AMENDED AND RESTATED AMERICAN FUNDS TARGET DATE RETIREMENT SERIES, INC. PRINCIPAL UNDERWRITING AGREEMENT
AMENDED
AND RESTATED AMERICAN FUNDS TARGET DATE RETIREMENT SERIES, INC.
PRINCIPAL
UNDERWRITING AGREEMENT
THIS AMENDED AND
RESTATED PRINCIPAL UNDERWRITING AGREEMENT, is between AMERICAN FUNDS TARGET DATE
RETIREMENT SERIES, INC., a Maryland corporation (the "Series"), and AMERICAN
FUNDS DISTRIBUTORS, INC., a California corporation (the
"Distributor").
W I T N E S S E T
H:
WHEREAS, the Series
is registered under the Investment Company Act of 1940, as amended (the "1940
Act"), as an open-end diversified investment company consisting of a series of
nine funds (each a "Fund" and collectively the "Funds") and may offer additional
series of funds in the future; and
WHEREAS, each
Fund in the Series offers seven classes of shares of common stock designated as
Class A shares, Class R-1 shares, Class R-2 shares, Class R-3 shares, Class R-4
shares, Class R-5 shares, Class R-6 shares (Class X-0, X-0, X-0, X-0, X-0, and
R-6 shares collectively "Class R shares") and it is a part of the business of
the Series, and affirmatively in the interest of the Series, to offer shares of
each Fund either from time to time or continuously as determined by the Series’
officers subject to authorization by its Board of Directors; and
WHEREAS, the
Distributor is engaged in the business of promoting the distribution of shares
of investment companies through securities broker-dealers; and
WHEREAS, the Series
and the Distributor wish to enter into an agreement with each other to promote
the distribution of the shares of the Funds and of all additional Funds or
classes of each Fund which may be established in the future;
NOW, THEREFORE, the
parties agree as follows:
1. (a)
The Distributor shall be the exclusive principal underwriter
for the sale of the shares of the Funds and of each additional Fund or class of
shares which may be established in the future, except as otherwise provided
pursuant to the following subsection (b). The terms "shares of Fund"
or "shares" as used herein shall mean shares of common stock of each Fund and
each additional Fund or class which may be established in the future and become
covered by this Agreement in accordance with Section 22 of this
Agreement.
(b) The
Series may, upon 60 days’ written notice to the Distributor, from time to time
designate other principal underwriters of shares of the Funds with respect to
areas other than the North American continent, Hawaii, Puerto Rico, and such
countries or other jurisdictions as to which the Series may have expressly
waived in writing its right to make such designation. In the event of
such designation, the right of the Distributor under this Agreement to sell
shares of the Funds in the areas so designated shall terminate, but this
Agreement shall remain otherwise in full force and effect until terminated in
accordance with the other provisions hereof.
2. In
the sale of shares of each Fund, the Distributor shall act as agent of each Fund
except in any transaction in which the Distributor sells such shares as a dealer
to the public, in which event the Distributor shall act as principal for its own
account.
3. The
Series shall sell Fund shares only through the Distributor, except that the
Series may, to the extent permitted by the 1940 Act and the rules and
regulations promulgated thereunder or pursuant thereto, at any
time:
(a) issue shares to any corporation,
association, trust, partnership or other organization, or its, or their,
security holders, beneficiaries or members, in connection with a merger,
consolidation or reorganization to which the Series is a party, or in connection
with the acquisition of all or substantially all the property and assets of such
corporation, association, trust, partnership or other organization;
(b) issue shares at net asset value
to the holders of shares of capital stock or beneficial interest of other
investment companies served as investment adviser by any affiliated company or
companies of The Capital Group Companies, Inc., to the extent of all or any
portion of amounts received by such shareholders upon redemption or repurchase
of their shares by the other investment companies;
(c) issue shares at net asset value
to its shareholders in connection with the reinvestment of dividends paid and
other distributions made by each Fund;
(d) issue shares at net asset value
to persons entitled to purchase shares at net asset value without sales charge
or contingent deferred sales charge as described in the Series’
current registration statement in effect under the Securities Act of 1933, as
amended, for each additional Fund issued by the Series at the time of such offer
or sale.
4. The
Distributor shall devote its best efforts to the sale of shares of each Fund and
shares of any other mutual funds served as investment adviser by affiliated
companies of The Capital Group Companies, Inc., and insurance contracts funded
by shares of such mutual funds, for which the Distributor has been authorized to
act as a principal underwriter for the sale of shares. The
Distributor shall maintain a sales organization suited to the sale of shares of
each Fund and shall use its best efforts to effect such sales in jurisdictions
as to which the Series shall have expressly waived in writing its right to
designate another principal underwriter pursuant to subsection 1(b) hereof, and
shall effect and maintain appropriate qualification to do so in all those
jurisdictions in which it sells or offers Fund shares for sale and in which
qualification is required.
5. Within
the United States of America, all dealers to whom the Distributor shall offer
and sell shares must be duly licensed and qualified to sell shares of the
Funds. Shares sold to dealers shall be for resale by such dealers
only at the public offering price set forth in the current prospectus of the
Series’ registration statement in effect under the Securities Act of 1933,
as amended ("Prospectus"). The Distributor shall not, without the
consent of the Series, sell or offer for sale any shares of a Fund or class
issued by the Fund other than as principal underwriter pursuant to this
Agreement.
6. In
its sales to dealers, it shall be the responsibility of the Distributor to
ensure that such dealers are appropriately qualified to transact business in the
shares under applicable laws, rules and regulations promulgated by such
national, state, local or other governmental or quasi-governmental authorities
as may in a particular instance have jurisdiction.
7. The
applicable public offering price of shares shall be as set forth in and subject
to the provisions of the Prospectus.
8. All
orders for shares received by the Distributor shall, unless rejected by the
Distributor or the Fund, be accepted by the Distributor immediately upon receipt
and confirmed at an offering price determined in accordance with the provisions
of the Prospectus and the 1940 Act, and applicable rules in effect
thereunder. The Distributor shall not hold orders subject to
acceptance nor otherwise delay their execution. The provisions of
this Section shall not be construed to restrict the right of the Series to
withhold shares from sale under Section 17 hereof.
9. The
Series or its transfer agent shall be promptly advised of all orders received,
and shall cause shares to be issued upon payment therefor in New York or Los
Angeles Clearing House Funds.
10. The
Distributor shall adopt and follow procedures as approved by the officers of the
Series for the confirmation of sales to dealers, the collection of amounts
payable by dealers on such sales, and the cancellation of unsettled
transactions, as may be necessary to comply with the requirements of the
Securities and Exchange Commission or the Financial Industry Regulatory
Authority ("FINRA"), as such requirements may from time to time
exist.
11.
The Distributor, as a principal underwriter under this Agreement for Class A
shares of each Fund, shall receive (i) that part of the sales charge which is
retained by the Distributor after allowance of discounts to dealers, as set
forth in the Prospectus, and (ii) amounts payable to the Distributor
pursuant to the Series’ Plan of Distribution under Rule 12b-1 under the 1940 Act
relating to its Class A shares. Fees shall accrue daily and be paid
monthly, subject to the authorization of the Board of Directors of the
Series.
12.
The Distributor, as principal underwriter under this agreement for
the Class R shares of each Fund, shall receive amounts payable to the
Distributor pursuant to the Series’ Plans of Distribution under Rule 12b-1 under
the 1940 Act relating to its Class X-0, X-0, X-0, and R-4 shares. Fees shall
accrue daily and be paid monthly, subject to the authorization of the Board of
Directors of the Series. No 12b-1 fees shall be paid on Class R-5 and Class R-6
shares.
13. The
Series agrees to use its best efforts to maintain its registration as a
diversified open-end management investment company under the 0000
Xxx.
14. The
Series agrees to use its best efforts to maintain an effective Prospectus under
the Securities Act of 1933, as amended, and warrants that such Prospectus will
contain all statements required by and will conform with the requirements of
such Securities Act of 1933 and the rules and regulations thereunder, and that
no part of any such Prospectus, at the time the Registration Statement of which
it is a part becomes effective, will contain any untrue statement of a material
fact or omit to state a material fact required to be stated therein, or
necessary to make the statements therein not misleading (excluding any
information provided by the Distributor in writing for inclusion in the
Prospectus). The Distributor agrees and warrants that it will not in
the sale of shares use any Prospectus, advertising or sales literature not
approved by the Series or its officers nor make any untrue statement of a
material fact nor omit the stating of a material fact necessary in order to make
the statements made, in the light of the circumstances under which they are
made, not misleading. The Distributor agrees to indemnify and hold
the Series harmless from any and all loss, expense, damage and liability
resulting from a breach of the agreements and warranties contained in this
Section, or from the use of any sales literature, information, statistics or
other aid or device employed in connection with the sale of shares.
15. The
expense of each printing of each Prospectus and each revision thereof or
addition thereto deemed necessary by the Series’ officers to meet the
requirements of applicable laws shall be divided between the Series, the
Distributor and any other principal underwriter of the shares of each Fund in
the Series as follows:
(a) the Series shall pay the
typesetting and make-ready charges;
(b) the printing charges shall be
prorated between the Series, the Distributor, and any other principal
underwriter(s) in accordance with the number of copies each receives;
and
(c) expenses incurred in connection
with the foregoing, other than to meet the requirements of the Securities Act of
1933, as amended, or other applicable laws, shall be borne by the Distributor,
except in the event such incremental expenses are incurred at the request of any
other principal underwriter(s), in which case such incremental expenses shall be
borne by the principal underwriter(s) making the request.
16. The
Series agrees to use its best efforts to qualify and maintain the qualification
of an appropriate number of the shares of each Fund or class it offers for sale
under the securities laws of such states as the Distributor and the Series may
approve. Any such qualification for any Fund or class may be
withheld, terminated or withdrawn by the Series at any time in its
discretion. The expense of qualification and maintenance of
qualification shall be borne by the Series, but the Distributor shall furnish
such information and other material relating to its affairs and activities as
may be required by the Series or its counsel in connection with such
qualifications.
17. The
Series may withhold shares of any Fund or class from sale to any person or
persons or in any jurisdiction temporarily or permanently if, in the opinion of
its counsel, such offer or sale would be contrary to law or if the Directors or
the President or any Vice President of the Series determines that such offer or
sale is not in the best interest of the Series. The Series will give
prompt notice to the Distributor of any withholding and will indemnify it
against any loss suffered by the Distributor as a result of such withholding by
reason of non-delivery of shares of any Fund or class after a good faith
confirmation by the Distributor of sales thereof prior to receipt of notice of
such withholding.
18. (a) This
Agreement may be terminated at any time, without payment of any penalty, as to
the Series or any Fund on sixty (60) days’ written notice by the Distributor to
the Series.
(b) This Agreement
may be terminated as to the Series or any Fund or class by either party upon
five (5) days’ written notice to the other party in the event that the
Securities and Exchange Commission has issued an order or obtained an injunction
or other court order suspending effectiveness of the registration statement
covering the shares of the Series or such Fund or class.
(c) This Agreement
may be terminated as to the Series or any Fund or class by the Series upon five
(5) days’ written notice to the Distributor provided either of the following
events has occurred:
(i) the
FINRA has expelled the Distributor or suspended its membership in that
organization; or
(ii) the
qualification, registration, license or right of the Distributor to sell shares
of any Fund in a particular state has been suspended or canceled by the State of
California or any other state in which sales of the shares of the Fund during
the most recent 12-month period exceeded 10% of all shares of such Fund sold by
the Distributor during such period.
(d) This
Agreement may be terminated as to the Series or any Fund or class at any time on
sixty (60) days’ written notice to the Distributor without the payment of any
penalty, by vote of a majority of the Independent Directors or by vote of a
majority of the outstanding voting securities (as defined in the 0000 Xxx) of
the Series or such Fund or class.
19. This
Agreement shall not be assignable by either party hereto and in the event of
assignment shall automatically terminate forthwith. The term
"assignment" shall have the meaning set forth in the 1940 Act.
20. No
provision of this Agreement shall protect or purport to protect the Distributor
against any liability to the Series or holders of each Fund’s shares for which
the Distributor would otherwise be liable by reason of willful misfeasance, bad
faith, or gross negligence.
21. This
Agreement shall become effective on May 1, 2009. Unless sooner terminated in
accordance with the other provisions hereof, this Agreement shall continue in
effect until December 31, 2009, and shall continue in effect from year to year
thereafter but only so long as such continuance is specifically approved at
least annually by (i) the vote of a majority of the Independent Directors of the
Series cast in person at a meeting called for the purpose of voting on such
approval, and (ii) the vote of either a majority of the entire Board of
Directors of the Series or a majority (within the meaning of the 0000 Xxx) of
the outstanding voting securities of each Fund in the Series.
22. If
the Series shall at any time issue an additional series of funds or class of
shares, this Agreement shall take effect with respect to such series or class of
the Series which may be established in the future at such time as it has been
approved as to such series or class by vote of the Board of Directors and the
Independent Directors in accordance with Section 21. The Agreement as
approved with respect to any series or class shall specify the compensation
payable to the Distributor pursuant to Sections 11 and 12, as well as any
provisions which may differ from those herein with respect to such series,
subject to approval in writing by the Distributor.
23. This
Agreement may be approved, amended, continued or renewed with respect to a
series or class as provided herein notwithstanding such approval, amendment,
continuance or renewal has not been effected with respect to any one or more
other Fund or class of the Series.
24. This
Agreement shall be construed under and shall be governed by the laws of the
State of California, and the parties hereto agree that proper venue of any
action with respect hereto shall be Los Angeles County, California.
IN WITNESS WHEREOF,
the parties hereto have caused this instrument to be executed in duplicate
original by their officers thereunto duly authorized, as of [DATE],
2009.
|
AMERICAN
FUNDS DISTRIBUTORS, INC.
|
|
|
By:
|
By:
|
|
Xxxxx X.
Xxxxxxxx
|
Xxxxxxx
X. Xxxxxx
|
|
President
|
President
|
|
By:
|
By:
|
|
Xxxxx X.
Xxxxxx
|
Xxxxxx X.
Xxxxxxxx
|
|
Secretary
|
Secretary
|
|
|
[logo –
American Funds ®]
|
|
|
American
Funds Distributors, Inc.
|
000 Xxxxx Xxxx
Xxxxxx
Xxx Xxxxxxx,
Xxxxxxxxxx 00000
Telephone
800/000-0000, ext. 4
April
2009
To
Our Dealer Friends,
As
you may know, shares of our newest fund in the American Funds family, American
Funds Money Market Fund, will be available for sale to the public beginning May
1, 2009. The new fund combines aspects of two of our existing money market
funds; The Cash Management Trust of America and The U.S. Treasury Money Fund of
America. The fund’s investment objective is to provide income while preserving
capital and maintaining liquidity.
American Funds
Money Market Fund seeks to preserve the value of an investment at $1.00 per
share. The fund initially will suspend payment of ongoing 12b-1 fees to
advisers. The fund will have a 12b-1 plan, and future payment of 12b-1 fees to
advisers will be contingent on the fund’s yield.
With the
introduction of the new fund, The Cash Management Trust of America, The U.S.
Treasury Money Fund of America and The Tax-Exempt Money Fund of America will not
allow establishment of new accounts, effective May 1, 2009.
In
addition, American Funds is introducing a new share class for retirement plans,
effective May 1, 2009. Class R-6 shares will carry the lowest expense ratio of
the American Funds Class R shares and will be available to all retirement plans
with an intermediary, regardless of plan size. The new share class is similar to
Class R-5, but it will not include any compensation for third-party
recordkeepers.
Finally, effective
April 21, 2009 American Funds will no longer allow new investments in Class B
shares and Class 529-B shares.
The purpose of this
notice is to amend your selling
group agreement (the “Agreement”) with American Funds Distributors, Inc.
to reflect these and certain other changes.
In
consideration of the foregoing, the Agreement is amended as follows effective
May 1, 2009:
|
1.
|
The paragraph
titled “Compensation on Sales of Class B Shares and Class 529-B Shares” is
deleted in its entirety.
|
|
2.
|
The following
provisions are added to the
Agreement:
|
|
·
|
Payments of
12b-1 fees to you for payment to your financial advisers in respect of
American Funds Money Market Fund are currently
suspended. Payments may resume at a future date, if the fund’s
investment adviser determines, in its sole discretion, that the yield on
the fund’s portfolio securities supports such
payments.
|
|
·
|
Each party to
this Agreement agrees to comply with all applicable laws, including
applicable state privacy laws.
|
|
·
|
We reserve
the right not to pay any compensation more than six (6) months in arrears
in respect of accounts and/or assets that were not timely identified as
eligible for compensation pursuant to this
Agreement.
|
|
3.
|
The following
is added to the paragraph titled “Retirement Plan Share Classes (R shares)
and Account Options (for retirement plans
only)”:
|
|
R
Share Class
|
Annual
Compensation Rate
|
|
Class
R-6
|
No
compensation paid
|
|
4.
|
The paragraph
titled “Mutual Funds Sold Through PlanPremier” is deleted and replaced
with the following paragraph:
|
Mutual
Funds Sold Through PlanPremier
With respect to
sales you make through American Funds’ PlanPremier retirement plan recordkeeping
program, we will pay you as servicing dealer ongoing compensation on a quarterly
basis, at the applicable annual rate set forth below, of the average daily net
asset value of Eligible Plan Assets that are held in a retirement plan (Plan)
assigned to you at the end of the quarter for which payment is made. For
purposes of this Agreement, Eligible Plan Assets mean total Plan assets
(including assets invested in American Funds and other mutual funds or
investment options approved for use in PlanPremier), excluding (i) assets held
in self-directed brokerage accounts, (ii) employer stock and (iii) any other
investment option not approved for use in PlanPremier. This ongoing compensation
will accrue on a calendar-quarter basis. The payment of this compensation is
subject to the limitations contained in each American Funds’ Plan of
Distribution and may be varied or discontinued at any time.
|
Eligible
Plan Assets1
|
Annual
Compensation Rate
|
|
Eligible
Plan Assets that include American Funds Class R-2 shares
|
0.65%
|
|
Eligible
Plan Assets that include American Funds Class R-3 shares
|
0.35%
|
|
Eligible
Plan Assets that include American Funds Class R-4 shares
|
0.20%
|
|
Eligible
Plan Assets that include American Funds Class R-5 shares
|
No
compensation paid
|
|
Eligible
Plan Assets that include American Funds Class R-6 shares
|
No
compensation paid
|
1 American
Funds Class R-1 shares are not available to Plans for which a PlanPremier
proposal is generated on or after July
31, 2006.
Notwithstanding the foregoing, no
compensation will be paid on shares of American Funds Money Market Fund held
through the PlanPremier program. Payments may resume at a future date, if
the fund’s investment adviser determines, in its sole discretion, that the yield
on the fund’s portfolio securities supports such payments.
|
5.
|
The existing
Schedule A to the Agreement is replaced in its entirety by the new
Schedule A attached hereto.
|
* * * * *
The Agreement
remains unchanged in all other respects. Any order for Fund shares received by
us beginning May 1, 2009 shall be deemed an acceptance of this amendment to your
Agreement.
Very truly
yours,
/s/ Xxxxx X.
Xxxxxxxx
Xxxxx X.
Xxxxxxxx
President
Schedule
A
May 1,
2009
(supersedes all
previous versions of Schedule A – last version dated October 1,
2008)
|
A
|
B
|
C
|
529-A
|
529-B
|
529-C
|
529-E
|
R-1
|
R-2
|
R-3
|
R-4
|
R-5
|
R-6
|
|
|
Category
1
|
|||||||||||||
|
AMCAP
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
American
Balanced Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
l
|
l
|
l
|
l
|
l
|
l
|
|
|
American
Mutual Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital
Income Builder
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital World
Growth and Income Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
EuroPacific
Growth Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Fundamental
Investors
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Growth Fund
of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Income Fund
of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
International
Growth and Income Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Investment
Company of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New Economy
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New
Perspective Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New World
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
SMALLCAP
World Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Washington
Mutual Investors Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
2
|
|||||||||||||
|
American
High-Income Trust
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
American
High-Income Municipal Bond Fund
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Bond Fund of
America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital World
Bond Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Tax-Exempt
Bond Fund of America
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of California
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of Maryland
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of Virginia
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
U.S.
Government Securities Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
3
|
|||||||||||||
|
Intermediate
Bond Fund of America
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Limited Term
Tax-Exempt Bond Fund of America
|
l
|
e
|
e
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Short-Term
Bond Fund of America
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
4
|
|||||||||||||
|
American
Funds Money Market Fund
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Cash
Management Trust of America
|
c
|
c/e
|
c/e
|
c
|
c/e
|
c/e
|
c
|
c
|
c
|
c
|
c
|
c
|
c
|
|
Tax-Exempt
Money Fund of America
|
c
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
U.S. Treasury
Money Fund of America
|
c
|
na
|
na
|
na
|
na
|
na
|
na
|
c
|
c
|
c
|
c
|
c
|
c
|
Notes
and symbols
Class
F-1, Class F-2 and Class 529-F-1 shares are available pursuant to a separate
agreement.
|
l
|
Share
class is available
|
c
|
Fund
closed to new investors
|
|
e
|
Share
class is available for exchanges only
|
na
|
Share
class is not available
|
|
|
[logo –
American Funds ®]
|
|
|
American
Funds Distributors, Inc.
|
000 Xxxxx Xxxx
Xxxxxx
Xxx Xxxxxxx,
Xxxxxxxxxx 00000
Telephone
800/000-0000, ext. 4
April
2009
To
Our Dealer Friends,
As
you may know, shares of our newest fund in the American Funds family, American
Funds Money Market Fund, will be available for sale to the public beginning May
1, 2009. The new fund combines aspects of two of our existing money market
funds; The Cash Management Trust of America and The U.S. Treasury Money Fund of
America. The fund’s investment objective is to provide income while preserving
capital and maintaining liquidity.
American Funds
Money Market Fund seeks to preserve the value of an investment at $1.00 per
share. The fund initially will suspend payment of ongoing 12b-1 fees to
advisers. The fund will have a 12b-1 plan, and future payment of 12b-1 fees to
advisers will be contingent on the fund’s yield.
With the
introduction of the new fund, The Cash Management Trust of America and The U.S.
Treasury Money Fund of America will not allow establishment of new accounts,
effective May 1, 2009.
In
addition, American Funds is introducing a new share class for retirement plans,
effective May 1, 2009. Class R-6 shares will carry the lowest expense ratio of
the American Funds Class R shares and will be available to all retirement plans
with an intermediary, regardless of plan size. The new share class is similar to
Class R-5, but it will not include any compensation for third-party
recordkeepers.
The purpose of this
notice is to amend your institutional selling group
agreement (the “Agreement”) with American Funds Distributors, Inc. to
reflect these and certain other changes.
In
consideration of the foregoing, the Agreement is amended as follows effective
May 1, 2009:
|
1.
|
The following
provisions are added to the
Agreement:
|
|
·
|
Payments of
12b-1 fees to you for payment to your financial advisers in respect of
American Funds Money Market Fund are currently
suspended. Payments may resume at a future date, if the fund’s
investment adviser determines, in its sole discretion, that the yield on
the fund’s portfolio securities supports such
payments.
|
|
·
|
Each party to
this Agreement agrees to comply with all applicable laws, including
applicable state privacy laws.
|
|
·
|
We reserve
the right not to pay any compensation more than six (6) months in arrears
in respect of accounts and/or assets that were not timely identified as
eligible for compensation pursuant to this
Agreement.
|
|
2.
|
The following
is added to the paragraph titled “Retirement Plan Share Classes (R shares)
and Account Options (for retirement plans
only)”:
|
|
R
Share Class
|
Annual
Compensation Rate
|
|
Class
R-6
|
No
compensation paid
|
|
3.
|
The paragraph
titled “Mutual Funds Sold Through PlanPremier” is deleted and replaced
with the following paragraph:
|
Mutual
Funds Sold Through PlanPremier
With respect to
sales you make through American Funds’ PlanPremier retirement plan recordkeeping
program, we will pay you as servicing dealer ongoing compensation on a quarterly
basis, at the applicable annual rate set forth below, of the average daily net
asset value of Eligible Plan Assets that are held in a retirement plan (Plan)
assigned to you at the end of the quarter for which payment is made. For
purposes of this Agreement, Eligible Plan Assets mean total Plan assets
(including assets invested in American Funds and other mutual funds or
investment options approved for use in PlanPremier), excluding (i) assets held
in self-directed brokerage accounts, (ii) employer stock and (iii) any other
investment option not approved for use in PlanPremier. This ongoing compensation
will accrue on a calendar-quarter basis. The payment of this compensation is
subject to the limitations contained in each American Funds’ Plan of
Distribution and may be varied or discontinued at any time.
|
Eligible
Plan Assets1
|
Annual
Compensation Rate
|
|
Eligible Plan
Assets that include American Funds Class R-2 shares
|
0.65%
|
|
Eligible Plan
Assets that include American Funds Class R-3 shares
|
0.35%
|
|
Eligible Plan
Assets that include American Funds Class R-4 shares
|
0.20%
|
|
Eligible Plan
Assets that include American Funds Class R-5 shares
|
No
compensation paid
|
|
Eligible Plan
Assets that include American Funds Class R-6 shares
|
No
compensation paid
|
1 American
Funds Class R-1 shares are not available to Plans for which a PlanPremier
proposal is generated on or after July
31, 2006.
Notwithstanding the foregoing, no
compensation will be paid on shares of American Funds Money Market Fund held
through the PlanPremier program. Payments may resume at a future date, if
the fund’s investment adviser determines, in its sole discretion, that the yield
on the fund’s portfolio securities supports such payments.
|
4.
|
The existing
Schedule A to the Agreement is replaced in its entirety by the new
Schedule A attached hereto.
|
* * * * *
The Agreement
remains unchanged in all other respects. Any order for Fund shares received by
us beginning May 1, 2009 shall be deemed an acceptance of this amendment to your
Agreement.
Very truly
yours,
/s/ Xxxxx X.
Xxxxxxxx
Xxxxx X.
Xxxxxxxx
President
Schedule
A
May 1,
2009
(supersedes all
previous versions of Schedule A)
|
Category
1
AMCAP
Fund
American
Balanced Fund
American
Mutual Fund
Capital
Income Builder
Capital World
Growth and Income Fund
EuroPacific
Growth Fund
Fundamental
Investors
The Growth
Fund of America
The Income
Fund of America
The
Investment Company of America
International
Growth and Income Fund
The New
Economy Fund
New
Perspective Fund
New World
Fund
SMALLCAP
World Fund
Washington
Mutual Investors Fund
|
Category
2
American
High-Income Trust
The Bond Fund
of America
Capital World
Bond Fund
Intermediate
Bond Fund of America
Short-Term
Bond Fund of America
U.S.
Government Securities Fund
Category
3
American
Funds Money Market Fund
The Cash
Management Trust of America*
U.S. Treasury
Money Fund of America*
|
*
Fund closed to new investors
[logo – American
Funds ®]
American
Funds Distributors, Inc.
000 Xxxxx Xxxx
Xxxxxx
Xxx Xxxxxxx,
Xxxxxxxxxx 00000
Telephone
800/000-0000, ext. 4
April
2009
To
Our Dealer Friends,
As
you may know, shares of our newest fund in the American Funds family, American
Funds Money Market Fund, will be available for sale to the public beginning May
1, 2009. The new fund combines aspects of two of our existing money market
funds; The Cash Management Trust of America and The U.S. Treasury Money Fund of
America. The fund’s investment objective is to provide income while preserving
capital and maintaining liquidity.
American Funds
Money Market Fund seeks to preserve the value of an investment at $1.00 per
share. The fund initially will suspend payment of ongoing 12b-1 fees to
advisers. The fund will have a 12b-1 plan, and future payment of 12b-1 fees to
advisers will be contingent on the fund’s yield.
With the
introduction of the new fund, The Cash Management Trust of America, The U.S.
Treasury Money Fund of America and The Tax-Exempt Money Fund of America will not
allow establishment of new accounts, effective May 1, 2009.
In
addition, American Funds is introducing a new share class for retirement plans,
effective May 1, 2009. Class R-6 shares will carry the lowest expense ratio of
the American Funds Class R shares and will be available to all retirement plans
with an intermediary, regardless of plan size. The new share class is similar to
Class R-5, but it will not include any compensation for third-party
recordkeepers.
Finally, effective
April 21, 2009 American Funds will no longer allow new investments in Class B
shares and Class 529-B shares.
The purpose of this
notice is to amend your Bank/Trust Company selling group
agreement (the “Agreement”) with American Funds Distributors, Inc. to
reflect these and certain other changes.
In
consideration of the foregoing, the Agreement is amended as follows effective
May 1, 2009:
|
1.
|
The paragraph
titled “Compensation on Sales of Class B Shares and Class 529-B Shares” is
deleted in its entirety.
|
|
2.
|
The following
provisions are added to the
Agreement:
|
|
·
|
Payments of
12b-1 fees to you for payment to your financial advisers in respect of
American Funds Money Market Fund are currently
suspended. Payments may resume at a future date, if the fund’s
investment adviser determines, in its sole discretion, that the yield on
the fund’s portfolio securities supports such
payments.
|
|
·
|
Each party to
this Agreement agrees to comply with all applicable laws, including
applicable state privacy laws.
|
|
·
|
We reserve
the right not to pay any compensation more than six (6) months in arrears
in respect of accounts and/or assets that were not timely identified as
eligible for compensation pursuant to this
Agreement.
|
|
·
|
The following
is added to the paragraph titled “Retirement Plan Share Classes (R shares)
and Account Options (for retirement plans
only)”:
|
|
R
Share Class
|
Annual
Compensation Rate
|
|
Class
R-6
|
No
compensation paid
|
|
3.
|
The paragraph
titled “Mutual Funds Sold Through PlanPremier” is deleted and replaced
with the following paragraph:
|
Mutual
Funds Sold Through PlanPremier
With respect to
sales you make through American Funds’ PlanPremier retirement plan recordkeeping
program, we will pay you as servicing dealer ongoing compensation on a quarterly
basis, at the applicable annual rate set forth below, of the average daily net
asset value of Eligible Plan Assets that are held in a retirement plan (Plan)
assigned to you at the end of the quarter for which payment is made. For
purposes of this Agreement, Eligible Plan Assets mean total Plan assets
(including assets invested in American Funds and other mutual funds or
investment options approved for use in PlanPremier), excluding (i) assets held
in self-directed brokerage accounts, (ii) employer stock and (iii) any other
investment option not approved for use in PlanPremier. This ongoing compensation
will accrue on a calendar-quarter basis. The payment of this compensation is
subject to the limitations contained in each American Funds’ Plan of
Distribution and may be varied or discontinued at any time.
|
Eligible
Plan Assets1
|
Annual
Compensation Rate
|
|
Eligible Plan
Assets that include American Funds Class R-2 shares
|
0.65%
|
|
Eligible Plan
Assets that include American Funds Class R-3 shares
|
0.35%
|
|
Eligible Plan
Assets that include American Funds Class R-4 shares
|
0.20%
|
|
Eligible Plan
Assets that include American Funds Class R-5 shares
|
No
compensation paid
|
|
Eligible Plan
Assets that include American Funds Class R-6 shares
|
No
compensation paid
|
1 American
Funds Class R-1 shares are not available to Plans for which a PlanPremier
proposal is generated on or after July
31, 2006.
Notwithstanding the foregoing, no
compensation will be paid on shares of American Funds Money Market Fund held
through the PlanPremier program. Payments may resume at a future date, if
the fund’s investment adviser determines, in its sole discretion, that the yield
on the fund’s portfolio securities supports such payments.
|
4.
|
The existing
Schedule A to the Agreement is replaced in its entirety by the new
Schedule A attached hereto.
|
* * * * *
The Agreement
remains unchanged in all other respects. Any order for Fund shares received by
us beginning May 1, 2009 shall be deemed an acceptance of this amendment to your
Agreement.
Very truly
yours,
/s/ Xxxxx X.
Xxxxxxxx
Xxxxx X.
Xxxxxxxx
President
Schedule
A
May 1,
2009
(supersedes all
previous versions of Schedule A – last version dated October 1,
2008)
|
A
|
B
|
C
|
529-A
|
529-B
|
529-C
|
529-E
|
R-1
|
R-2
|
R-3
|
R-4
|
R-5
|
R-6
|
|
|
Category
1
|
|||||||||||||
|
AMCAP
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
American
Balanced Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
l
|
l
|
l
|
l
|
l
|
l
|
|
|
American
Mutual Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital
Income Builder
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital World
Growth and Income Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
EuroPacific
Growth Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Fundamental
Investors
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Growth Fund
of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Income Fund
of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
International
Growth and Income Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Investment
Company of America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New Economy
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New
Perspective Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
New World
Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
SMALLCAP
World Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Washington
Mutual Investors Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
2
|
|||||||||||||
|
American
High-Income Trust
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
American
High-Income Municipal Bond Fund
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Bond Fund of
America
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Capital World
Bond Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Tax-Exempt
Bond Fund of America
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of California
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of Maryland
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Tax-Exempt
Fund of Virginia
|
l
|
e
|
l
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
U.S.
Government Securities Fund
|
l
|
e
|
l
|
l
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
3
|
|||||||||||||
|
Intermediate
Bond Fund of America
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Limited Term
Tax-Exempt Bond Fund of America
|
l
|
e
|
e
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
Short-Term
Bond Fund of America
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Category
4
|
|||||||||||||
|
American
Funds Money Market Fund
|
l
|
e
|
e
|
l
|
e
|
e
|
l
|
l
|
l
|
l
|
l
|
l
|
l
|
|
Cash
Management Trust of America
|
c
|
c/e
|
c/e
|
c
|
c/e
|
c/e
|
c
|
c
|
c
|
c
|
c
|
c
|
c
|
|
Tax-Exempt
Money Fund of America
|
c
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
na
|
|
U.S. Treasury
Money Fund of America
|
c
|
na
|
na
|
na
|
na
|
na
|
na
|
c
|
c
|
c
|
c
|
c
|
c
|
Notes
and symbols
Class
F-1, Class F-2 and Class 529-F-1 shares are available pursuant to a separate
agreement.
|
l
|
Share
class is available
|
c
|
Fund
closed to new investors
|
|
e
|
Share
class is available for exchanges only
|
na
|
Share
class is not available
|
