EXHIBIT (d)(7)(i)
FIRST AMENDMENT TO SUB-ADVISER AGREEMENT
ING EQUITY TRUST
This First Amendment, effective as of July 1, 2003, amends the
Sub-Adviser Agreement (the "Agreement") dated the 9th day of May, 2001, as
amended, between ING Investments, LLC, (formerly known as ING Pilgrim
Investments, LLC) an Arizona limited liability company (the "Manager") and
Aeltus Investment Management, Inc., a Connecticut corporation (the
"Sub-Adviser") with regards to ING Principal Protection Fund, ING Principal
Protection Fund II, ING Principal Protection Fund III, ING Principal Protection
Fund IV, ING Principal Protection Fund V, ING Principal Protection Fund VI, ING
Principal Protection Fund VII, ING Principal Protection Fund VIII, and ING
Principal Protection Fund IX, each a Series of ING Equity Trust.
W I T N E S S E T H
WHEREAS, the parties desire to amend the Agreement and agree that the
amendments will be effective as of July 1, 2003.
NOW, THEREFORE, the parties agree as follows:
1. Section 2(a)(ii) of the Agreement is hereby deleted in its
entirety and replaced with the following:
(ii) The Sub-Adviser will have no duty to vote any proxy solicited
by or with respect to the issuers of securities in which assets of the Series
are invested unless the Manager gives the Sub-Adviser written instructions to
the contrary. The Sub-Adviser will immediately forward any proxy it receives on
behalf of the Fund solicited by or with respect to the issuers of securities in
which assets of the Series are invested to the Manager or to any agent of the
Manager designated by the Manager in writing.
The Sub-Adviser will make appropriate personnel reasonably available
for consultation for the purpose of reviewing with representatives of the
Manager and/or the Board any proxy solicited by or with respect to the issuers
of securities in which assets of the Series are invested. Upon request, the
Sub-Adviser will submit a voting recommendation to the Manager for such proxies.
In making such recommendations, the Sub-Adviser shall use its good faith
judgment to act in the best interests of the Series. The Sub-Adviser shall
disclose to the best of its knowledge any conflict of interest with the issuers
of securities that are the subject of such recommendation including whether such
issuers are clients or are being solicited as clients of the Sub-Adviser or of
its affiliates.
2. In all other respects, the Agreement is hereby confirmed and
remains in full force and effect.
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IN WITNESS WHEREOF, the parties hereto have caused this instrument to
be executed as of the day and year first above written.
ING INVESTMENTS, LLC
By: /s/ Xxxxxxx X. Xxxxxx
--------------------------------
Xxxxxxx X. Xxxxxx
Executive Vice President
AELTUS INVESTMENT MANAGEMENT, INC.
By: /s/ Xxxxxxx Xxxxxxx
--------------------------------
Name: Xxxxxxx Xxxxxxx
Title: Senior Vice President
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[ING FUNDS LOGO]
August 21, 2003
Xxxx Xxx Xxxxxxxxx
Senior Vice President
Aeltus Investment Management, Inc.
00 Xxxxx Xxxxx Xxxxxx
Xxxxxxxx, XX 00000-0000
Dear Xx. Xxxxxxxxx:
Pursuant to Section 1 of the Sub-Adviser Agreement dated May 9, 2001,
as amended, between ING Investments, LLC (successor by merger to ING Pilgrim
Investments, LLC) and Aeltus Investment Management, Inc. (the "Agreement") we
hereby notify you of our intention to retain you as Sub-Adviser to render
investment advisory services to ING Principal Protection Fund VIII and ING
Principal Protection Fund IX, two newly established series of ING Equity Trust
(the "New Series"), upon all of the terms and conditions set forth in the
Agreement. Upon your acceptance, the Agreement has been modified to give effect
to the foregoing by adding the above-mentioned New Series to Schedule A of the
Agreement. The Amended and Restated Schedule A, with the annual investment
management fees indicated for each series, is attached hereto.
Please signify your acceptance to act as Sub-Adviser under the
Agreement with respect to the New Series by signing below.
Very sincerely,
/s/ Xxxxxxx X. Xxxxxx
Xxxxxxx X. Xxxxxx
Executive Vice President
ING Investments, LLC
ACCEPTED AND AGREED TO:
Aeltus Investment Management, Inc.
By /s/ Xxxx Xxx Xxxxxxxxx
--------------------------
Xxxx Xxx Xxxxxxxxx
Senior Vice President
0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Investments, LLC
Xxxxxxxxxx, XX 00000-0000 Fax: 000-000-0000
xxx.xxxxxxxx.xxx
FIRST AMENDMENT TO AMENDED AND RESTATED
SCHEDULE A
WITH RESPECT TO THE
SUB-ADVISER AGREEMENT
BETWEEN
ING INVESTMENTS, LLC
AN ARIZONA LIMITED LIABILITY COMPANY
(SUCCESSOR BY MERGER TO ING PILGRIM INVESTMENTS, LLC)
AND
AELTUS INVESTMENT MANAGEMENT, INC.
SERIES* ANNUAL SUB-ADVISER FEE
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ING Principal Protection Offering Phase 0.125%
Fund Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
ING Principal Protection Offering Phase 0.125%
Fund II Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
ING Principal Protection Offering Phase 0.125%
Fund III Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
ING Principal Protection Offering Phase 0.125%
Fund IV Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
ING Principal Protection Offering Phase 0.125%
Fund V Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
ING Principal Protection Offering Phase 0.125%
Fund VI Guarantee Period 0.40%
Index Plus
LargeCap Period 0.30%
*This Schedule A to the Sub-Advisory Agreement will be effective with respect to
the Series upon the effective date of the post effective amendment to the
Trust's Registration Statement with respect to each Series.
SERIES* ANNUAL SUB-ADVISER FEE
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ING Principal Protection Offering Phase 0.1125%
Fund VII Guarantee Period 0.36%
Index Plus
LargeCap Period 0.27%
ING Principal Protection Offering Phase 0.1125%
Fund VIII Guarantee Period:
- Equity Component 0.36%
- Fixed Component 0.2475%
- ETF & Futures Strategy in lieu of Equity Strategy
0.2475%
Index Plus
LargeCap Period 0.27%
ING Principal Protection Offering Phase 0.1125%
Fund IX Guarantee Period:
- Equity Component 0.36%
- Fixed Component 0.2475%
- ETF & Futures Strategy in lieu of Equity Strategy
0.2475%
Index Plus
LargeCap Period 0.27%
*This Schedule A to the Sub-Advisory Agreement will be effective with respect to
the Series upon the effective date of the post effective amendment to the
Trust's Registration Statement with respect to each Series.
