Exhibit 13
SUBSCRIPTION AGREEMENT
TO THE DIRECTORS OF
THE HENSSLER FUNDS, INC.
A CORPORATION ORGANIZED UNDER
THE LAWS OF THE STATE OF MARYLAND
The undersigned (the "Subscriber") hereby subscribes for
10,000 shares of Henssler Equity Fund Common Stock, par value
$.0001 per share (the "Shares") of the Henssler Equity Fund (the
"Fund") of The Henssler Funds, Inc. (the "Company").
The Subscriber agrees to pay Ten Dollars ($10.00) per Share
to the Company upon acceptance of this subscription for the
Shares. The Subscriber agrees that the Subscriber shall not be
entitled to certificates evidencing the Shares. The Subscriber
agrees also that Subscriber shall not be entitled to vote the
Shares until the purchase price for the Shares has been paid in
full.
The Subscriber hereby represents and warrants as follows:
1. The Shares are being purchased for the
Subscriber's own account with no intention of reselling or
otherwise distributing the Shares.
2. The Subscriber is not acquiring the Shares based
upon any representation, oral or written, by any person with
respect to the future value of, or income from, the Shares
but, rather, upon an independent examination and judgment as
to the prospects of the Company.
3. The Shares were not offered to the Subscriber by
means of publicly disseminated advertisements or sales
literature, nor is the Subscriber aware of any offers made
to other persons by such means.
4. The Subscriber has been provided with, or given
reasonable access to, full and fair disclosure of all
material information about the Company.
5. The Subscriber understands that the Company will
amortize the organizational costs of the Fund over a
60-month period. The Subscriber agrees that if during such
60-month period the Subscriber shall sell the Shares, or any
portion thereof, the Subscriber shall reimburse the Company
by the pro rata portion of the Fund's then unamortized
organization expenses which are represented by the Shares,
or portion thereof, being sold, which pro rata portion is
determined by dividing the number of Shares being sold by
the total number of outstanding Shares of the Fund and
multiplying the result by the total amount of the Fund's
then unamortized organization expenses.
6. The Subscriber acknowledges that the Subscriber
must continue to bear the economic risk of the investment in
the Shares for an indefinite period, and recognizes that the
Shares will be (i) sold without registration under any state
or federal law relating to the registration of securities
for sale; (ii) issued and sold in reliance on the exemption
from registration under the Georgia Securities Act (the
"Act"), provided by Section 10-5-9(13) of the Act; and (iii)
issued and sold in reliance on the exemption from
registration under the Securities Act of 1933 (the "1933
Act") provided by Section 4(2) of the 1933 Act.
The Subscriber hereby agrees as follows:
1. The Shares will not be offered for sale, sold or
transferred other than pursuant to (i) an effective
registration under the Act or in a transaction which is
otherwise in compliance with the Act; (ii) an effective
registration under the 1933 Act or in a transaction
otherwise in compliance with the 1933 Act; and (iii)
evidence satisfactory to the Company of compliance with the
applicable securities laws of other jurisdictions. The
Company shall be entitled to rely upon an opinion of counsel
satisfactory to it with respect to compliance with the above
laws.
2. The Company will be under no obligation to
register the Shares or to comply with any exemption
available for sale of the Shares without registration, and
the information or conditions necessary to permit routine
sales of securities of the Company under Rule 144 of the
1933 Act are not now available, and no assurance has been
given that they will become available. The Company is under
no obligation to act in any manner so as to make Rule 144
available with respect to the Shares.
3. The Company may, if it so desires, refuse to
permit the transfer of the Shares unless the request for
transfer is accompanied by an opinion of counsel acceptable
to the Company to the effect that neither the sale nor the
proposed transfer will result in any violation of the 1933
Act or the securities laws of any applicable jurisdiction.
4. A legend indicating that the Shares have not been
registered under such laws and referring to the restrictions
on transferability and sale of the Shares may be placed on
any certificate or certificates delivered to the
undersigned, or any substitute therefor, and any transfer
agent of the Company may be instructed to require compliance
therewith.
The agreements and representations made by the undersigned
herein extend to and apply to all of the Shares issued pursuant
to this Subscription Agreement.
This _______ day of ___________, 1998.
SUBSCRIBER:
_________________________
Xxxx X. Xxxxxxxx
ADDRESS: __________________________
__________________________
__________________________
ACCEPTED:
THE HENSSLER FUNDS, INC.
By: ______________________________
Title: ____________________________
Date:_________ ____, 1998
