CUSTODIAN CONTRACT
BETWEEN
ADVANTUS SERIES FUND, INC.
AND
NORWEST BANK MINNESOTA, N.A.
(AS AMENDED AND RESTATED AS OF NOVEMBER 1, 1999)
TABLE OF CONTENTS
1. Employment of Custodian and Property to be Held by It ..........................................1
2. Duties of the Custodian with Respect to Property of the Fund Held by the
Custodian.......................................................................................1
2.1 Holding Securities.....................................................................1
2.2 Delivery of Securities.................................................................1
2.3 Registration of Securities.............................................................4
2.4 Bank Accounts..........................................................................4
2.5 Payments for Shares....................................................................4
2.6 Availability of Federal Funds..........................................................4
2.7 Collection of Income...................................................................5
2.8 Payment of Fund Monies.................................................................5
2.9 Liability for Payment in Advance of Receipt of Securities Purchased....................6
2.10 Payments for Repurchases or Redemption of Shares of the Fund...........................6
2.11 Appointment of Agents..................................................................7
2.12 Deposit of Fund Assets in Securities Systems...........................................7
2.13 Segregated Account.....................................................................8
2.14 Ownership Certificates for Tax Purposes................................................9
2.15 Proxies................................................................................9
2.16 Communications Relating to Fund Portfolio Securities...................................9
2.17 Proper Instructions....................................................................9
2.18 Actions Permitted Without Express Authority...........................................10
2.19 Evidence of Authority.................................................................10
2.20 Class Actions.........................................................................10
2.21 Duties of the Custodian with Respect to Fund Property Held Outside
of the United States..................................................................11
2.21(a) Appointment of Foreign Sub-Custodian........................................11
2.21(b) Assets to be Held...........................................................11
2.21(c) Segregation of Securities...................................................11
2.21(d) Agreement with Foreign Banking Institution..................................12
2.21(e) Access of Independent Accountants of the Fund...............................12
2.21(f) Repots by Custodian.........................................................12
2.21(g) Foreign Securities Transactions.............................................13
2.21(h) Foreign Securities Lending..................................................14
2.21(i) Liability of Foreign Sub-Custodian..........................................15
2.21(j) Monitoring Responsibilities.................................................15
2.21(k) Branches of United States Banks.............................................15
2.21(l) Expropriation Insurance.....................................................15
3. Duties of Custodian with Respect to the Books of Account and Calculation of
Net Asset Value and Net Income.................................................................16
i
4. Records........................................................................................16
5. Opinion of Fund's Independent Accountant.......................................................17
6. Reports to Fund by Independent Public Accountants..............................................17
7. Compensation of Custodian......................................................................17
8. Responsibility of Custodian....................................................................17
9. Effective Period, Termination and Amendment....................................................18
10. Successor Custodian............................................................................19
11. Interpretive and Additional Provisions.........................................................20
12. Minnesota Law to Apply.........................................................................20
13. Prior Contracts................................................................................20
ii
CUSTODIAN CONTRACT
This Contract is between the Portfolios of the Advantus Series Fund,
Inc., as set forth in the attached Schedule A, an investment company of the
series type consisting of several portfolios, and a corporation organized and
existing under the laws of the State of Minnesota, having its principal place of
business at 000 Xxxxxx Xxxxxx Xxxxx, Xx. Xxxx, Xxxxxxxxx 00000, attached hereto
(hereinafter called the "Fund") and Norwest Bank Minnesota, N.A., a national
Banking association having its principal place of business at Sixth and
Marquette, Xxxxxxxxxxx, Xxxxxxxxx 00000 (hereinafter called the "Custodian")
WITNESSETH, that in consideration of the mutual covenants and
agreements hereinafter contained, the parties hereto agree as follows:
1. EMPLOYMENT OF CUSTODIAN AND PROPERTY TO BE HELD BY IT
The Fund hereby employs the Custodian as the custodian of its assets
pursuant to the provisions of the Articles of Incorporation. The Fund agrees to
deliver to the Custodian all securities and cash owned by it, and all payments
of income, payments of principal or capital distributions received by it with
respect to all securities owned by the Fund from time to time, and the cash
consideration received by it for such new or treasury shares of capital stock
("Shares") of the Fund as may be issued or sold from time to time. The Custodian
shall not be responsible for any property of the Fund held or received by the
Fund and not delivered to the Custodian.
Upon receipt of "Proper Instructions" (within the meaning of Section
2.17), the Custodian shall from time to time employ one or more sub-custodians,
but only in accordance with an applicable vote by the Board of Directors of the
Fund, and provided that the Custodian shall have no more or less responsibility
or liability to the Fund on account of any actions or omissions of any
sub-custodian so employed than any such sub-custodian has to the Custodian.
2. DUTIES OF THE CUSTODIAN WITH RESPECT TO PROPERTY OF THE FUND HELD BY THE
CUSTODIAN
2.1 HOLDING SECURITIES
The Custodian shall hold and physically segregate for the
account of the Fund all non-cash property, including all securities
owned by the fund, other than (a) securities which are maintained
pursuant to Section 2.12 in a clearing agency which acts as a
securities depository or in a book-entry system authorized by the U.S.
Department of the Treasury, collectively referred to herein as a
"Securities System."
2.2 DELIVERY OF SECURITIES
The Custodian shall release and deliver securities owned by
the Fund held by the Custodian or in a Securities System account of the
Custodian only upon receipt of Proper
-1-
Instructions, which may be continuing instructions when deemed appropriate by
the parties, and only in the following cases:
1) Upon sale of such securities for the account of the
Fund and receipt of payment therefor;
2) Upon the receipt of payment in connection with any
repurchase agreement related to such securities entered
into by the Fund;
3) In the case of a sale effected through a Securities
System, in accordance with the provisions of Section
2.12 hereof;
4) To the depository agent in connection with tender or
other similar offers for portfolio securities of the
Fund;
5) To the issuer thereof or its agent when such securities
are called, redeemed, retired or otherwise become
payable; provided that, in any such case, the cash or
other consideration is to be delivered to the
Custodian;
6) To the issuer thereof, or its agent, for transfer
into the name of the Fund or into the name of any
nominee or nominees of the Custodian or into the
name or nominee name of any agent appointed
pursuant to Section 2.11 or into the name or
nominee name of any sub-custodian appointed
pursuant to Article 1; or for exchange for a
different number of bonds, certificates or other
evidence representing the same aggregate face
amount or number of units; PROVIDED that, in any
such case, the new securities are to be delivered
to the Custodian;
7) Upon the sale of such securities for the account of the
Fund, to the broker or its clearing agent, against a
receipt, for examination in accordance with "street
delivery" custom; provided that in any such case, the
Custodian shall have no responsibility or liability for
any loss arising from the delivery of such securities
prior to receiving payment for such securities except
as may arise from the Custodian's own negligence or
willful misconduct;
8) For exchange or conversion pursuant to any plan or
merger, consolidation, recapitalization, reorganization
or readjustment of the securities of the issuer of such
securities, or pursuant to provisions for conversion
contained in such securities, or pursuant to any
deposit agreement; provided that, in any such case, the
new securities and cash, if any, are to be delivered to
the Custodian;
9) In the case of warrants, rights or similar securities,
the surrender thereof in the exercise of such warrants,
rights or similar securities or the surrender of
interim receipts of temporary securities for definitive
securities; provided
-2-
that, in any such case, the new securities and cash, if
any, are to be delivered to the Custodian;
10) For delivery in connection with any loans of
securities, made by the Fund, BUT ONLY against receipt
of adequate collateral as agreed upon from time to time
by the Custodian and the Fund, which may be in the form
of cash or obligations issued by the United States
government, its agencies or instrumentalities, except
that in connection with any loans for which collateral
is to be credited to the Custodian's account in the
book-entry system authorized by the U.S. Department of
the Treasury, the Custodian will not be held liable or
responsible for the delivery of securities owned by the
Fund prior to the receipt of such collateral;
11) For delivery as security in connection with any
borrowings by the Fund requiring a pledge of assets by
the Fund, BUT ONLY against receipt of amounts borrowed;
12) For delivery in accordance with the provisions of any
agreement among the Fund, the Custodian and a
broker-dealer registered under the Securities Exchange
Act of 1934 (the "Exchange Act") and a member of the
National Association of Securities Dealers, Inc.
("NASD"), relating to the compliance with the rules of
The Options Clearing Corporation and of any registered
national securities exchange, or of any similar
organization or organizations, regarding escrow or
other arrangements in connection with transactions by
the Fund;
13) For delivery in accordance with the provisions of any
agreement among the Fund, the Custodian, and a Futures
Commission Merchant registered under the Commodity
Exchange Act, relating to compliance with the rules of
the Commodity Futures Trading Commission and/or any
Contract Market, or any similar organization or
organizations, regarding account deposits in connection
with transactions by the Fund;
14) Upon receipt of instructions from the transfer agent
("Transfer Agent") for the Fund, for delivery to such
Transfer Agent or to the holders of shares in
connection with distributions in kind, as may be
described from time to time in the Fund's currently
effective prospectus and statement of additional
information ("prospectus"), in satisfaction of requests
by holders of Shares for repurchase or redemptions; and
15) For any other proper corporate purpose, BUT ONLY upon
receipt of, in addition to Proper Instructions, a
certified copy of a resolution of the Board of
Directors or of the Executive Committee signed by an
officer of the Fund and certified by the Secretary or
an Assistant Secretary, specifying the securities to be
delivered, setting forth the purpose for which such
delivery is to be made, declaring such purpose to be a
proper corporate purpose, and
-3-
naming the person or persons to whom delivery of such
securities shall be made.
2.3 REGISTRATION OF SECURITIES
Securities held by the Custodian (other than bearer securities) shall be
registered in the name of the Fund or in the name of any nominee of the Fund or
of any nominee of the Custodian which nominee shall be assigned exclusively to
the Fund, UNLESS the Fund has authorized in writing the appointment of a nominee
to be used in common with other registered investment companies having the same
investment adviser as the Fund, or in the name of nominee name of any agent
appointed pursuant to Section 2.11 or in the name or nominee name of any
sub-custodian appointed pursuant to Article 1. All securities accepted by the
Custodian on behalf of the Fund under the terms of this Contract shall be in
"street name" or other good delivery form.
2.4 BANK ACCOUNTS
The Custodian shall open and maintain a separate bank account or accounts
in the name of the Fund, subject only to draft or order by the Custodian acting
pursuant to the terms of this Contract, and shall hold in such account or
accounts, subject to the provisions hereof, all cash received by it from or for
the account of the Fund, other than cash maintained by the Fund in a bank
account established and used in accordance with Rule 17f-3 under the Investment
Company Act of 1940. Funds held by the Custodian for the Fund may be deposited
by it to its credit as Custodian in the Banking Department of the Custodian or
in such other banks or trust companies as it may in its discretion deem
necessary or desirable; PROVIDED, however, that every such bank or trust company
shall be qualified to act as a custodian under the Investment Company Act of
1940 and that each bank or trust company and the funds to be deposited with each
such bank or trust company shall be approved by vote of a majority of the Board
of Directors of the Fund. Such funds shall be deposited by the Custodian in its
capacity as Custodian and shall be withdrawable by the Custodian only in that
capacity.
2.5 PAYMENTS FOR SHARES
The Custodian shall receive from the distributor for the Fund's Shares or
from the Transfer Agent of the Fund and deposit into the Fund's account such
payments as are received for Shares of the Fund issued or sold from time to time
by the Fund. The Custodian will provide timely notification to the Fund and the
Transfer Agent of any receipt by it of payments for Shares of the Fund.
2.6 AVAILABILITY OF FEDERAL FUNDS
Upon mutual agreement between the Fund and the Custodian, the Custodian
shall, upon the receipt of Proper Instructions, make federal funds available to
the Fund as of specified times agreed upon from time to time by the Fund and the
Custodian in the
-4-
amount of checks received in payment for Shares of the Fund which are deposited
into the Fund's account.
2.7 COLLECTION OF INCOME
The Custodian shall collect on a timely basis all income and other
payments with respect to registered securities held hereunder to which the
Fund shall be entitled either by law or pursuant to custom in the securities
business, and shall collect on a timely basis all income and other payments
with respect to bearer securities if, on the date of payment by the issuer,
such securities are held by the Custodian or its agent thereof and shall
credit such income, as collected, to the Fund's custodian account. Without
limiting the generality of the foregoing, the Custodian shall detach and
present for payment all coupons and other income items requiring presentation
as and when they become due and shall collect interest when due on securities
held hereunder. Income due the Fund on securities loaned pursuant to the
provisions of Section 2.2(10) shall be the responsibility of the Fund. The
Custodian will have no duty or responsibility in connection therewith, other
than to provide the Fund with such information or data as may be necessary to
assist the Fund in arranging for the timely delivery to the Custodian of the
income to which the Fund is properly entitled.
2.8 PAYMENT OF FUND MONIES
Upon receipt of Proper Instructions, which may be continuing instructions
when deemed appropriate by the parties, the Custodian shall pay out monies of
the fund in the following cases only:
1) Upon the purchase of securities, options, futures contracts or options
on futures contracts for the account of the Fund but only (a) against
the delivery of such securities or evidence of title to such options,
futures contracts or options on futures contracts, to the Custodian
(or any bank, banking firm or trust company doing business in the
United States or abroad which is qualified under the Investment
Company Act of 1940 to act as a custodian and has been designated by
the Custodian as its agent for this purpose) registered in the name of
the Fund or in the name of a nominee of the Custodian referred to in
Section 2.3 hereof or in proper form for transfer; (b) in the case of
a purchase effected through a Securities System, in accordance with
the conditions set forth in Section 2.12 hereof or (c) in the case of
the repurchase agreements entered into between the Fund and the
Custodian, or another bank, or a broker-dealer which is a member of
NASD, (i) against delivery of the securities either in certificate
form or through an entry crediting the Custodian's account at the
Federal Reserve Bank with such securities or (ii) against delivery of
the receipt evidencing purchase by the Fund of securities owned by the
Custodian along with written evidence of the agreement by the
Custodian to repurchase such securities from the Fund.
-5-
2) In connection with conversion, exchange or surrender of securities
owned by the Fund as set forth in Section 2.2 hereof;
3) For the redemption or repurchase of Shares issued by the Fund as set
forth in Section 2.10 hereof;
4) For the payment of any expense or liability incurred by the Fund,
including but not limited to the following payments for the account of
the Fund: interest, taxes, management, accounting, transfer agent and
legal fees, and operating expenses of the Fund whether or not such
expenses are to be in whole or part capitalized or treated as deferred
expenses;
5) For the payment of any dividends declared pursuant to the governing
documents of the Fund;
6) For payment of the amount of dividends received in respect of
securities sold short;
7) For any other proper purpose, BUT ONLY upon receipt of, in addition to
Proper Instructions, a certified copy of a resolution of the Board of
Directors or of the Executive Committee of the Fund signed by an
officer of the Fund and certified by its Secretary or an Assistant
Secretary, specifying the amount of such payment, setting forth the
purpose for which such payment is to be made, declaring such purpose
to be a proper purpose, and naming the person or persons to whom such
payment is to be made.
2.9 LIABILITY FOR PAYMENT IN ADVANCE OF RECEIPT OF SECURITIES PURCHASED
The Custodian shall not make payment for the purchase of domestic
securities for the account of a Fund in advance of receipt of the securities
purchased in the absence of specific written instructions from the Fund to so
pay in advance. In any and every case where payment for purchase of domestic
securities of the account of a Fund is made by the Custodian in advance of
receipt of the securities purchased in the absence of specific written
instructions from the Fund to so pay in advance, the Custodian shall be
absolutely liable to the Fund (for the account of the Fund) for such securities
to the same extent as if the securities had been received by the Custodian.
2.10 PAYMENTS FOR REPURCHASES OR REDEMPTIONS OF SHARES OF THE FUND
From such funds as may be available for the purpose but subject to the
limitations of the Articles of Incorporation and any applicable votes of the
Board of Directors of the Fund pursuant thereto, the Custodian shall, upon
receipt of instructions from the Transfer Agent, make funds available for
payment to holders of Shares who have delivered to the Transfer Agent a request
for redemption or repurchase of their Shares. In connection with the redemption
or repurchase of Shares of the fund, the Custodian is authorized upon receipt of
instructions from the Transfer Agent to wire funds to or through a
-6-
commercial bank designated by the redeeming shareholders. In connection with the
redemption or repurchase of Shares of the Fund, the Custodian shall honor checks
drawn on the Custodian by a holder of Shares, which checks have been furnished
by the Fund to the holder of Shares, when presented to the Custodian in
accordance with such procedures and controls as are mutually agreed upon from
time to time between the Fund and the Custodian.
2.11 APPOINTMENT OF AGENTS
The Custodian may at any time or times in its discretion appoint (and may
at any time remove) any other bank or trust company which is itself qualified
under the Investment Company Act of 1940 to act as a custodian, as its agent to
carry out such of the provisions of this Article 2 as the Custodian may from
time to time direct; PROVIDED, however, that the appointment of any agent shall
not relieve the Custodian of its responsibilities or liabilities hereunder.
2.12 DEPOSIT OF FUND ASSETS IN SECURITIES SYSTEMS
The Custodian may deposit and/or maintain domestic securities owned by any
Fund in a clearing agency registered with the Securities and Exchange Commission
under Section 17A of the Exchange Act, which acts as a securities depository, or
in a Federal Reserve Bank, as Custodian or Custodian's agent or nominee on the
records of such Federal Reserve Bank or such registered clearing agency or the
nominee of either (collectively referred to herein as "Securities System") in
accordance with applicable Federal Reserve Board and Securities and Exchange
Commission rules and regulations, if any, and subject to the following
provisions:
1) The Custodian may keep domestic securities of a Fund in a Securities
System provided that such securities are represented in an account
("Account") of the Custodian in the Securities System which shall not
include any assets of the Custodian other than assets held as a
fiduciary custodian or otherwise for customers;
2) The records of the Custodian with respect to domestic securities of a
Fund which are maintained in a Securities System shall identify by
book-entry those securities belonging to such Fund;
3) The Custodian shall pay for domestic securities purchased for the
account of a Fund upon (i) the simultaneous receipt of advice from the
Securities System that such securities have been transferred to the
Account, and (ii) the making of an entry on the records of the
Custodian to reflect such payment and transfer for the account of the
Fund. The Custodian shall transfer domestic securities sold for the
account of a Fund upon (a) the simultaneous receipt of advice from the
Securities System that payment for such securities has been
transferred to the Account, and (b) the making of an entry on the
records of the Custodian to reflect such transfer and payment for the
account
-7-
of the Fund. Copies of all advises from the Securities System of
transfers of securities for the account of a Fund shall identify
the Fund, be maintained for the Fund by the Custodian and be
provided at its request. Upon request, the Custodian shall furnish
the Fund confirmation of each transfer to or from the account of a
Fund in the form of a written advice or notice and shall furnish to
the Fund copies of daily transaction sheets reflecting each day's
transactions in the Securities System for the account of each Fund.
4) The Custodian shall provide the Fund with any report obtained by the
Custodian on the Securities System's accounting system internal
accounting control and procedures for safeguarding securities
deposited in the Securities System;
5) The Custodian shall have received the initial or annual certificate,
as the case may be, required by Article 16 hereof;
6) Anything to the contrary in this Contract notwithstanding, the
Custodian shall be liable to the Fund for any loss or damage to the
applicable Fund(s) resulting from use of the Securities System by
reason of any negligence, misfeasance or misconduct of the Custodian
or any of its agents or of any of its or their employees or from
failure of the Custodian or any such agent or employee to enforce
effectively such rights as it may have against the Securities System;
at the election of the Fund, it shall be entitled to be subrogated to
the rights of the Custodian with respect to any claim against the
Securities System or any other person which the Custodian may have as
a consequence of any such loss or damage if and to the extent that the
applicable Funds have not been made whole for any such loss or damage.
2.13 SEGREGATED ACCOUNT
The Custodian shall upon receipt of Proper Instructions establish and
maintain a segregated account or accounts for and on behalf of the Fund, into
which account or accounts may be transferred cash and/or securities, including
securities maintained in an account by the Custodian pursuant to Section 2.12
hereof, (i) in accordance with the provisions of any agreement among the Fund,
the Custodian and a broker-dealer registered under the Exchange Act and a member
of NASD (or any futures commission merchant registered under the Commodity
Exchange Act), relating to compliance with the rules of The Options Clearing
Corporation and of any registered national securities exchange (or the Commodity
Futures Trading Commission or any registered contract market), or of any similar
organization or organizations, regarding escrow or other arrangements in
connection with transactions by the Fund, (ii) for the purpose of segregating
cash or government securities in connection with options purchased, sold or
written by the Fund or commodity futures contracts or options thereon purchased
or sold by the Fund, (iii) for the purpose of compliance by the Fund with the
procedures required by Investment Company Act Release No. 10666, or any
subsequent release or releases of the Securities and Exchange Commission
relating to the maintenance of segregated
-8-
accounts by registered investment companies and (iv) for other proper corporate
purposes, BUT ONLY, in the case of the clause (iv), upon receipt of, in addition
to Proper Instructions, a certified copy of a resolution of the Board of
Directors or of the Executive Committee signed by an officer of the Fund and
certified by the Secretary or an Assistant Secretary, setting forth the purpose
or purposes of such segregated account and declaring such purposes to be proper
corporate purposes.
2.14 OWNERSHIP CERTIFICATES FOR TAX PURPOSES
The Custodian shall execute ownership and other certificates and affidavits
for all federal and state tax purposes in connection with receipt of income or
other payments with respect to securities of the Fund held by it and in
connection with transfers of securities.
2.15 PROXIES
The Custodian shall, with respect to the securities held hereunder, cause
to be promptly executed by the registered holder of such securities, if the
securities are registered otherwise than in the name of the Fund or a nominee of
the Fund, all proxies, without indication of the manner in which such proxies
are to be voted, and shall promptly deliver to the Fund such proxies, all proxy
soliciting materials and all notices relating to such securities.
2.16 COMMUNICATIONS RELATING TO FUND PORTFOLIO SECURITIES
The Custodian shall transmit promptly to the Fund all written information
(including, without limitation, pendency of calls and maturities of securities
and expirations of rights in connection therewith and notices of exercise of
call and put options written by the Fund and the maturity of futures contracts
purchased or sold by the Fund) received by the Custodian from issuers of the
securities being held for the Fund. With respect to tender or exchange offers,
the Custodian shall transmit promptly to the Fund all written information
received by the Custodian from issuers of the securities whose tender or
exchange is sought and from the party (or his agents) making the tender or
exchange offer. If the Fund desires to take action with respect to any tender
offer, exchange offer or any other similar transaction, the Fund shall notify
the Custodian at least three (3) business days prior to the date on which the
Custodian is to take such action.
2.17 PROPER INSTRUCTIONS
Proper Instructions as used throughout this Article 2 means a writing
signed or initialed by one or more person or persons as the Board of Directors
shall have from to time authorized. Each such writing shall set forth the
specific transaction or type of transaction involved, including a specific
statement of the purpose for which such action is requested. Oral instructions
will be considered Proper Instructions if the Custodian reasonably believes them
to have been given a person authorized to give such instructions
-9-
with respect to the transaction involved. The Fund shall cause all oral
instructions to be confirmed in writing. Upon receipt of a certificate of the
Secretary or an Assistant Secretary as to the authorization by the Board of
Directors of the Fund accompanied by a detailed description of procedures
approved by the Board of Directors, Proper Instructions may include
communications effected directly between electro-mechanical or electronic
devices provided that the Board of Directors and the Custodian are satisfied
that such procedures afford adequate safeguards for the Fund's assets.
2.18 ACTIONS PERMITTED WITHOUT EXPRESS AUTHORITY
The Custodian may in its discretion, without express authority from the
Fund;
1) Make payments to itself or others for minor expenses of handling
securities PROVIDED that all such payments shall be accounted for to
the Fund;
2) Surrender securities in temporary form for securities in definitive
form;
3) Endorse for collection, in the name of the Fund, checks, drafts and
other negotiable instruments; and
4) In general, attend to all non-discretionary details in connection with
the sale, exchange, substitution, purchase, transfer and other
dealings with the securities and property of the Fund except as
otherwise directed by the Board of Directors of the Fund.
2.19 EVIDENCE OF AUTHORITY
The Custodian shall be protected in acting upon any instructions, notice,
request, consent, certificate or other instrument of paper believed by it to be
genuine and to have been properly executed by or on behalf of the Fund. The
Custodian may receive and accept a certified copy of a vote of the Board of
Directors of the Fund as conclusive evidence (a) of the authority of any person
to act in accordance with such vote or (b) or any determination or of any action
by the Board of Directors pursuant to the Articles of Incorporation as described
in such vote, and such vote may be considered as in full force and effect until
receipt by the Custodian of written notice to the contrary.
2.20 CLASS ACTIONS
The Custodian shall transmit promptly to the Fund all notices or other
communications received by it in connection with any class action lawsuit
relating to securities currently or previously held for the Fund. Upon being
directed by the Fund to do so, the Custodian shall furnish to the Fund any and
all written materials which establish the holding/ownership, amount held/owned,
and period of holding/ownership of the securities in question.
-10-
2.21 DUTIES OF THE CUSTODIAN WITH RESPECT TO FUND PROPERTY HELD OUTSIDE OF THE
UNITED STATES
2.21(a) APPOINTMENT OF FOREIGN SUB-CUSTODIAN
The Custodian is authorized and instructed, either directly or indirectly
(through one or more sub-custodian U.S. banks), to employ as sub-custodians for
any Fund's securities and other assets maintained outside of the United States
the foreign institutions, foreign securities depositories and foreign clearing
agencies designated on Exhibit A hereto ("foreign sub-custodians"); provided,
however, that, notwithstanding the contents of Exhibit A hereto, the Custodian
(including any of its agents and sub-custodians) is authorized to directly or
indirectly employ or retain any sub-custodian, depository or clearing agency
only if said employed or retained institution qualifies as either (a) an
"eligible foreign custodian," as defined in Rule 17f-5 under the Investment
Company Act of 1940, or (b) a "bank," as defined in Section 2(a)(5) of the
Investment Company Act of 1940, that in turn qualifies as an eligible domestic
custodian under Section 17(f) of the Investment Company Act of 1940; and
provided further that the Custodian shall be liable to the Fund for any loss of
any Fund assets custodied with any institution directly or indirectly employed
or retained by the Custodian (or any of its agents or sub-custodians) that does
not meet the qualifications of either clause (a) or (b) of the preceding
proviso.
Upon receipt of Proper Instructions, together with a certified resolution
of the Fund's Board of Directors, the Custodian and the Fund may agree to amend
Exhibit A hereto from time to time to designate additional or alternative
foreign banking institutions, foreign securities depositories and foreign
clearing agencies to act as sub-custodian. Each foreign banking institution
shall be authorized to deposit securities in foreign securities depositories and
foreign clearing agencies authorized pursuant to Rule 17f-5 under the Investment
Company Act of 1940. Upon receipt of Proper Instructions from the Fund the
Custodian shall promptly cease the employment of any one or more of such
sub-custodians for maintaining custody of the assets of the application Fund(s).
2.21(b) ASSETS TO BE HELD
The Custodian shall limit the securities and other assets maintained in the
custody of the foreign sub-custodian to: (a) "foreign securities," as defined in
paragraph (c)(1) of Rule 17f-5 under the Investment Company Act of 1940, and (b)
cash and cash equivalents in such amounts as the Custodian or the Fund may
determine to be reasonably necessary to effect the foreign securities
transactions of the applicable Fund(s).
2.21(c) SEGREGATION OF SECURITIES
The Custodian shall identify on its books as belonging to the Fund for the
account of one or more of the Fund(s), the foreign securities of each such Fund
held by each foreign sub-custodian. Each agreement pursuant to which the
Custodian or its duly appointed U.S. sub-custodian employs a foreign banking
institution shall require that
-11-
such institution establish a custody account for the Custodian (or its U.S.
sub-custodian, as the case may be) on behalf of its customers and physically
segregate in that account securities and other assets of the Custodian's
customers, and, in the event that such institution deposits a Fund's securities
in a foreign securities depository, the sub-custodian shall identify on its
books as belonging to the Custodian (or is U.S. sub-custodian, as the case may
be), as agent for the Custodian's customers, the securities so deposited (all
collectively referred to as the "Account").
2.21(d) AGREEMENT WITH FOREIGN BANKING INSTITUTION
Each agreement with a foreign banking institution shall provide that: (a)
each Fund's assets will not be subject to any right, charge, security interest,
lien or claim or any kind in favor of the foreign banking institution or its
creditors, except a claim of payment for their safe custody or administration;
(b) beneficial ownership for each Fund's assets will be freely transferable
without the payment of money or value other than for custody or administration,
which may include payment of stamp duties or government taxes; (c) adequate
records will be maintained identifying the assets as belonging to the customers
of Custodian; (d) officers of or auditors employed by, or other representatives
of the Custodian, including independent public accountants for each Fund, will
be given access to the books and records of the foreign banking institution
relating to its actions given under its agreement with the Custodian or shall be
given confirmation of the contents of such books and records; and (e) assets of
each Fund held by the foreign sub-custodian will be subject only to the
instructions of the Fund, the Custodian or their agents.
2.21(e) ACCESS OF INDEPENDENT ACCOUNTANTS OF THE FUND
Upon request of the Fund, the Custodian will xxx its best efforts to
arrange for the independent accountants of the Fund to be afforded access to the
books and records of any foreign banking institution employed as a foreign
sub-custodian insofar as such books and records relate to the performance of
such foreign banking institutions under its agreement with the Custodian (or its
U.S. sub-custodian, as the case may be).
2.21(f) REPORTS BY CUSTODIAN
The Custodian will supply to the Fund from time to time, as mutually agreed
upon, statements in respect of the securities and other assets of each Fund held
by foreign sub-custodians, including but not limited to an identification of
entities having possession of each applicable Fund's securities and other assets
and advices or notifications of any transfers of securities to or from each
custodial account maintained by a foreign sub-custodian for the Custodian Fund
indicating, as to securities acquired for the Fund, the identity of the entity
having physical possession of such securities.
-12-
2.21(g) FOREIGN SECURITIES TRANSACTIONS
1) Upon receipt of Proper Instructions, which may be continuing
instructions when deemed appropriate by the parties, the Custodian
shall make or cause its foreign sub-custodian to transfer, exchange,
or deliver foreign securities owned by the Fund for the account of a
Fund, but except to the extent explicitly provided herein only in any
of the cases specified in Section 2.2.
2) Upon receipt of Proper Instructions, which may be continuing
instructions when deemed appropriate by the parties the Custodian
shall pay out or cause its foreign sub-custodian to pay out monies of
a Fund, but except to the extent explicitly provided herein only in
any of the cases specified in Section 2.8.
3) Settlement and payment for securities received for the account of a
Fund and delivery of securities maintained for the account of a Fund
may, upon receipt of Proper Instructions, be effected in accordance
with the customary or established securities trading or securities
processing practices and procedures in the jurisdiction or market in
which the transaction occurs, including, without limitation,
delivering securities to the purchaser thereof or to a dealer therefor
(or an agent for such purchaser or dealer) against a receipt with the
expectation of receiving later payment for such securities from such
purchaser or dealer.
4) With respect to any transaction involving foreign securities, the
Custodian or any sub-custodian in its discretion may cause a Fund's
account to be credited on either the contractual settlement date or
the actual settlement date with the proceeds of any sale or exchange
of foreign securities from the account of the applicable Fund and to
be debited on either the contractual settlement date or the actual
settlement date for the cost of foreign securities purchased or
acquired for such Fund according to Custodian's then current internal
policies and procedures pertaining to securities settlement, which
policies and procedures may change from time to time. Custodian shall
advise the Fund of any changes to such policies and procedures. The
Custodian may reverse any such credit or debit made on the contractual
settlement date if the transaction with respect to which such credit
or debit was made fails to settle within a reasonable period,
determined by Custodian in its reasonable discretion, after the
contractual settlement date except that if any foreign securities
delivered pursuant to this section are returned by the recipient
thereof, the Custodian may cause any such credits and debits to be
reversed at any time.
5) Securities maintained in the custody of a foreign sub-custodian may be
maintained in the name of such entity's nominee to the same extent as
set forth in Section 2.3 of this Contract and the Fund agrees to hold
any such nominee harmless from any liability as a holder of record of
such securities.
-13-
6) Until the Custodian receives written instructions to the contrary, the
Custodian shall, or shall cause the sub-custodian to collect all
interest and dividends paid on securities held in each applicable
Fund's account, unless such payment is in default. Unless otherwise
instructed, the Custodian shall convert interest, dividends and
principal received with respect to securities in a Fund's account into
United States dollars, and the Custodian shall perform foreign
exchange contracts for the conversion of United States dollars to
foreign currencies for the settlement of trades whenever it is
practicable to do so through customary banking channels. Customary
banking channels may vary based upon industry practice in each
jurisdiction, and shall include the banking facilities of the
Custodian's affiliates, in accordance with such affiliate's then
prevailing internal policy on funds repatriation. All risk and expense
incident to such foreign collection and conversions is the
responsibility of each applicable Fund's account, and Custodian shall
have no responsibility for fluctuation in exchange rates affecting
collections or conversions.
2.21(h) FOREIGN SECURITIES LENDING
Notwithstanding any other provisions contained in this Contract, the
Custodian and any sub-custodian shall deliver and receive securities loaned or
returned in connection with securities lending transactions only upon and in
accordance with Proper Instructions; provided, if the Custodian is not the
lending agent in connection with such securities lending, then neither the
Custodian or any sub-custodian shall undertake, or otherwise be responsible for,
(i) marking to market values for such loaned securities,
(ii) collection of dividends, interest or other disbursements or
distributions made with respect to such loaned securities,
(iii) receipt of corporate action notices, communications, proxies or
instruments with respect to such loaned securities, and
(iv) custody, safekeeping, valuation or any other actions or services
with respect to any collateral securing any such securities lending
transactions.
In the event that the Custodian is the applicable Fund's lending agent in
connection with a specific securities loan, the Custodian shall undertake to
perform all of the above duties with regard to such loan, except that the Fund
shall not receive, nor be enabled to vote, proxies in connection with such
loaned security.
-14-
2.21(i) LIABILITY OF FOREIGN SUB-CUSTODIAN
Each agreement pursuant to which the Custodian (or its U.S. sub-custodian
bank, as applicable) employs a foreign banking institution as a foreign
sub-custodian shall require the institution to exercise reasonable care in
performance of its duties and to indemnify, and hold harmless, the Custodian and
Custodian's customers from and against any loss, damage, cost, expense,
liability or claim arising out of such sub-custodian's negligence, fraud, bad
faith, willful misconduct or reckless disregard of its duties. At the election
of the Fund, it shall be entitled to be subrogated to the right of the Custodian
with respect to any claims against the Custodian's U.S. sub-custodian bank (if
any) or a foreign banking institution as a consequence of any such loss, damage,
cost, expense, liability or claim if and to the extent that the Fund has not
been made whole for any such loss, damage, cost, expense, liability or claims.
2.21(j) MONITORING RESPONSIBILITIES
The Custodian shall furnish annually to the Fund information concerning the
foreign sub-custodian employed by the Custodian (or its U.S. sub-custodian bank,
as applicable). Such information shall be similar in kind and scope to that
furnished to the Fund in connection with the initial approval of this Contract
(and any contracts with U.S. and foreign sub-custodians entered into pursuant
hereto). In addition, the Custodian will promptly inform the Fund in the event
that the Custodian learns of a material adverse change in the financial
condition of a foreign sub-custodian or is notified by the Custodian's U.S.
sub-custodian bank (if any) or a foreign banking institution employed as foreign
sub-custodian that there appears to be a substantial likelihood that its
shareholders' equity will decline below $200 million (United States dollars or
the equivalent thereof) or that its shareholders' equity has declined below $200
million (in each case computed in accordance with generally accepted United
States accounting principles).
2.21(k) BRANCHES OF UNITED STATES BANKS
Except as otherwise set forth in this Contract, the provisions hereof shall
not apply where the custody of any Fund's assets maintained in a foreign branch
of a banking institution which is a "bank" as defined by Section 2(a)(5) of the
Investment Company Act of 1940 which meets the qualification set forth in
Section 26(a) of said Act. The appointment of any such branch as a sub-custodian
shall be governed by Article 1 of this Contract.
2.21(l) EXPROPRIATION INSURANCE
The Custodian represents that it does not intend to obtain any insurance
for the benefit of the Fund which protects against the imposition of exchange
control restrictions or the transfer from any foreign jurisdiction of the
proceeds of sale of any securities or against confiscation, expropriation or
nationalization of any securities or the assets of the issuer of such securities
is organized or in which securities are held for safekeeping either
-15-
by Custodian or any sub-custodians in such country. The Custodian represents
that its understanding of the position of the Staff of the Securities and
Exchange Commission is that any investment company investing in securities of
foreign issuers has the responsibility for reviewing the possibility of the
imposition of exchange control restrictions which would affect the liquidity
of such investment company's assets and the possibility of exposure to
political risk, including the appropriateness of insuring against such risk.
3. DUTIES OF CUSTODIAN WITH RESPECT TO THE BOOKS OF ACCOUNT AND CALCULATION OF
NET ASSET VALUE AND NET INCOME
The Custodian shall cooperate with and supply necessary information to the
entity or entities appointed by the Board of Directors of the Fund to keep the
books of account of the Fund and/or compute the net asset value per share of the
outstanding shares of the Fund or, if directed in writing to do so by the Fund,
shall itself keep such books of account and/or computer such net asset value per
share. If so directed, the Custodian shall also calculate daily the net income
of the Fund as described in the Fund's currently effective prospectus and shall
advise the Fund and the Transfer Agent daily of the total amounts of such net
income and, if instructed in writing by an officer of the Fund to do so, shall
advise the Transfer Agent periodically of the division of such net income among
its various components. The calculations of the net asset value per share and
the daily income of the Fund shall be made at the time or times described from
time to time in the Fund's currently effective prospectus.
4. RECORDS
The Custodian shall create and maintain all records relating to its
activities and obligations under this Contract in such manner as will meet the
obligations of the Fund under the Investment Company Act of 1940, with
particular attention to Section 31 thereof and Rule 31a-1 and 31a-2 thereunder.
The Custodian shall also maintain records as directed by the Fund in connection
with applicable federal and state tax laws and any other law or administrative
rules or procedures which may be applicable to the Funds. With respect to
securities and cash deposited with a Securities System, a sub-custodian or an
agent of the Custodian, the Custodian shall identify on its books all such
securities and cash as belonging to the account of the applicable Fund(s). All
such records shall be the property of the Fund and shall at all times during the
regular business hours of the Custodian be open for inspection by duly authority
officers, employees or agents of the Fund. Such records shall be made available
to the Fund for review by employees and agents of the Securities and Exchange
Commission. The Custodian shall furnish to the Fund, and its agents, as of the
close of business on the last day of each month a statement showing all
transactions and entries for the account of the Fund during that month, and all
holdings as of month-end.
All records so maintained in connection with the performance of its duties
under this Contract shall remain the property of the Fund and, in the event of
termination of this Contract, shall be delivered to the Fund. Subsequent to such
delivery, and surviving the termination of this Contract, the Fund shall provide
the Custodian access to examine and photocopy such records as
-16-
the Custodian, in its discretion, deems necessary, for so long as such records
are retained by the Fund.
5. OPINION OF FUND'S INDEPENDENT ACCOUNTANT
The Custodian shall take all reasonable action, as the Fund may from time
to time request, to obtain from year to year favorable opinions from the Fund's
independent accountants with respect to its activities hereunder in connection
with the preparation of the Fund's, Form N-1A, and Form N-SAR or other annual
reports to the Securities and Exchange Commission and with respect to any other
requirements of such Commission.
6. REPORTS TO FUND BY INDEPENDENT PUBLIC ACCOUNTANTS
The Custodian shall provide the Fund, at such times as the Fund may
reasonably require, with reports by independent public accountants on the
accounting system, internal accounting control and procedures for safeguarding
securities, futures contracts and options on futures contracts, including
securities deposited and/or maintained in a Securities System, relating to the
services provided by the Custodian under this Contract; such reports shall be of
sufficient scope, and in sufficient detail, as may reasonably be required by the
Fund to provide reasonable assurance that any material inadequacies would be
disclosed by such examination, and, if there are no such inadequacies, the
reports shall so state.
7. COMPENSATION OF CUSTODIAN
For performance by the Custodian pursuant to this Contract, the Fund
agrees to pay the Custodian annual asset fees and supplemental charges as set
out in the fee schedule attached hereto.
8. RESPONSIBILITY OF CUSTODIAN
So long as and to the extent that it is in the exercise of reasonable
care, the Custodian shall not be responsible for the title, validity or
genuineness of any property or evidence of title thereto received by it or
delivered by it pursuant to this Contract shall be held harmless in acting upon
any notice, request, consent, certificate or other instrument reasonably
believed by it to be genuine and to be signed by the proper party or parties.
The Custodian shall be held to the exercise of reasonable care in carrying out
the provisions of this Contract, but shall be kept indemnified by and shall be
without liability to the Fund for any action taken or omitted by it in good
faith and without negligence. It shall be entitled to rely on and may act upon
advice of counsel of, or reasonably acceptable to, the Fund on all matters, and
shall be without liability for any action reasonably taken or omitted pursuant
to such advice. Notwithstanding the foregoing, the responsibility of the
Custodian with respect to redemptions effected by check shall be in accordance
with a separate Contract entered into between the Custodian and the Fund or its
agent.
If the Fund requires the Custodian to take any action with respect to
securities, which action involves the payment of money or which action may, in
the reasonable opinion of the
-17-
Custodian, result in the Custodian or its nominee assigned to the Fund being
liable for the payment of money or incurring liability of some other form, the
Fund, as a prerequisite to requiring the Custodian to take such action, shall
provide indemnity to the Custodian in an amount and form reasonably satisfactory
to it.
If the Fund requires the Custodian to advance cash or securities for any
purpose or in the event that the Custodian or its nominee shall incur or be
assessed any taxes, charges, expenses, assessments, claims or liabilities in
connection with the performance of this Contract, except such as may arise from
its or its nominee's own negligent action, negligent failure to act or willful
misconduct, any property at any time held for the account of a Fund shall be
security therefor and should the Fund fail to repay the Custodian promptly with
respect to any Fund, the Custodian shall be entitled to utilize available cash
and to dispose of assets to the extent necessary to obtain reimbursement.
The Custodian shall not be liable for any loss or damage to the Fund
resulting from participation in a securities depository unless such loss or
damage arises by reason of any negligence, misfeasance, or willful misconduct of
officers or employees of the Custodian, or from its failure to enforce
effectively such rights as it may have against any securities depository or from
use of a sub-custodian or agent. Anything in this Contract to the contrary
notwithstanding, the Custodian shall exercise, in the performance of its
obligations undertaken or reasonably assumed with respect to this Contract,
reasonable care, for which the Custodian shall be responsible to the same extent
as if it were performing such duties directly. The Custodian shall be
responsible for the securities and cash held by or deposited with any
sub-custodian or agent to the same extent as if such securities and cash were
directly held by or deposited with the Custodian. The Custodian hereby agrees
that it shall indemnify and hold each applicable Fund harmless from and against
any loss which shall occur as a result of the failure of a foreign sub-custodian
holding the securities and cash to provide a level of safeguards for maintaining
any Fund's securities and cash not materially different from that provided by a
United States custodian holding such securities and cash in the United States.
The Custodian agrees to indemnify and hold each of the Funds harmless for
any and all loss, liability and expense, including reasonable legal fees and
expenses, arising out of the Custodian's own negligence or willful misconduct or
that of its officers, agents, sub-custodian or employees in the performance of
the Custodian's duties and obligations under this Contract.
9. EFFECTIVE PERIOD, TERMINATION AND AMENDMENT
The Contract shall become effective as of its execution, shall continue in
full force and effect until terminated as hereinafter provided, may be amended
at any time by mutual agreement of the parties hereto and may be terminated by
either party by an instrument in writing delivered or mailed, postage prepaid to
the other party, such termination to take effect not sooner than sixty (60) days
after the date of such delivery or mailing; PROVIDED, however, that the
Custodian shall not act under Section 2.12 hereof in the absence of receipt of
an initial certificate of the Secretary or an Assistant Secretary that the Board
of Directors of the Fund has approved the initial use of a particular Securities
System and the receipt of an annual certificate of the Secretary or an Assistant
Secretary that the Board of Directors has reviewed the use by the Fund of such
Securities System, as required in each case by Rule 17f-4 under the Investment
Company
-18-
Act of 1940; PROVIDED FURTHER, however, that the Fund shall not amend or
terminate this Contract in contravention of any applicable federal or state
regulations, or any provision of the Articles of Incorporation, and further
provided, that the Fund may at any time be action of its Board of Directors (i)
substitute another bank or trust company for the Custodian by giving notice as
described above to the Custodian, or (ii) immediately terminate this Contract in
the event of the appointment of a conservator or receiver for the Custodian by
the Comptroller of the Currency or upon the happening of a like event at the
direction of an appropriate regulatory agency or court of competent
jurisdiction.
Upon termination of the Contract, the Fund shall pay to the Custodian such
compensation as may be due as of the date of such termination and shall likewise
reimburse the Custodian for its costs, expenses and disbursements.
10. SUCCESSOR CUSTODIAN
If a successor custodian shall be appointed by the Board of Directors of
the Fund, the Custodian shall, upon termination, deliver to such successor
custodian at the office of the Custodian, duly endorsed and in the form for
transfer to an account of the successor custodian all of the Fund" securities
held in a Securities System.
If no such successor custodian shall be appointed, the Custodian shall, in
like manner, upon receipt of a certified copy of a vote of the Board of
Directors of the Fund, deliver at the office of the Custodian and transfer such
securities, funds and other properties in accordance with such vote.
In the event that no written order designating a successor custodian or
certified copy of a vote of the Board of Directors shall have been delivered to
the Custodian on or before the date when such termination shall become
effective, then the Custodian shall have the right to deliver to a bank or trust
company, which is a "bank" as defined in the Investment Company Act of 1940, of
its own selection, having an aggregate capital, surplus, and undivided profits,
as shown by its last published report, or not less than $25,000,000, all
securities, funds and other properties held by the Custodian and all instruments
held by the Custodian relative thereto and all other property held by it under
this Contract and to transfer to an account of such successor custodian all of
the Fund's securities held in any Securities System. Thereafter, such bank or
trust company shall be the successor of the Custodian under this Contract.
In the event that securities, funds and other properties remain in the
possession of the Custodian after the date of termination hereof owing to
failure of the Fund to procure the certified copy of the vote referred to or of
the Board of Directors to appoint a successor custodian, the Custodian shall be
entitled to fair compensation for its services during such period as the
Custodian retains possession of such securities, Funds and other properties and
the provisions of this Contract relating to the duties and obligations of the
Custodian shall remain in full force and effect.
-19-
11. INTERPRETIVE AND ADDITIONAL PROVISIONS
In connection with the operation of this Contract, the Custodian and the
Fund may from time to time agree on such provisions interpretive of or in
addition to the provisions of this Contract as may in their joint opinion be
consistent with the general tenor of this Contract. Any such interpretive or
additional provisions shall be in a writing signed by both parties and shall be
annexed hereto, PROVIDED that no such interpretive or additional provisions
shall contravene any applicable federal or state regulations or any provision of
the Articles of Incorporation of the Fund. No interpretive or additional
provisions made as provided in the preceding sentence shall be deemed to be an
amendment of this Contract.
12. MINNESOTA LAW TO APPLY
This Contract shall be construed and the provisions thereof interpreted
under and in accordance with laws of the State of Minnesota.
13. PRIOR CONTRACTS
This Contract supersedes and terminates, as of the date hereof, all prior
contracts between the Fund and the Custodian relating to the custody of the
Fund's assets.
IN WITNESS WHEREOF, each of the parties has caused this instrument to be
executed in its name and behalf by its duly authorized representative and its
seal to be hereunder affixed as of the 1st day of November, 1999.
ADVANTUS SERIES FUND, INC.
By:
-------------------------------------
ATTEST
By:
-------------------------------------
NORWEST BANK MINNESOTA, N.A.
By:
-------------------------------------
ATTEST
By:
-------------------------------------
-20-
SCHEDULE A
(AS AMENDED MARCH 1, 2000)
TO THE
CUSTODIAL CONTRACT
BETWEEN
ADVANTUS SERIES FUND, INC.
AND
NORWEST BANK MINNESOTA, N.A.
The following Portfolios of the Advantus Series Fund, Inc. shall be included
within the terms of this Agreement and each shall hereinafter be referred to in
this Agreement as the 'Fund':
International Stock Portfolio
Money Market Portfolio
Growth Portfolio
Asset Allocation Portfolio
Index 500 Portfolio
Capital Appreciation Portfolio
Small Company Growth Portfolio
Value Stock Portfolio
Small Company Value Portfolio
Index 400 Mid-Cap Portfolio
Macro-Cap Value Portfolio
Micro-Cap Growth Portfolio
Real Estate Securities Fund Portfolio
A-1
FEE SCHEDULES
FEE SCHEDULE FOR:
Growth Portfolio, Asset Allocation Portfolio, Index 500 Portfolio, Capital
Appreciation Portfolio, Small Company Growth Portfolio, Value Stock Portfolio,
Small Company Value Portfolio, Index 400 Mid-Cap Portfolio, Macro-Cap Value
Portfolio, Micro-Cap Growth Portfolio, Real Estate Securities Portfolio
ADVANTUS
ANNUAL MARKET VALUE CHARGE: $.000010
---------------------------------------------
DOMESTIC TRANSACTION CHARGES:
DOMESTIC DEPOSITORY SETTLEMENTS-DTC/FED/PTC $6.00
PHYSICAL SETTLEMENTS (NEW YORK, MPLS.) $30.00
MUTUAL FUND SETTLEMENTS $30.00
PRIVATE PLACEMENTS SETTLEMENTS $15.00
OPTIONS/FUTURE SETTLEMENTS $15.00
PRINCIPAL PAYDOWN- NON VARIABLE $8.00
PRINCIPAL PAYDOWNS - CMO'S $15.00
REORGANIZATION/CORPORATE ACTIONS $20.00
MONEY MOVEMENTS (WIRES, CHECKS) $5.00
Fee Schedule-1
FEE SCHEDULES (CONTINUED)
NORWEST FEE SCHEDULE
ADVANTUS CAPITAL MANAGEMENT, INC
ADVANTUS SERIES FUND INC. - MONEY MARKET PORTFOLIO- 13396800
EFFECTIVE JULY 1, 1999
CUSTODY
-------
ANNUAL ACCOUNT ADMINISTRATION
Annual Account Charges $1,500.00
DOMESTIC TRANSACTION CHARGES
Domestic Depository Settlements-DTC/FED/PTC $7.00
Physical (New York, Mpls) $30.00
Principal Paydowns $10.00
Money Movement (Wires, checks, etc.) $5.00
Reorg/ Corporate Actions $20.00
Options/Futures $15.00
Mutual Funds $30.00
OUT-OF-POCKET EXPENSES
Reasonable and standard expenses will be charged to the funds. These
charges include, but are not limited to: postage, miscellaneous supplies,
weekend processing, and special requests.
Fee Schedule-2
FEE SCHEDULES (CONTINUED)
NORWEST FEE SCHEDULE
ADVANTUS CAPITAL MANAGEMENT, INC.
ADVANTUS SERIES FUND, INC. - INTERNATIONAL STOCK PORTFOLIO - 12735300
EFFECTIVE JULY 1, 1999
CUSTODY
-------
ANNUAL ACCOUNT ADMINISTRATION
Annual Account Charge $1,500.00
Market Value - Tier I - Tier VI ( See Attached Schedule ) 10-25 Basis Points
DOMESTIC TRANSACTION CHARGES
Domestic Depository Settlements-DTC/FED/PTC $7.00
Physical (New York, Mpls) $30.00
Principal Paydowns $10.00
Money Movement (Wires, checks, etc.) $5.00
Reorg/ Corporate Actions $20.00
Options/Futures $15.00
Mutual Funds $30.00
All transaction (purchase, sale, maturity, call, deposit, withdrawal,
expiration, wire transfer, check) charges are applied on a per
account per trade basis.
GLOBAL TRANSACTION CHARGES
Tier I - Tier VI (See attached schedule) $15.00 - $150.00
Mandatory Reorganizations $20.00
Voluntary Reorganizations $40.00
Stamp Duties and Registrations As expensed
ANNUAL REPORTING CHARGES FOR OPTIONAL SERVICES
Standard Reporting Packages No Charge
Norwest ACCESS Waived
OUT-OF-POCKET EXPENSES
Reasonable and standard expenses will be charged to the funds. These
charges include, but are not limited to: postage, miscellaneous supplies,
weekend processing, and special requests.
Fee Schedule-3