ADMINISTRATIVE SERVICES AGREEMENT
AGREEMENT made as of January ___, 2001 by and between Impact
Management Investment Trust ("IMIT"), a Massachusetts business trust and IMPACT
Administrative Services, Inc. (the "Administrator"), a Florida corporation.
WITNESSETH:
WHEREAS, IMIT is registered as a diversified, open-end, series
management investment company under the Investment Company Act of 1940, as
amended (the "1940 Act") and has established each of the separate portfolios
listed on Attachment D (the "Portfolios"); and
WHEREAS, IMIT wishes to retain the Administrator to provide certain
transfer agent, fund accounting, dividend disbursing and administration services
with respect to the Portfolios, and the Administrator is willing to furnish or
provide for the furnishing of such services;
NOW, THEREFORE, in consideration of the premises and mutual covenants
herein contained, it is agreed between the parties hereto as follows:
1. APPOINTMENT. IMIT hereby appoints the Administrator to provide
transfer agent, fund accounting, dividend disbursing and fund administration
services to the Portfolios, subject to the supervision of the Board of Trustees
of IMIT (the "Board"), for the period and on the terms set forth in this
Agreement. The Administrator accepts such appointment and agrees to furnish the
services herein set forth in return for the compensation as provided in
Paragraph 3 of this Agreement.
2. SERVICES PROVIDED BY THE ADMINISTRATOR. The Administrator will
provide the following services subject to the control, direction and supervision
of the Board, and in compliance with the objectives, policies and limitations
set forth in IMIT's Registration Statement, Bylaws and applicable laws and
regulations.
(a) GENERAL ADMINISTRATION. The Administrator shall manage,
administer and conduct the general business activities of the Portfolios. The
Administrator shall provide the personnel and facilities necessary to perform
such general business activities. A detailed description of these services is
included in Attachment A to this Agreement.
(b) FUND ACCOUNTING. The Administrator shall provide the
following accounting services to the Portfolios: (i) maintenance of the books
and records and accounting controls for the Portfolios' assets, including
records of all securities transactions; (ii) calculation of the Portfolios' net
asset values in accordance with the Prospectuses and, if requested by IMIT,
transmission of the net asset values to the NASD for publication of prices;
(iii) accounting for dividends, interest and other income received and
distributions made by the Portfolios; (iv) preparation and filing of the
Portfolios' state and federal tax returns and Semi-Annual Reports on Form N-SAR;
(v) production of transaction data, financial reports and such other periodic
and special reports as the Board may reasonably request; (vi) the preparation of
financial statements for the semi-annual and annual reports and other
shareholder communications; (vii) liaison with the Portfolios' independent
auditors; and (viii) monitoring
and administration of arrangements with the Portfolios' custodian and depository
banks. A complete listing of reports that will be available to each of the
Portfolios is included in Attachment B of this Agreement.
(c) TRANSFER AGENT. With respect to each Portfolio, the
Administrator shall:
(i) Maintain records showing for each shareholder the
following: (A) name, address and tax identification number; (B) number of shares
held of the Portfolio; (C) historical information including dividends paid and
the date and price of all transactions including individual purchases and
redemptions; and (D) any dividend reinvestment order, application, dividend
address and correspondence relating to the current maintenance of the account.
(ii) Record the issuance of shares of beneficial interest of
IMIT and shall notify the Fund in case any proposed issue of shares by the
Portfolio shall result in an over-issue as identified by Section 8-104(2) of the
Uniform Commercial Code and in case any issue would result in such an
over-issue, shall refuse to countersign an over-issue, and/or credit, said
shares. Except as specifically agreed in writing between the Administrator and
IMIT, the Administrator shall have no obligation when countersigning and issuing
and/or crediting shares, to take cognizance of any other laws relating to the
issue and sale of such shares except insofar as policies and procedures of the
Stock Transfer Association recognize such laws.
(iii)Process all orders for the purchase of shares of the
Portfolio in accordance with IMIT's current Registration Statement. Upon receipt
of any check or other payment for purchase of shares of the Portfolio from an
investor, it will: (A) stamp the envelope with the date of receipt; (B)
forthwith process the same for collection; and (C) determine the amounts thereof
due the Portfolio, and notify the Portfolio of such determination and deposit,
such notification to be given on a daily basis of the total amounts determined
and deposited to the Portfolio's custodian bank account during such day. The
Administrator shall then credit the share account of the investor with the
number of shares to be purchased according to the price of the Portfolio's
shares in effect for purchases made on the date such payment is received by the
Administrator, determined as set forth in the Portfolio's current Prospectus,
and shall promptly mail a confirmation of said purchase to the investor, all
subject to any instructions which IMIT may give to the Administrator with
respect to the timing or manner of acceptance of orders for Portfolio shares
relating to payments so received by it.
(iv) Receive and stamp with the date of receipt all written
requests for redemptions or repurchase of shares and shall process redemptions
and repurchase requests as follows: (A) if such redemption request complies with
the applicable standards approved by IMIT, the Administrator shall on each
business day notify the Portfolio of the total number of shares presented and
covered by such requests received by the Administrator on such day; (B) on or
prior to the seventh calendar day succeeding any such request for redemption,
the Administrator shall notify the custodian, subject to the instructions from
the Portfolio, to transfer monies to such account as designated by the
Administrator for such payment to the redeeming shareholder of the applicable
redemption or repurchase price; (C) if any such request for redemption or
repurchase does not comply with applicable standards, the Administrator shall
promptly notify the investor of such fact, together with the reason therefor,
and shall effect such
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redemption at the Portfolio's price next determined after receipt of documents
complying with said standards or at such other time as IMIT shall so direct.
(v) Acknowledge all correspondence from shareholders
relating to their share accounts and undertake such other shareholder
correspondence as may from time to time be mutually agreed upon.
(vi) Process redemptions of Portfolio shares upon telephone
instructions from qualified shareholders in accordance with the procedures set
forth in the Portfolio's current Prospectus. The Administrator shall be
permitted to act upon the instruction of any person by telephone to redeem
Portfolio shares from any account for which such services have been authorized.
IMIT hereby agrees to indemnify and hold the Administrator harmless against all
losses, costs or expenses, including attorneys' fees and expenses suffered or
incurred by the Administrator directly or indirectly as a result of relying on
the telephone instructions of any person acting on behalf of a shareholder
account for which telephone services have been authorized.
(vii)Transfer on the records of the Portfolio maintained by
it, shares held in non-certificate form, upon the surrender to it of transfer
documents in proper form for transfer and, upon cancellation thereof, to
countersign and issue new documents of ownership for a like amount of stock and
to deliver the same pursuant to the transfer instructions.
(viii) In the event that any check or other order for the
payment of money is returned unpaid for any reason, take such steps, including
redepositing said check for collection or returning said check to the investor,
as the Administrator may, at its discretion, deem appropriate and notify the
Portfolio of such action, unless the Portfolio instructs otherwise. However, the
Administrator shall not be liable to IMIT or the Portfolio for any returned
checks or other order for the payment of money if it follows reasonable
procedures with respect thereto.
(ix) Prepare, file with the Internal Revenue Service, and
mail to shareholders such returns for reporting payment of dividends and
distributions as are required by applicable laws to be so filed and/or mailed,
and the Administrator shall withhold such sums as are required to be withheld
under applicable Federal income tax laws, rules and regulations.
(x) Mail proxy statements, proxy cards and other materials
and shall receive, examine and tabulate returned proxies. The Administrator
shall make interim reports of the status of such tabulation to IMIT upon
request, and shall certify the final results of the tabulation.
(d) DIVIDEND DISBURSING. The Administrator shall act as Dividend
Disbursing Agent for the Portfolios, and, as such, shall prepare and mail
checks; or credit income and capital gain payments to shareholders. The
Portfolios shall advise the Administrator of the declaration of any dividend or
distribution and the record and payable date thereof at least five (5) days
prior to the record date. The Administrator shall, on or before the payment date
of any such dividend or distribution, notify the Portfolios' custodian of the
estimated amount required to pay any portion of said dividend or distribution
which is payable in cash, and on or before the payment date of such
distribution, the Portfolios shall instruct its custodian to make available to
the Administrator sufficient funds for the cash amount to be paid out. If a
shareholder is entitled
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to receive additional shares by virtue of any such distribution or dividend,
appropriate credits will be made to his account and/or certificates delivered
where requested. A shareholder not electing issuance of certificates will
receive a confirmation from the Administrator indicating the number of shares
credited to his account.
(e) MISCELLANEOUS. The Administrator will also:
(i) Provide office facilities (which may be in the offices
of the Administrator or a corporate affiliate of them, but shall be in such
location as IMIT shall reasonably approve) and the services of a principal
financial officer to be appointed by IMIT;
(ii) Furnish statistical and research data, clerical
services and stationery and office supplies;
(iii)Assist in the monitoring of regulatory and legislative
developments which may affect IMIT and the Portfolios and, in response to such
developments, counsel and assist IMIT in routine regulatory examinations or
investigations of IMIT and the Portfolios, and work with outside counsel to IMIT
in connection with regulatory matters or litigation.
(iv) In performing its duties: (A) will act in accordance
with IMIT's Declaration of Trust, Bylaws, Prospectus and the instructions and
directions of the Board and will conform to, and comply with, except as
otherwise provided herein, the requirements of the 1940 Act and all other
applicable federal or state laws and regulations; and (B) will consult with
outside legal counsel to IMIT, as necessary or, appropriate.
(v) Preserve for the periods prescribed by Rule 3la-2 under
the 1940 Act the records required to be maintained by Rule 3la-1 under said Act
in connection with the services required to be performed hereunder. The
Administrator further agrees that all such records which it maintains for the
Portfolios are the property of IMIT and further agrees to surrender promptly to
IMIT any of such records upon IMIT's request.
(vi) The Administrator may, at its expense and discretion,
subcontract with any entity or person concerning the provisions of the services
contemplated hereunder. The Administrator will provide prompt notice of such
delegation and provide copies of such subcontracts to IMIT.
3. FEES, EXPENSES; EXPENSE REIMBURSEMENT.
(a) For the services rendered for the Portfolios pursuant to
this Agreement, the Administrator shall be entitled to fees as set forth in the
fee schedule on Attachment C of this Agreement. Such fees are to be paid monthly
on the first business day of the following month. Upon any termination of this
Agreement before the end of any month, the fee for such part of the month shall
be prorated according to the proportion which such period bears to the full
monthly period and shall be payable upon the date of termination of this
Agreement.
(b) The Administrator will from time to time employ or associate
with such person or persons as may be fit to assist them in the performance of
this Agreement. Such
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person or persons may be officers and employees who are employed by both the
Administrator and IMIT. The compensation of such person or persons for such
employment shall be paid by the Administrator and no obligation will be incurred
by or on behalf of IMIT in such respect.
(c) The Administrator will bear all expenses in connection with
the performance of its services under this Agreement except as otherwise
expressly provided herein. Other expenses to be incurred in the operation of the
Portfolios will be borne by the Portfolios or other parties, including interest,
brokerage fees and commissions, if any, and advisory fees; provided, however,
that, except as provided in any distribution plan adopted by IMIT, the
Portfolios will not bear, directly or indirectly, the cost of any activity which
is primarily intended to result in the distribution of shares of the Portfolios.
In addition, the Administrator may utilize one or more independent pricing
services, approved from time to time by the Board, to obtain securities prices
in connection with determining the net asset values of the Portfolios, and a
Portfolio will reimburse the Administrator for its share of the cost of such
services based upon its actual use of the services for the benefit of such
Portfolio.
4. DUTIES, RESPONSIBILITIES AND LIMITATION OF LIABILITY.
(a) In the performance of its duties hereunder, the
Administrator shall be obligated to exercise due care and diligence and to act
in good faith in performing the services provided for under this Agreement. In
performing its services hereunder, the Administrator shall be entitled to rely
on any oral or written instructions, notices or other communications from IMIT
or the Portfolios and their custodians, officers and directors, investors,
agents, legal counsel and other service providers which communications the
Administrator reasonably believes to be genuine, valid and authorized.
(b) Subject to the foregoing, the Administrator shall not be
liable for any error of judgment or mistake of law or for any loss or expense
suffered by the Portfolios, in connection with the matters to which this
Agreement relates, except for a loss or expense resulting from misfeasance, bad
faith or negligence on the Administrator's part in the performance of its duties
or from disregard by the Administrator of its obligations and duties under this
Agreement. Any person, even though also an officer, director, partner, employee
or agent of the Administrator, who may be or become an officer, director,
partner, employee or agent of the Portfolios, shall be deemed when rendering
services to the Portfolios or acting on any business of the Portfolios (other
than services or business in connection with the Administrator's duties
hereunder) to be rendering such services to or acting solely for the Portfolios
and not as an officer, director, partner, employee or agent or person under the
control or direction of the Administrator even though paid by the Administrator.
(c) The Administrator shall not be responsible for, and IMIT
shall indemnify and hold the Administrator harmless from and against, any and
all losses, damages, costs, reasonable attorneys' fees and expenses, payments,
expenses and liabilities, except for a loss or expense resulting from
misfeasance, bad faith or negligence on the Administrator's part in the
performance of its duties or from disregard by the Administrator of its
obligations and duties under this Agreement, arising out of or attributable to:
(i) The reliance on or use by the Administrator of its
officers, employers or agents of information, records, or documents which are
received by the
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Administrator or its officers, employers or agents and furnished to it or them
by or on behalf of IMIT, and which have been prepared or maintained by IMIT or
its officers, employees or agents;
(ii) IMIT's refusal or failure to comply with the terms of
this Agreement or IMIT's lack of good faith, or its actions, or lack thereof,
involving gross negligence or willful misfeasance;
(iii)The taping or other form of recording of telephone
conversations or other forms of electronic communications with other agents of
IMIT, its investors and shareholders, or reliance by the Administrator on
telephone or other electronic instructions of any person acting on behalf of a
shareholder or shareholder account for which telephone or other electronic
services have been authorized; and
(iv) The offer or sale of shares by IMIT in violation of any
requirement under the Federal securities laws or regulations or the securities
laws or regulations of any state, or in violation of any stop order or other
determination or ruling by any Federal agency or any state agency with respect
to the offer or sale of such shares in such state resulting from activities,
actions, or omissions by IMIT or its officers, employees, or agents prior to the
effective date of this Agreement.
(d) The Administrator shall indemnify and hold IMIT harmless
from and against any and all losses, damages, costs, charges, reasonable
attorneys' fees and expenses, payments, expenses and liability arising out of or
attributable to the Administrator's refusal or failure to comply with the terms
of this Agreement; the Administrator's breach of any representation or warranty
made by it herein; or the Administrator's lack of good faith, or acts involving
negligence, misfeasance or disregard of its duties hereunder.
5. TERM. The Administrator will start the provision of the services
contemplated by this Agreement on the date first hereinabove written or whenever
the current service provider ceases to provide its services and the operative
terms of the Agreement will be effective for a period of one (1) year from such
date, unless sooner terminated as provided herein. Thereafter, unless sooner
terminated as provided herein, this Agreement shall continue in effect from year
to year provided such continuance is specifically approved at least annually by
the Board. This Agreement is terminable, without penalty, by the Board or by the
Administrator, on not less than ninety (90) days' written notice. Except as
provided in Section 8 hereof, this Agreement shall automatically terminate upon
its assignment by the Administrator without the prior written consent of IMIT.
Upon termination of this Agreement, IMIT shall pay to the Administrator such
compensation and any reimbursable expenses as may be due under the terms hereof
as of the date of termination or the date that the provision of services ceases,
whichever is later.
6. NON-ASSIGNABILITY. This Agreement shall not be assigned by any of
the parties hereto without the prior consent in writing of the other party;
provided, however, that the Administrator may in its own discretion and without
limitation or prior consent of IMIT, whenever and on such terms and conditions
as it deems necessary or appropriate, enter into subcontracts, agreements and
understandings with non-affiliated third parties; provided, that such
subcontract, agreement or understanding shall not discharge the Administrator
from its obligations hereunder or delegation of duties to another third party.
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7. NOTICE. Any notice required or permitted hereunder shall be in
writing to the parties at the following address (or such other address as a
party may specify by notice to the other):
If to IMIT: Impact Management Investment Trust
000 Xxxx Xxxx Xxxxxx
Xxxxx 000
Xxxxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx
Chairman
With a copy to: Xxxxxx Xxxxxxxx LLP
3000 Two Xxxxx Square
00xx xxx Xxxx Xxxxxxx
Xxxxxxxxxxxx, XX 00000
Attn: Xxxxxx X. Del Xxxx, Esq.
If to Administrator: IMPACT Administrative Services, Inc.
000 Xxxx Xxxx Xxxxxx
Xxxxx 000
Xxxxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx
President
Notice shall be effective upon receipt if by mail, on the date of
personal delivery (by private messenger, courier service or otherwise) or upon
confirmed receipt of telex or facsimile, whichever occurs first.
8. WAIVER. The failure of a party to insist upon strict adherence to
any term of this Agreement on any occasion shall not be considered a waiver nor
shall it deprive such party of the right thereafter to insist upon strict
adherence to that term or any term of this Agreement. Any waiver must be in
writing signed by the waiving party.
9. SEVERABILITY. If any provision of this Agreement is invalid or
unenforceable, the balance of the Agreement shall remain in effect, and if any
provision is inapplicable to any person or circumstance, it shall nevertheless
remain applicable to all other persons and circumstances.
10. SUCCESSOR AND ASSIGNS. The covenants and conditions herein
contained shall, subject to the provisions as to assignment, apply to and bind
the successors and assigns of the parties hereto.
11. GOVERNING LAW. This Agreement shall be governed by Massachusetts
law, including its choice of law provisions.
12. AMENDMENTS. This Agreement may be modified or amended from time
to time by mutual written agreement between the parties. No provision of this
Agreement may be
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changed, discharged, or terminated orally, but only by an instrument in writing
signed by the party against which enforcement of the change, discharge or
termination is sought.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to
be executed by their officers designated below as of the date indicated above.
IMPACT MANAGEMENT INVESTMENT TRUST
By: /s/
------------------------------------
Name:
Title:
IMPACT ADMINISTRATIVE SERVICES, INC.
By: /s/
------------------------------------
Name:
Title:
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ATTACHMENT A
ADMINISTRATION SERVICES
PROVIDED TO EACH PORTFOLIO
Compliance
----------
Prepare and update compliance manuals and procedures.
Assist in the training of portfolio managers, management and Portfolio
accountants concerning compliance manuals and procedures.
Monitor the Portfolio's compliance with investment restrictions (i.e.
issuer or industry diversification, etc.) listed in the current Prospectuses and
Statement of Additional Information. (Frequency - Daily)
Monitor the Portfolio's compliance with the requirements of the
Internal Revenue Code (the "Code") Section 851 for qualification as regulated
investment companies.
(Frequency - Monthly)
Calculate and recommend dividend and capital gain distributions in
accordance with distribution policies detailed in the Prospectus. (Frequency -
Determined by Prospectus)
Prepare year-end dividend and capital gain distributions to establish
IMIT's status as a RIC under Section 4982 of the Code regarding minimum
distribution requirements. File Federal Excise Tax Return (Form 8613).
(Frequency - Annually)
Mail quarterly requests for "Securities Transaction Reports" to IMIT's
Trustees and Officers and "access persons" under the terms of IMIT's Code of
Ethics and SEC regulations.
Monitor investment adviser's compliance with Board directives such as
"Approved Issuers Listings for Repurchase Agreements." (Frequency - Daily)
Review investments involving interests in any broker, dealer,
underwriter or investment adviser to ensure continued compliance with Section
12(d)(3) of the 1940 Act.
(Frequency - Quarterly)
Monitor the Portfolio's brokerage allocation and prepare quarterly
brokerage allocation reports for Board meetings (consistent with reporting from
the current service provider).
Reporting
---------
Prepare agreed upon management reports and Board materials such as
unaudited financial statements, distribution summaries and deviations of
xxxx-to-market valuation and the amortized cost for money market funds.
A-1
Report Portfolio performance to outside services as directed by
Portfolio management.
Prepare and file IMIT's Semi-Annual Reports on Form N-SAR with the
SEC.
Prepare and file Portfolio Federal tax returns along with all state
and local tax returns and State Expense Limitation returns, where applicable.
Prepare and coordinate printing of Portfolio's Semi-Annual and Annual
Reports to shareholders.
File copies of every report to shareholders with the SEC under Rule
30b2-1.
Notify shareholders as to what portion, if any, of the distributions
made by the Portfolio during the prior fiscal year were exempt-interest
dividends under Section 852(b)(5)(A) of the Code.
Provide Form 1099-MISC to persons other than corporations (i.e.,
Trustees/Directors) to whom the Portfolio paid more than $600 during the year.
Administration
--------------
Serve as officers of the Portfolio and attend IMIT Board meetings.
Prepare Portfolio expense projections, establish accruals and review
on a periodic basis.
Expenses based on a percentage of Portfolio's average daily net assets
(advisory and administrative fees).
Expenses based on actual charges annualized and accrued daily (audit
fees, registration fees, directors' fees, etc.).
Provide financial information for proxies and Prospectus (Expense
Table).
Coordinate all communications and data collection with regard to any
regulatory examinations and yearly audit by independent accountants.
Legal Affairs
-------------
Prepare and update documents, such as Declaration of Trust, foreign
corporation qualification filings, and Bylaws.
Update and file post-effective amendments to IMIT's registration
statement on Form N-1A and prepare supplements as needed.
Prepare and file Rule 24f-2 Notice.
Prepare proxy materials and administer shareholder meetings.
A-2
Review contracts between IMIT and its service providers (must be
sensitive to conflict of interest situations).
Apprise and train management and staff with respect to important legal
issues.
Prepare and maintain all state registrations and exemptions of IMIT's
securities including annual renewals, preparing and filing sales reports, filing
copies of the registration statement and final prospectus and statement of
additional information, and increasing registered amounts of securities in
individual states.
Review and monitor fidelity bond and errors and omissions insurance
coverage and make any related regulatory filings.
Prepare agenda and Board materials, including materials relating to
contract renewals, for all Board meetings.
Maintain minutes of Board and shareholder meetings.
Act as liaison with Portfolio's distributor and outside counsel.
A-3
ATTACHMENT B
Portfolio Accounting Daily Reports
----------------------------------
A. General Ledger Reports
1. Trial Balance Report
2. General Ledger Activity Report
B. Portfolio Reports
1. Portfolio Report
2. Cost Lot Report
3. Purchase Journal
4. Sell/Maturity Journal
5. Amortization/Accretion Report
6. Maturity Projection Report
C. Pricing Reports
1. Pricing Report
2. Pricing Report by Market Value
3. Pricing Variance by % Change
4. NAV Report
5. NAV Proof Report
D. Accounts Receivable/Payable Reports
1. Accounts Receivable for Investments Report
2. Accounts Payable for Investments Report
3. Interest Accrual Report
4. Dividend Accrual Report
E. Other
1. Dividend Computation Report
2. Cash Availability Report
3. Settlement Journal
Monthly Portfolio Accounting Reports
------------------------------------
1. Cost Proof Report
2. Transaction History Report
3. Realized Gain/Loss Report
4. Interest Record Report
5. Dividend Record Report
6. Broker Commission Totals
7. Broker Principal Trades
B-1
8. Shareholder Activity Report
9. Performance Report
B-2
ATTACHMENT C
FEE SCHEDULE
(a) Administrative Service Fee:
--------------------------
For the services rendered by IASI pursuant to this Agreement, IMIT
shall pay IASI at the beginning of each month, a fee, calculated as a
combination of asset-based charges and transaction charges as follows:
(b) Asset-Based Charge:
------------------
0.35% annually of the average daily net assets of each Portfolio for
the previous month
(c) Transaction Fees:
----------------
(There shall be no transaction fees charged at this time.)
Trade Entry (purchase/liquidation) and maintenance transactions.....$0 each
New account set-up..................................................$0 each
Customer service calls..............................................$0 each
Correspondence/information requests.................................$0 each
Check preparation...................................................$0 each
Liquidation's paid by wire transfer.................................$0 each
Omnibus accounts (per transaction)......................................*$0
ACH charge..........................................................$0 each
SWP................................................................*$0 each
*Not included as a Trade Entry
(d) Expenses:
--------
IMIT shall reimburse the Administrator for any out-of-pocket expenses,
exclusive of salaries, advanced by the Administrator in connection with but not
limited to the printings or filings of documents for IMIT, travel, telephone,
quotation services, facsimile transmissions, stationery and supplies, record
storage, postage, telex, and courier charges, incurred in connection with the
performance of the duties hereunder. The Administrator shall provide IMIT with a
monthly invoice of such expenses and IMIT shall reimburse the Administrator
within fifteen (15) days after receipt thereof.
C-1
ATTACHMENT D
Impact Total Return Portfolio
Jordan 25 Fund
Jordan 25 Variable Fund
Xxxxxxxxx Large Cap Variable Fund
D-1
