/Directors (the “Board”) of the Trust.
Schedule B hereto sets forth the compensation and reimbursement arrangements to be effective
as of the date of this Agreement, and the treatment of all interest earned with respect to balances
in the accounts maintained by CMISC referred to in paragraphs 5, 9 and 10 of this Agreement, net of
any charges imposed by the bank(s) at which CMISC maintains such accounts.
3. Copies of Documents. Each Trust will furnish CMISC with copies of the following
documents: the Declaration of Trust of the Trust and all amendments thereto; and the Trust’s
registration statement (the “Registration Statement”) as in effect on the date hereof under the
Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, and all
amendments or supplements thereto hereafter filed. The prospectus(es) and statement(s) of
additional information contained in each such Registration Statement, as from time to time amended
and supplemented, together are herein collectively referred to as the “Prospectus.”
4. Lost or Destroyed Certificates. In case of the alleged loss or destruction of any
shareholder certificate, no new certificate shall be issued in lieu thereof. CMISC shall cancel
such lost or destroyed certificate, and, provided that the purported holder of such lost or
destroyed certificate furnishes to CMISC an affidavit of loss of the shares represented by such
lost or destroyed certificate in a form satisfactory to CMISC, supported by an appropriate bond
satisfactory to CMISC and the Trust and issued by a surety company satisfactory to CMISC, CMISC
shall reflect the ownership by such holder of the shares represented by such lost or destroyed
certificate in its book entry system.
5. Receipt of Funds for Investment. CMISC will maintain one or more accounts with its
cash management bank into which it will deposit funds payable to CMISC as agent for, or otherwise
identified as being for the account of, each Fund or its principal underwriter (the “Distributor”),
prior to crediting such funds to the respective accounts of the Fund and the Distributor.
Thereafter, CMISC will determine the amount of any such funds due a Fund (equal to the number of
Fund shares sold by the Fund computed pursuant to paragraph 6 hereof, multiplied by the net asset
value of a Fund share (calculated as described in the Prospectus) next determined after receipt of
such purchase order) and due the Distributor (equal to the sales charge applicable to such sale
computed pursuant to paragraph 8 hereof), respectively, deposit the portion due the Distributor in
an account as may from time to time be designated by the Distributor, deposit the net amount due
the Fund in the Fund’s account with its custodian (the “Custodian”), notify the Distributor (such
notification to the Distributor to include the amount of such sales charge to be remitted by the
Distributor to any dealer participating in the sale, computed pursuant to paragraph 8 hereof) and
the Fund, respectively, of such deposits, such notification to be given as soon as practicable on
the next business day stating the total amount deposited to said accounts during the previous
business day. Such notification shall be in writing.
6. Shareholder Accounts. Upon receipt of any funds referred to in paragraph 5 hereof,
CMISC will compute the number of shares purchased by the shareholder according to the net asset
value of Fund shares next determined after such receipt less any applicable sales charge,
calculated pursuant to paragraph 8 hereof; and
(a) in the case of a new shareholder, open and maintain an open account for such shareholder
in the name or names set forth in the subscription application form;
(b) send to the shareholder a confirmation indicating the amount of full and fractional shares
purchased (in the case of fractional shares, rounded to three decimal places) and the price per
share; and
(c) in the case of a request to establish an accumulation plan, withdrawal plan, group plan or
other plan or program being offered by the Fund’s Prospectus, open and maintain such plan or
program for the shareholder in accordance with the terms thereof;
all subject to any reasonable instructions which the Distributor or a Trust may give to CMISC with
respect to rejection of orders for shares and in accordance with the Prospectus.
7. Unpaid Checks. In the event that any check or other order for payment of money on
the account of any shareholder or new investor is returned for any reason, CMISC will take such
steps, including imposition of a reasonable processing or handling fee on such shareholder or
investor, as CMISC may, in CMISC’s discretion, deem appropriate, or as a Trust or the Distributor
may instruct CMISC.
8. Sales Charge. In computing the number of shares to credit to the account of a
shareholder pursuant to paragraph 6 hereof, CMISC will calculate applicable sales charges,
commissions or other amounts, if any, with respect to each purchase as set forth in the Prospectus
and in accordance with any notification filed with respect to combined and accumulated purchases.
CMISC will also determine the portion of each sales charge, commission or other amount, if any,
payable by the Distributor to the dealer participating in the sale in accordance with such
schedules as are from time to time delivered by the Distributor to CMISC.
9. Dividends and Distributions. Each Trust will promptly notify CMISC of the
declaration of any dividend or distribution with respect to shares of Funds of such Trust, the
amount of such dividend or distribution, the date each such dividend or distribution shall be paid,
and the record date for determination of shareholders entitled to receive such dividend or
distribution. As Dividend Disbursing Agent, CMISC will, on or before the payment date of any such
dividend or distribution, notify the Custodian of the estimated amount of cash required to pay such
dividend or distribution, and each Trust agrees that on or before the mailing date of such dividend
or distribution it will instruct the Custodian to make available to CMISC sufficient funds therefor
in a dividend and distribution account maintained by CMISC with the Custodian. As Dividend
Disbursing Agent, CMISC will prepare and distribute to shareholders any funds to which they are
entitled by reason of any dividend or distribution and, in the case of shareholders entitled to
receive additional shares by reason of any such dividend or distribution, CMISC will make or cause
to be recorded appropriate credits to their accounts and prepare and mail to shareholders a
confirmation statement. CMISC will replace lost or stolen checks issued to a shareholder upon
receipt of proper notification and will maintain any stop payment order against the lost or stolen
checks, subject to the imposition of a reasonable processing or handling fee on such shareholder,
as CMISC may, in CMISC’s discretion, deem appropriate, or as each Trust or the Distributor may
instruct CMISC.
10. Repurchase and Redemptions. CMISC will receive and stamp with the date of receipt
all requests delivered to CMISC for repurchase or redemption of shares and CMISC will process such
repurchases as agent for the Distributor and such redemptions as agent for each Trust as follows,
all in accordance with the terms and procedures set forth in the Fund’s Prospectus:
(a) If such request complies with standards for repurchase or redemption approved from time to
time by the Trust, CMISC will, on or prior to the seventh calendar day succeeding the receipt of
any such request for repurchase or redemption in good order, deposit any contingent deferred sales
charge (“CDSC”) due the Distributor in its account with such bank as may from time to time be
designated by the Distributor and pay to the shareholder from funds deposited by the Trust from
time to time in a repurchase and redemption account maintained by
CMISC with its cash management bank, the appropriate repurchase or redemption price, as the
case may be, as set forth in the Prospectus;
(b) If such request does not comply with said standards for repurchase or redemption as
approved by the Trust, CMISC will promptly notify the shareholder of such fact, together with the
reason therefor, and shall effect such repurchase or redemption at the price in effect at the time
of receipt of documents complying with said standards, or, in the case of a repurchase, at such
other time as the Distributor, as agent for the Trust, shall so direct; and
(c) CMISC shall notify the Trust and the Distributor as soon as practicable on each business
day of the total number of Fund shares covered by requests for repurchase or redemption that were
received by CMISC in proper form on the previous business day, and shall notify the Distributor of
deposits to its account with respect to any CDSC, each such notification to be confirmed in
writing.
11. Exchanges and Transfers. Upon receipt by CMISC of a request to exchange Fund
shares held in a shareholder’s account for shares of another Fund, CMISC will verify that the
exchange request is made by authorized means and that the requested exchange is in accordance with
the Trust’s applicable policies and will process a redemption and corresponding purchase of shares
in accordance with each Trust’s redemption and purchase policies and in accordance with the
redemption and purchase provisions of this Agreement. Upon receipt by CMISC of a request to
transfer Fund shares accompanied by such endorsements, instruments of assignment or evidence of
succession as CMISC may require and further accompanied by payment of any applicable transfer
taxes, and satisfaction of any conditions contained in the Trust’s Declaration of Trust, By-Laws,
and Prospectus, CMISC will record the transfer of ownership of such shares in the appropriate
records and will process the transfer in accordance with the Trust’s transfer policies and will
open an account for the transferee, if a new shareholder, in accordance with the provisions of this
Agreement.
12. Systematic Withdrawal Plans. CMISC will administer systematic withdrawal plans
pursuant to the provisions of withdrawal orders duly executed by shareholders and the relevant
Fund’s Prospectus. Payments upon such withdrawal orders shall be made by CMISC from the
appropriate account maintained by the Trust with the Custodian. Prior to each payment date, CMISC
will withdraw from a shareholder’s account and present for repurchase or redemption as many shares
as shall be sufficient to make such withdrawal payment pursuant to the provisions of the
shareholder’s withdrawal plan and the relevant Fund’s Prospectus.
13. Letters of Intent and Other Plans. CMISC will process such letters of intent for
investing in Fund shares as are provided for in the Prospectus, and CMISC will act as escrow agent
pursuant to the terms of such letters of intent duly executed by shareholders. CMISC will make
appropriate deposits to the account of the Distributor for the adjustment of sales charges as
therein provided and will concurrently report the same to the Distributor, it being understood,
however, that computations of any adjustment of sales charges shall be the responsibility of the
Distributor or the Trust. CMISC will process such accumulation plans, group programs and other
plans or programs for investing in shares as are provided for in the Prospectus. In connection
with any such plan or program, and with systematic withdrawal plans described in
paragraph 12 hereof, CMISC will act as plan agent for shareholders and in so acting shall not
be the agent of the Trust.
14. Tax Forms and Reports. CMISC will prepare, file with the Internal Revenue Service
and with any other foreign, federal, state or local governmental agency which may require such
filing, and, if required, mail to shareholders such forms and reports for reporting dividends and
distributions paid by the Funds as are required to be so prepared, filed and mailed by applicable
laws, rules and regulations, and CMISC will withhold from distributions to shareholders such sums
as are required to be withheld under applicable foreign, federal and state income tax laws, rules
and regulations.
15. Record Keeping. CMISC will maintain records, which at all times will be the
property of each respective Trust and available for inspection by the Trust and Distributor,
showing for each shareholder’s account the following:
(a) Name, address and United States taxpayer identification or Social Security number, if
provided (or amounts withheld with respect to dividends and distributions on shares if a taxpayer
identification or Social Security number if not provided);
(b) Number of shares held and number of shares for which certificates have been issued;
(c) Historical information regarding the account of each shareholder, including dividends and
distributions paid, if any, and the date and price for all transactions on a shareholder’s account;
(d) Any stop or restraining order placed against a shareholder’s account;
(e) Information with respect to withholdings of taxes on dividends paid to foreign accounts;
and
(f) Any instruction as to letters of intent, record address, and any correspondence or
instructions or privileges (such as a telephone exchange privilege), relating to the maintenance of
a shareholder’s account.
In addition, CMISC will keep and maintain on behalf of each respective Trust all records which
the Trust or CMISC is required to keep and maintain pursuant to any applicable statute, rule or
regulation, including without limitation, Rules 17Ad-6 and 17Ad-7 under the Securities Exchange Act
of 1934, and Rule 31(a)-1 under the Investment Company Act of 1940, relating to the maintenance of
records in connection with the services to be provided hereunder.
16. Other Information Furnished. CMISC will furnish to each Trust and the
Distributor or to third parties at their direction, such as the Trust’s Blue Sky service provider,
such other information, including shareholder lists and statistical information as may be agreed
upon from time to time between CMISC and the Trust. CMISC shall notify a Trust of any request or
demand to inspect the share records books of the Trust and will act upon the instructions of the
Trust as to permitting or refusing such inspection. CMISC will also provide reports pertaining to
the services provided under this Agreement as the Trust or its Board may reasonably request.
17. Shareholder Inquiries. CMISC will respond promptly to written correspondence from
shareholders, registered representatives of broker-dealers engaged in selling Fund shares, the
Trust and the Distributor relating to its duties hereunder, and such other correspondence or
communications as may from time to time be mutually agreed upon between CMISC and each Trust.
CMISC also will respond promptly to telephone inquiries from shareholders with respect to existing
accounts.
18. Communications to Shareholders and Meetings. CMISC will determine all
shareholders entitled to receive, and will address and mail, all communications by a Trust to its
shareholders, including annual and semi-annual reports to shareholders, proxy material for meetings
of shareholders, dividend notifications, and other periodic communications to shareholders. CMISC
will receive, examine and tabulate returned and completed proxy cards for meetings of shareholders
and certify the vote to the Trust.
19. Other Services. If and as requested by the Trust (and as mutually agreed upon by
the parties as to any reasonable out-of-pocket expenses), CMISC shall provide any additional
related services, including but not limited to services pertaining to escheatments, abandoned
property, garnishment orders, bankruptcy and divorce proceedings, Internal Revenue Service or state
tax authority tax levies and summonses, and U.S. Treasury Office of Foreign Assets Control and all
matters relating to the foregoing.
20. Insurance. CMISC will maintain adequate insurance coverage with respect to the
services provided under this Agreement, and will not allow such insurance coverage to lapse,
without the prior written consent of each Trust.
21. Service Levels. CMISC agrees to report to the Board of each Trust on the nature
and quality of the services it provides to the Funds under this Agreement, as may be requested by
the Board from time to time.
22. Duty of Care and Indemnification. CMISC will at all times use reasonable care and
act in good faith in performing its duties hereunder. CMISC will not be liable or responsible for
delays or errors by reason of circumstances beyond its control, including without limitation, acts
of civil or military authority, national or state emergencies, labor difficulties, fire, mechanical
breakdown, flood or catastrophe, acts of God, insurrection, war, riots or failure of
transportation, communication or power supply, so long as CMISC maintains comprehensive business
continuity plans and procedures pursuant to Section 29 hereof.
CMISC may rely on certifications of the Secretary, any Assistant Secretary, the President, any
Vice President, the Treasurer or any Assistant Treasurer of a Trust as to proceedings or facts in
connection with any action taken by the shareholders or the Board of that Trust, and upon
instructions not inconsistent with this Agreement from the President, any Vice President, the
Treasurer or any Assistant Treasurer of that Trust. CMISC may seek from counsel for a Trust, at
the Trust’s expense, or its own counsel for advice whenever it appropriate. With respect to any
action reasonably taken on the basis of such certifications or instructions or in accordance with
the advice of counsel for a Trust, the Trust will indemnify and hold harmless CMISC from any and
all losses, claims, damages, liabilities and expenses (including reasonable
counsel fees and expenses), provided that such certifications or instructions are not provided
by an employee of CMISC or any affiliate of CMISC.
Each Trust will indemnify CMISC against and hold CMISC harmless from any and all losses,
claims, damages, liabilities and expenses (including reasonable counsel fees and expenses) arising
out of or in connection with any material breach by a Trust of any provision of this Agreement
provided that such claim, demand, action or suit is not the result of CMISC’s bad faith or
negligence.
In any case in which a Trust may be asked to indemnify or hold harmless CMISC, CMISC shall
advise the Trust of all pertinent facts concerning the situation giving rise to the claim or
potential claim for indemnification, and CMISC shall use reasonable care to identify and notify the
Trust promptly concerning any situation which presents or appears likely to present a claim for
indemnification.
23. Employees. CMISC is responsible for the employment, control and conduct of its
agents and employees and for injury or harm to such agents or employees or to others caused by such
agents or employees. CMISC assumes full responsibility for its agents and employees under
applicable statutes and agrees to pay all employer taxes thereunder.
24. AML/CIP. CMISC agrees to use its best efforts to provide anti-money laundering
services to each Trust and to operate the Trust’s customer identification program, in each case in
accordance with the written procedures developed by CMISC and adopted or approved by the Board of
the Trust and with applicable law and regulation. CMISC further agrees to cooperate with any
request from examiners or other personnel of U.S. Government agencies having jurisdiction over the
Trust for information and records relating to the anti-money laundering procedures or services and
consents to inspection by such examiners or other personnel for this purpose.
25. Termination. This Agreement shall continue indefinitely until terminated (with
respect to any Trust) by not less than sixty (60) days’ written notice given by the Trust to CMISC
or by six (6) months’ written notice given by CMISC to the Trust. Upon termination hereof, the
relevant Trust shall pay such compensation as may be due to CMISC as of the date of such
termination.
26. Successors. In the event that in connection with termination of this Agreement a
successor to any of CMISC’s duties or responsibilities hereunder is designated by a Trust by
written notice to CMISC, CMISC shall promptly, at the expense of the Trust, transfer to such
successor a certified list of the shareholders of the Funds (with name, address and taxpayer
identification or Social Security number), the historical record of the account of each shareholder
and the status thereof, and all other relevant books, records, correspondence and other data
established or maintained by CMISC under this Agreement in a form reasonably acceptable to the
Trust (if such form differs from the form in which CMISC has maintained the same, the Trust shall
pay any expenses associated with transferring the same to such form), and will cooperate in the
transfer of such duties and responsibilities, including provision for assistance from CMISC’s
personnel in the establishment of books, records and other data by such successor. CMISC shall be
entitled to reasonable compensation and reimbursement of its out-of-pocket expenses in
respect of assistance provided in accordance with the preceding sentence, unless such
termination resulted from a material breach of this Agreement by CMISC or was caused by CMISC.
Also, in the event of the termination of this Agreement, to the extent permitted by the agreements
or licenses described below, CMISC shall, if requested by the officers on behalf of the Board of
the Trust, use reasonable efforts to assign to the Trust, or its designee, such portion of its
rights under any existing agreements to which it is a party and pursuant to which it has a right to
have access to data processing capability in connection with the services contemplated by this
Agreement and under any licenses to use third-party software in connection with the services
contemplated by this Agreement and under any licenses to use third-party software in connection
therewith as is applicable to the Trust, and in connection with such assignment shall grant to the
assignee an irrevocable right and license or sublicenses, on a non-exclusive basis, to use any
software used in connection therewith and, on an exclusive basis, any proprietary rights or
interest which it has under such agreements or licenses.
27. Use of Affiliated Companies and Subcontractors. In connection with the services
to be provided by CMISC under this Agreement, CMISC may, to the extent it deems appropriate, and
subject to compliance with the requirements of applicable laws and regulations and upon receipt of
approval of the Board of a Trust, make use of (i) its affiliated companies and their directors,
trustees, officers and employees and (ii) subcontractors selected by it, with the understanding
that there shall be no diminution in the quality or level of services provided to the Trust, and
provided that CMISC shall supervise and remain fully responsible for the services of all such third
parties in accordance with and to the extent provided in this Agreement. All costs and expenses
associated with services provided by any such third parties shall be borne by CMISC or such
parties, except to the extent specifically provided otherwise in this Agreement.
28. Confidentiality. CMISC agrees on behalf of itself and its employees to treat
confidentially and as proprietary information of each Trust all records and other information
relative to the Trust and its prior, present or potential shareholders and not to use such records
and information for any purpose other than performance of its responsibilities and duties under
this Agreement, except after prior notification to and approval in writing by the Trust, which
approval shall not be unreasonably withheld and may not be withheld where CMISC may be exposed to
civil or criminal contempt proceedings for failure to comply, when requested to divulge such
information by duly constituted authorities or when so requested by the Trust. Furthermore, CMISC
will implement procedures reasonably designed to safeguard information in accordance with the
Fund’s privacy policy as adopted by the Board and with applicable laws and regulations.
29. Compliance. CMISC agrees to comply with all applicable federal, state and local
laws and regulations, codes, orders, self-regulatory organization guidelines or regulations, and
government rules in the performance of its duties under this Agreement. CMISC agrees to provide
each Trust with such certifications, reports and other information, and reasonable access to
appropriate personnel and facilities, as the Trust may reasonably request from time to time to
assist it in complying with, and monitoring for compliance with, applicable laws, rules and
regulations. CMISC will implement, test and maintain comprehensive business continuity plans and
procedures as appropriate to provide uninterrupted services to the Trust pursuant to this
Agreement. Notwithstanding anything else in this Agreement, CMISC will perform all services
covered by the Agreement in a manner so as to conform with the procedures and arrangements
described in the Fund’s Prospectus.
30. Market Timing. CMISC will assist other service providers of the Trust as
necessary in the implementation of the Trust’s market timing policy adopted by the Board, as set
forth in the Fund’s Prospectus. Furthermore, to the extent applicable, CMISC will carry out its
obligations set forth in the Fund’s Compliance Program concerning the implementation and
administration of policies and procedures relating to Rule 22c-2 under the 1940 Act.
31. Miscellaneous. This Agreement shall be construed in accordance with and governed
by the laws of the Commonwealth of Massachusetts.
The captions in this Agreement are included for convenience of reference only and in no way
define or limit any of the provisions of this Agreement or otherwise affect their construction or
effect. This Agreement may be executed simultaneously in two or more counterparts, each of which
shall be deemed an original, but all of which taken together shall constitute one and the same
instrument. This Agreement may be amended or modified only by a written document signed by both
parties hereto. All provisions regarding indemnification, liability, and limits thereon, and
confidentiality shall survive the termination of this Agreement. This Agreement, including the
attached Schedules, sets forth the entire understanding of the parties hereto with respect to the
subject matter hereof and incorporates, merges and supersedes any and all prior understandings and
communications, whether written or oral, with respect to such subject matter.
A copy of the Agreement and Declaration of Trust of the Trusts that are organized as
Massachusetts business trusts are on file with the Secretary of the Commonwealth of Massachusetts,
and CMISC acknowledges that this Agreement is executed on behalf of each Trust by an officer
thereof in his or her capacity as an officer thereof and not individually, and that the
obligations of or arising out of this Agreement are not binding upon any of the trustees, officers,
employees, agents or shareholders of the Trusts individually, but are binding solely upon the
assets and property of the Trusts. CMISC further acknowledges that the assets and
liabilities of each Fund that is a series of a Trust are separate and distinct and that
the obligations of or arising out of this Agreement with respect to each Fund that is a series of
a Trust are binding solely upon the assets or property of such Fund. CMISC also agrees
that obligations of or arising out of this Agreement with respect to each Fund that is a series of
a Trust shall be several and not joint, in accordance with its proportionate interest
hereunder, and agrees not to proceed (by way of claim, set-off or otherwise) against any Fund for
the obligations of another Fund.
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of
the date first above written.
| EACH TRUST DESIGNATED IN SCHEDULE A, | ||||||
| on behalf of their respective series listed on Schedule A | ||||||
| By: | /s/ J. Xxxxx Xxxxxxxxxxx
|
|||||
| Title: President | ||||||
| COLUMBIA MANAGEMENT INVESTMENT SERVICES CORP. | ||||||
| By: | /s/ Xxxxx Xxxxx | |||||
| Name: Xxxxx Xxxxx | ||||||
| Title: President | ||||||
SCHEDULE A
As of March 7, 2011
As of March 7, 2011
Columbia 120/20 Contrarian Equity Fund |
Columbia Absolute Return Currency and Income Fund |
Columbia Absolute Return Emerging Markets Macro Fund |
Columbia Absolute Return Enhanced Multi-Strategy Fund |
Columbia Absolute Return Multi-Strategy Fund |
Columbia AMT-Free Tax-Exempt Bond Fund |
Columbia Asia Pacific ex-Japan Fund |
Columbia Diversified Bond Fund |
Columbia Diversified Equity Income Fund |
Columbia Dividend Opportunity Fund |
Columbia Emerging Markets Bond Fund |
Columbia Emerging Markets Opportunity Fund |
Columbia Equity Value Fund |
Columbia European Equity Fund |
Columbia Floating Rate Fund |
Columbia Frontier Fund |
Columbia Global Bond Fund |
Columbia Global Equity Fund |
Columbia Global Extended Alpha Fund |
Columbia Government Money Market Fund |
Columbia High Yield Bond Fund |
Columbia Income Builder Fund |
Columbia Income Opportunities Fund |
Columbia Inflation Protected Securities Fund |
Columbia Large Core Quantitative Fund |
Columbia Large Growth Quantitative Fund |
Columbia Large Value Quantitative Fund |
Columbia Limited Duration Credit Fund |
Columbia Xxxxxxx Flexible Capital Fund |
Columbia Mid Cap Growth Opportunity Fund |
Columbia Mid Cap Value Opportunity Fund |
Columbia Minnesota Tax-Exempt Fund |
Columbia Money Market Fund |
Columbia Multi-Advisor International Value Fund |
Columbia Multi-Advisor Small Cap Value Fund |
Columbia Portfolio Builder Aggressive Fund |
Columbia Portfolio Builder Conservative Fund |
Columbia Portfolio Builder Moderate Aggressive Fund |
Columbia Portfolio Builder Moderate Conservative Fund |
Columbia Portfolio Builder Moderate Fund |
Columbia Recovery and Infrastructure Fund |
Columbia Retirement Plus 2010 Fund |
Columbia Retirement Plus 2015 Fund |
Columbia Retirement Plus 2020 Fund |
Columbia Retirement Plus 2025 Fund |
Columbia Retirement Plus 2030 Fund |
Columbia Retirement Plus 2035 Fund |
Columbia Retirement Plus 2040 Fund |
Columbia Retirement Plus 2045 Fund |
Columbia Select Large-Cap Value Fund |
Columbia Select Smaller-Cap Value Fund |
Columbia Xxxxxxxx Communications and Information Fund |
Columbia Xxxxxxxx Global Technology Fund |
Columbia Short-Term Cash Fund |
Columbia Strategic Allocation Fund |
Columbia U.S. Government Mortgage Fund |
RiverSource California Tax-Exempt Trust |
RiverSource California Tax-Exempt Fund |
RiverSource Dimensions Series, Inc. |
RiverSource Disciplined Small and Mid Cap Equity Fund |
RiverSource Disciplined Small Cap Value Fund |
RiverSource Global Series, Inc. |
Threadneedle Global Equity Income Fund |
RiverSource Government Income Series, Inc. |
RiverSource Short Duration U.S. Government Fund |
RiverSource Income Series, Inc. |
Columbia Income Builder Fund II |
Columbia Income Builder Fund III |
RiverSource International Managers Series, Inc. |
RiverSource Partners International Select Growth Fund |
RiverSource Partners International Small Cap Fund |
RiverSource International Series, Inc. |
RiverSource Disciplined International Equity Fund |
Threadneedle International Opportunity Fund |
RiverSource Investment Series, Inc. |
RiverSource Balanced Fund |
RiverSource Managers Series, Inc. |
RiverSource Partners Fundamental Value Fund |
RiverSource Market Advantage Series, Inc. |
Columbia Portfolio Builder Total Equity Fund |
RiverSource S&P 500 Index Fund |
RiverSource Small Company Index Fund |
RiverSource Sector Series, Inc. |
RiverSource Real Estate Fund |
RiverSource Selected Series, Inc. |
RiverSource Precious Metals and Mining Fund |
RiverSource Special Tax-Exempt Series Trust |
RiverSource New York Tax-Exempt Fund |
RiverSource Strategic Allocation Series, Inc. |
RiverSource Strategic Income Allocation Fund |
RiverSource Tax-Exempt Income Series, Inc. |
RiverSource Tax-Exempt High Income Fund |
RiverSource Tax-Exempt Series, Inc. |
RiverSource Intermediate Tax-Exempt Fund |
Xxxxxxxx Capital Fund, Inc. |
Xxxxxxxx Growth Fund, Inc. |
Xxxxxxxx LaSalle Real Estate Fund Series, Inc. |
RiverSource LaSalle Global Real Estate Fund |
RiverSource LaSalle Monthly Dividend Real Estate Fund |
Xxxxxxxx Municipal Fund Series, Inc. |
Xxxxxxxx Minnesota Municipal Class |
Xxxxxxxx National Municipal Class |
Xxxxxxxx New York Municipal Class |
Xxxxxxxx Municipal Series Trust |
Xxxxxxxx California Municipal High Yield Series |
Xxxxxxxx California Municipal Quality Series |
Xxxxxxxx LaSalle International Real Estate Fund, Inc. |
Xxxxxxxx Premium Technology Growth Fund, Inc. |
SCHEDULE B
Payments under the Agreement to CMISC shall be made in the first two weeks of the month following
the month in which a service is rendered or an expense incurred.
Transfer agency costs are calculated separately for each of (i) Class Y shares, (ii) Class R4 and
R5 shares, and (iii) all other classes of shares (except Class I, which pay no transfer agency
fees). Each Fund shall pay to CMISC for the services to be provided by CMISC under the Agreement an amount
equal to the sum of the following:
| i) | An annual fee of $12.08 per account (excluding Class I share accounts); PLUS | ||
| ii) | The Fund’s Allocated Share of CMISC Reimbursable Out-of-Pocket Expenses (allocated among the Fund’s classes (other than Class I shares) based on the number of open accounts); PLUS EITHER | ||
| iii) | Payments relating to Sub-Transfer Agency Fees (for all classes other than Class I, R4, R5 or Y) for each position held in an omnibus account (i) for which American Enterprise Investment Services, Inc. is the broker of record or with respect to which the beneficial shareholder is a customer of Ameriprise Financial Services, Inc., at the rate of $16 per annum, calculated monthly based on the total number of positions in such account at the end of such month; and (ii) for all other accounts, subject to an annual limitation of 0.20% of the average aggregate value of the fund’s shares maintained in such omnibus accounts; OR | ||
| iv) | Reimbursement of Sub-Transfer Agency Fees (for Class R3, Class R4 and Class R5) subject to an annual limitation of 0.05% of the net assets attributable to such shares. |
In addition, CMISC shall be entitled to retain as additional compensation for its services all
CMISC revenues for fees for wire, telephone, and redemption orders, XXX trustee agent fees and
account transcripts due CMISC from shareholders of the Fund and interest (net of bank charges)
earned with respect to balances in the accounts referred to in paragraph 2 of the Agreement. CMISC
shall also be entitled to retain any small account fees as specified in the Prospectus, although
the fees otherwise payable under the Agreement shall be reduced by the amount of such small account
fees.
All determinations hereunder shall be in accordance with generally accepted accounting principles
and subject to audit by the Funds’ independent accountants.
Definitions
“Allocated Share” for any month means that percentage of CMISC Reimbursable
Out-of-Pocket Expenses which would be allocated to a Fund for such month in accordance with
the methodology described below under the heading “Methodology of Allocating CMISC
Reimbursable Out-of-Pocket Expenses.”
“CMISC Reimbursable Out-of-Pocket Expenses” means (i) networking account fees paid
to dealer firms by CMISC on shareholder accounts established or maintained pursuant to the
National Securities Clearing Corporation’s networking system, subject to a maximum annual
rate of 0.20% of the average aggregate value of the Fund’s shares maintained in networked
accounts of each dealer firm, and (ii) out-of-pocket expenses incurred on behalf of the
Funds by CMISC for stationery, forms, postage and similar items and those expenses
identified as “Out-of-Pocket Expenses” below.
“Out-of-Pocket Expenses” also include, but are not limited to, the following
items:
| * | Printing costs, including envelopes, checks and stationery | ||
| * | Postage bulk, pre-sort, ZIP+4, barcoding, first class | ||
| * | Telephone and telecommunication costs, including all lease, maintenance and line costs | ||
| * | Proxy solicitations, mailings and tabulations | ||
| * | Daily & Distributions advice mailings | ||
| * | Implementing, monitoring or processing any Stop Orders | ||
| * | Shipping, Certified and Overnight mail and insurance | ||
| * | Year-end forms and mailings | ||
| * | Duplicating services | ||
| * | Courier services | ||
| * | National Securities Clearing Corporation charges related to fund transactions | ||
| * | At the request, or with the consent of the Trust, such other miscellaneous expenses reasonably incurred by CMISC in performing its duties and responsibilities under this Agreement. |
The Funds agree that postage and mailing expenses will be paid on the day of or prior to mailing as
agreed with CMISC. In addition, the Funds will promptly reimburse CMISC for any other unscheduled
expenses incurred by CMISC whenever the Funds and CMISC mutually agree that such expenses are not
otherwise properly borne by CMISC as part of its duties under the Agreement.
Methodology of Allocating CMISC Reimbursable Out-of-Pocket Expenses
CMISC Reimbursable Out-of-Pocket Expenses are allocated to the Funds as follows:
| A. Identifiable | Based on actual services performed and invoiced to a Fund. | |||
| B. Unidentifiable | Allocation will be based on three evenly weighted factors. | |||
- number of shareholder accounts |
||||
| -
number of transactions |
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| - average assets |
