ADMINISTRATIVE SERVICES AND
TRANSFER AGENCY AGREEMENT
This Agreement, made and entered into this 1st day of April, 1987, by and
between Security Income Fund, a Kansas corporation ("Fund"), and Security
Management Company, a Kansas corporation, ("SMC").
WHEREAS, the Fund is engaged in business as an open-end management investment
company registered under the Investment Company Act of 1940; and
WHEREAS, Security Management Company is willing to provide general
administrative, fund accounting, transfer agency, and dividend disbursing
services to the Fund under the terms and conditions hereinafter set forth;
NOW, THEREFORE, in consideration of the premises and mutual agreements made
herein, the parties agree as follows:
1. EMPLOYMENT OF SECURITY MANAGEMENT COMPANY
SMC will provide the Fund with general administrative, fund accounting,
transfer agency, and dividend disbursing services described and set forth
in Schedule A attached hereto and made a part of this agreement by
reference. SMC agrees to maintain sufficient trained personnel and
equipment and supplies to perform such services in conformity with the
current prospectus of the Fund and such other reasonable standards of
performance as the Fund may from time to time specify, and otherwise in an
accurate, timely, and efficient manner.
2. COMPENSATION
As consideration for the services described in Section I, the Fund agrees
to pay SMC a fee as described and set forth in Schedule B attached hereto
and made a part of this agreement by reference, as it may be amended from
time to time, such fee to be calculated and accrued daily and payable
monthly.
3. EXPENSES
A. EXPENSES OF SMC. SMC shall pay all of the expenses incurred in
providing Fund the services and facilities described in this agreement,
whether or not such expenses are billed to SMC or the fund, except as
otherwise provided herein.
B. DIRECT EXPENSES. Anything in this agreement to the contrary
notwithstanding, the Fund shall pay, or reimburse SMC for the payment
of, the following described expenses of the Fund (hereinafter called
"direct expenses") whether or not billed to the Fund, SMC or any
related entity:
1. Fees and expenses of its independent directors and the meetings
thereof;
2. Fees and costs of investment advisory services;
3. Fees and costs of independent auditors and income tax
preparation;
4. Fees and costs of outside legal counsel and any legal counsel
directly employed by the Fund or its Board of Directors;
5. Custodian and banking services, fees and costs;
6. Costs of printing and mailing prospectuses to existing
shareholders, proxy statements and other reports to shareholders,
where such costs are incurred through the use of unaffiliated
vendors or mail services.
7. Fees and costs for the registration of its securities with the
Securities and Exchange Commission and the jurisdictions in which
it qualifies its share for sale, including the fees and costs of
registering and bonding brokers, dealers and salesmen as
required;
8. Dues and expenses associated with membership in the Investment
Company Institute;
9. Expenses of fidelity and liability insurance and bonding covering
Fund;
10. Organizational costs.
4. INSURANCE
The Fund and SMC agree to procure and maintain, separately or as joint
insureds with themselves, their directors, employees, agents and others,
and other investment companies for which SMC acts as investment advisor and
transfer agent, a policy or policies of insurance against loss arising from
breaches of trust, errors and omissions, and a fidelity bond meeting the
requirements of the Investment Company Act of 1940, in the amounts and with
such deductibles as may be agreed upon from time to time, and to pay such
portions of the premiums therefor as amount of the coverage attributable to
each party is to the aggregate amount of the coverage for all parties.
5. REGISTRATION AND COMPLIANCE
A. SMC represents that as of the date of this agreement it is registered
as a transfer agent with the Securities and Exchange Commission ("SEC")
pursuant to Subsection 17A of the Securities and Exchange Act of 1934
and the rules and regulations thereunder, and agrees to maintain said
registration and comply with all of the requirements of said Act, rules
and regulations so long as this agreement remains in force.
B. The Fund represents that it is a diversified management investment
company registered with the SEC in accordance with the Investment
Company Act of 1940 and the rules and regulations thereunder, and
authorized to sell its shares pursuant to said Act, the Securities Act
of 1933 and the rules and regulations thereunder.
6. LIABILITIES AND INDEMNIFICATION
SMC shall be liable for any actual losses, claims, damages or expenses
(including any reasonable counsel fees and expenses) resulting from SMC's
bad faith, willful misfeasance, reckless disregard of its obligations and
duties, negligence or failure to properly perform any of its
responsibilities or duties under this agreement. SMC shall not be liable
and shall be indemnified and held harmless by the Fund, for any claim,
demand or action brought against it arising out of, or in connection with:
A. Bad faith, willful misfeasance, reckless disregard of its duties or
negligence of the Board of Directors of the Fund, or SMC's acting upon
any instructions properly executed and authorized by the Board of
Directors of the Fund;
B. SMC acting in reliance upon advice given by independent counsel
retained by the Board of Directors of the Fund.
In the event that SMC requests the Fund to indemnify or hold it harmless
hereunder, SMC shall use its best efforts to inform the Fund of the
relevant facts concerning the matter in question. SMC shall use reasonable
care to identify and promptly notify the Fund concerning any matter which
presents, or appears likely to present, a claim for indemnification against
the Fund.
The Fund shall have the election of defending SMC against any claim which
may be the subject of indemnification hereunder. In the event the Fund so
elects, it will so notify SMC and thereupon the Fund shall take over
defenses of the claim, and (if so requested by the Fund, SMC shall incur no
further legal or other claims related thereto for which it would be
entitled to indemnity hereunder provided, however, that nothing herein
contained shall prevent SMC from retaining, at its own expense, counsel to
defend any claim. Except with the Fund's prior consent, SMC shall in no
event confess any claim or make any compromise in any matter in which the
Fund will be asked to indemnify or hold SMC harmless hereunder.
PUNITIVE DAMAGES. SMC shall not be liable to the Fund, or any third
party, for punitive, exemplary, indirect, special or consequential
damages (even if SMC has been advised of the possibility of such
damages) arising from its obligations and the services provided under
this agreement, including but not limited to loss of profits, loss of
use of the shareholder accounting system, cost of capital and expenses
of substitute facilities, programs or services.
FORCE MAJEURE. Anything in this agreement to the contrary
notwithstanding, SMC shall not be liable for delays or errors occurring
by reason of circumstances beyond its control, including but not
limited to acts of civil or military authority, national emergencies,
work stoppages, fire, flood, catastrophe, earthquake, acts of God,
insurrection, war, riot, failure of communication or interruption.
7. DELEGATION OF DUTIES
SMC may, at its discretion, delegate, assign or subcontract any of the
duties, responsibilities and services governed by this agreement, to its
parent company, Security Benefit Group, Inc., whether or not by formal
written agreement. SMC shall, however, retain ultimate responsibility to
the Fund, and shall implement such reasonable procedures as may be
necessary, for assuring that any duties, responsibilities or services so
assigned, subcontracted or delegated are performed in conformity with the
terms and conditions of this agreement.
8. AMENDMENT
This agreement and the schedules forming a part hereof may be amended at
any time, without shareholder approval, by a writing signed by each of the
parties hereto. Any change in the Fund's registration statements or other
documents of compliance or in the forms relating to any plan, program or
service offered by its current prospectus which would require a change in
SMC's obligations hereunder shall be subject to SMC's approval, which shall
not be unreasonably withheld.
9. TERMINATION
This agreement may be terminated by either party without cause upon 120
days' written notice to the other, and at any time for cause in the event
that such cause remains unremedied for more than 30 days after receipt by
the other party of written specification of such cause.
In the event Fund designates a successor to any of SMC's obligations
hereunder, SMC shall, at the expense and pursuant to the direction of the
Fund, transfer to such successor all relevant books, records and other data
of Fund in the possession or under the control of SMC.
10. SEVERABILITY
If any clause or provision of this agreement is determined to be illegal,
invalid or unenforceable under present or future laws effective during the
term hereof, then such clause or provision shall be considered severed
herefrom and the remainder of this agreement shall continue in full force
and effect.
11. TERM
This agreement initially shall become effective upon its approval by a
majority vote of the Board of Directors of the Fund, including a majority
vote of the Directors who are not "interested persons" of Fund or SMC, as
defined in the Investment Company Act of 1940, and shall continue until
terminated pursuant to its provisions.
12. APPLICABLE LAW
This agreement shall be subject to and construed in accordance with the
laws of the State of Kansas.
SECURITY MANAGEMENT COMPANY
BY: Xxxxxxx X. Xxxxx, President
------------------------------
ATTEST:
Xxxxxxx X. Xxxxxx, Secretary
SECURITY INCOME FUND
BY: Xxxxxxx X. Xxxxx, President
------------------------------
ATTEST:
Xxxxxxx X. Xxxxxx, Secretary
SCHEDULE A
ADMINISTRATIVE SERVICES AND
TRANSFER AGENCY AGREEMENT
Schedule of Administrative and Fund Accounting
Facilities and Services
Security Management Company agrees to provide the Fund the following
Administrative facilities and services:
1. FUND AND PORTFOLIO ACCOUNTING
A. Maintenance of Fund General Ledger and Journal.
B. Preparing and recording disbursements for direct fund expenses.
C. Preparing daily money transfers.
D. Reconciliation of all Fund bank and custodian accounts.
E. Assisting Fund independent auditors as appropriate.
F. Prepare daily projection of available cash balances.
G. Record trading activity for purposes of determining net asset values and
daily dividend.
H. Prepare daily portfolio evaluation report to value portfolio securities
and determine daily accrued income.
I. Determine the daily net asset value per share.
J. Determine the daily, monthly, quarterly, semiannual or annual dividend
per share.
K. Prepare monthly, quarterly, semiannual and annual financial statements.
L. Provide financial information for reports to the securities and exchange
commission in compliance with the provisions of the Investment Company
Act of 1940 and the Securities Act of 1933, the Internal Revenue Service
and other regulatory agencies as required.
M. Provide financial, yield, net asset value, etc. information to NASD and
other survey and statistical agencies as instructed by the Fund.
N. Report to the Audit Committee of the Board of Directors, if applicable.
2. LEGAL
A. Provide registration and other administrative services necessary to
qualify the shares of the Fund for sale in those jurisdictions
determined from time to time by the Fund's Board of Directors (commonly
known as "Blue Sky Registration").
B. Provide registration with and reports to the Securities and Exchange
Commission in compliance with the provisions of the Investment Company
Act of 1940 and the Securities Act of 1933.
C. Prepare and review Fund prospectus and Statement of Additional
Information.
D. Prepare proxy statements and oversee proxy tabulation for annual
meetings.
E. Prepare Board materials and maintain minutes of Board meetings.
F. Draft, review and maintain contractual agreements between Fund and
Investment Advisor, Custodian, Distributor and Transfer Agent.
G. Oversee printing of proxy statements, financial reports to shareholders,
prospectuses and Statements of Additional Information.
H. Provide legal advice and oversight regarding shareholder transactions,
administrative services, compliance with contractual agreements and the
provisions of the 1940 and 1933 Acts.
(Notwithstanding the above, outside counsel for the Funds may provide the
services listed above as a direct Fund expense or at the option of the
Funds, the Funds may employ their own counsel to perform any of these
services.)
SCHEDULE OF SHARE TRANSFER AND DIVIDEND DISBURSING SERVICES
Security Management Company agrees to provide the Fund the following transfer
agency and dividend disbursing services:
1. Maintenance of shareholder accounts, including processing of new accounts.
2. Posting address changes and other file maintenance for shareholder
accounts.
3. Posting all transactions to the shareholder file, including:
A. Direct purchases
B. Wire order purchases
C. Direct redemptions
D. Wire order redemptions
E. Draft redemptions
F. Direct exchanges
G. Transfers
H. Certificate issuances
I. Certificate deposits
4. Monitor fiduciary processing, insuring accuracy and deduction of fees.
5. Prepare daily reconciliations of shareholder processing to money movement
instructions.
6. Handle bounced check collections. Immediately liquidate shares purchased
and return to the shareholder the check and confirmation of the
transaction.
7. Issuing all checks and stopping and replacing lost checks.
8. Draft clearing services.
A. Maintenance of signature cards and appropriate corporate resolutions.
B. Comparison of the signature on the check to the signatures on the
signature card for the purpose of paying the face amount of the check
only.
C. Receiving checks presented for payment and liquidating shares after
verifying account balance.
D. Ordering checks in quantity specified by the Fund for the shareholder.
9. Mailing confirmations, checks and/or certificates resulting from
transaction requests to shareholders.
10. Performing all of the Fund's other mailings, including:
A. Dividend and capital gain distributions.
B. Semiannual and annual reports.
C. 1099/year-end shareholder reporting.
D. Systematic withdrawal plan payments.
E. Daily confirmations.
11. Answering all service related telephone inquiries from shareholders and
others, including:
A. General and policy inquiries (research and resolve problems).
B. Fund yield inquiries.
C. Taking shareholder processing requests and account maintenance changes
by telephone as described above.
D. Submit pending requests to correspondence.
E. Monitor online statistical performance of unit.
F. Develop reports on telephone activity.
12. Respond to written inquiries (research and resolve problems), including:
A. Initiate shareholder account reconciliation proceeding when
appropriate.
B. Notify shareholder of bounced investment checks.
C. Respond to financial institutions regarding verification of deposit.
D. Initiate proceedings regarding lost certificates.
E. Respond to complaints and log activities.
F. Correspondence control.
13. Maintaining and retrieving all required past history for shareholders and
provide research capabilities as follows:
A. Daily monitoring of all processing activity to verify back-up
documentation.
B. Provide exception reports.
C. Microfilming.
D. Storage, retrieval and archive.
14. Prepare materials for annual meetings.
A. Address and mail annual proxy and related material.
B. Prepare and submit to Fund and affidavit of mailing.
C. Furnish certified list of shareholders (hard copy or microfilm) and
inspectors of election.
15. Report and remit as necessary for state escheat requirements.
Approved: Fund _________________________________________SMC Xxxxxxxx X. Xxxxx
---------------------------------------------------------------
MODEL: MONTHLY FUNDS
-------------
MAINTENANCE FEE.................................. $8.00
TRANSACTIONS..................................... $1.00
DIVIDENDS........................................ $0.50
ADMINISTRATION FEE............................... 0.00045
(BASED ON DAILY NET ASSET VALUE)
----------------------------------------------------------------
MASTER WORKSHEET BOND GOV HIGH YIELD
-----------------------------------------------
1986:
TRANSACTIONS - 6,897 603 260
DIVIDENDS - 23,264 2,195 314
SHAREHOLDER ACCTS - 3,574 226 258
AVERAGE NET ASSETS - 45,164,242.34 2,260,755.40 2,948,233.60
INCOME - 4,804,113.27 207,258.25 223,104.47
EXPENSES - 449,036.13 21,101.91 17,675.96
SERVICE FEES - 50,806.27 962.23 1,118.94
1986 1986
SERVICE TRANSFER & EXPENSE EXPENSE
FEES ADMINISTRATION PERCENT RATIO RATIO
ACTUAL MODEL INCREASE ACTUAL MODEL
-----------------------------------------------------------------
BOND 50,806.27 67,444.91 32.75% 0.994% 1.031%
GOVERNMENT 962.23 4,525.84 370.35% 0.933% 1.091%
HIGH YIELD 1,118.94 2,603.71 132.69% 0.600% 0.862%
SCHEDULE B
AMENDMENT TO SECURITY INCOME FUND
ADMINISTRATIVE SERVICES AND
TRANSFER AGENCY AGREEMENT
Schedule of Fees
Annual Maintenance Fee........................$8.00 per account
Transactions..................................$1.00 per transaction
Administration Fee............................0.09% of the average net assets of
the Fund (calculated daily and payable monthly).
This amendment shall take effect as of April 28, 1989.
In witness thereof, the parties hereto have caused this amendment to be
executed on the date indicated.
Security Income Fund
By: XXXXXXX X. XXXXXXXX
Date: January 27, 1989 ------------------------------
Xxxxxxx X. Xxxxxxxx, President
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
Security Management Company
By: XXXXXXX X. XXXXXXXX
------------------------------
Xxxxxxx X. Xxxxxxxx, President
Date: January 27, 1989
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are parties to an
Administrative Services and Transfer Agency Agreement dated April 1, 1987, (the
"Administrative Services Agreement") under which SMC agrees to provide general
administrative, fund accounting, transfer agency, and dividend disbursing
services to the Fund in return for the compensation specified in the
Administrative Services Agreement; and
WHEREAS, on July 7, 1989, the Board of Directors of the Fund voted to amend the
Administrative Services Agreement to provide for payment by the Fund of the fees
of all directors;
NOW THEREFORE, the Fund and the Management Company hereby amend the
Administrative Services Agreement, dated April 1, 1987, effective July 7, 1989,
as follows:
Paragraph 3.B.1. shall be deleted in its entirety and the following
paragraph inserted in lieu thereof:
3. EXPENSES
B. DIRECT EXPENSES
1. Fees and expenses of its directors (including the fees of those
directors who are deemed to be "interested persons" of the Fund
as that term is defined in the Investment Company Act of 1940)
and the meetings thereof;
IN WITNESS WHEREOF, the parties hereto have made this Amendment to the
Administrative Services Agreement this 7th day of July, 1989.
SECURITY INCOME FUND
By: XXXXXXX X. XXXXXXXX
------------------------------
Xxxxxxx X. Xxxxxxxx, President
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: XXXXXXX X. XXXXXXXX
------------------------------
Xxxxxxx X. Xxxxxxxx, President
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are parties to an
Administrative Services and Transfer Agency Agreement dated April 1, 1987, as
amended January 27, 1989, and July 7, 1989, (the "Administrative Services
Agreement") under which SMC agrees to provide general administrative, fund
accounting, transfer agency, and dividend disbursing services to the Fund in
return for the compensation specified in the Administrative Services Agreement;
and
WHEREAS, on July 27, 1990, the Board of Directors of the Fund voted to amend the
Administrative Services Agreement to provide for payment by the Fund of the fees
of only those directors who are not "interested persons" of the Fund;
NOW THEREFORE, the Fund and SMC hereby amend the Administrative Services
Agreement, dated April 1, 1987, effective July 27, 1990, as follows:
Paragraph 3.B.1. shall be deleted in its entirety and the following
paragraph inserted in lieu thereof:
3. EXPENSES
B. DIRECT EXPENSES
1. Fees and expenses of its directors (including the fees of those
directors who are deemed to be "interested persons" of the Fund
as that term is defined in the Investment Company Act of 1940)
and the meetings thereof;
IN WITNESS WHEREOF, the parties hereto have made this Amendment to the
Administrative Services Agreement this 27th day of July, 1990.
SECURITY INCOME FUND
By: XXXXXXX X. XXXXXXXX
------------------------------
Xxxxxxx X. Xxxxxxxx, President
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: XXXXXXX X. XXXXXXXX
------------------------------
Xxxxxxx X. Xxxxxxxx, President
Attest:
XXX X. XXX
------------------------------
Xxx X. Xxx, Secretary
AMENDMENT TO ADMINISTRATIVE
SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company (the
"Management Company") are parties to an Administrative Services and Transfer
Agency Agreement dated April 1, 1987, as amended (the "Administrative
Agreement"), under which the Management Company provides general administrative,
fund accounting, transfer agency and dividend disbursing services to the Fund in
return for the compensation specified in the Administrative Agreement;
WHEREAS, on October 21, 1994, the Board of Directors of the Fund authorized the
Fund to offer its common stock in a new series designated as the Limited
Maturity Bond Series, in addition to its presently offered series of common
stock of Corporate Bond Series and U.S. Government Series;
WHEREAS, on October 21, 1994, the Board of Directors of the Fund further
authorized the Fund to offer shares of the Limited Maturity Bond Series in two
classes, designated Class A shares and Class B shares; and
WHEREAS, on October 21, 1994, the Board of Directors approved the amendment of
the Administrative Agreement to provide that the Management Company would
provide general administrative, fund accounting, transfer agency, and dividend
disbursing services to each class of the Limited Maturity Bond Series under the
terms and conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and Management Company hereby amend
the Administrative Agreement, to provide that the Management Company shall
provide those administrative and other services described in the Administrative
Contract, and each of the Management Company and the Fund shall fulfill all of
their respective obligations under the Administrative Contract, as to each of
the Series of the Fund, including the Limited Maturity Bond Series of the Fund.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the
Administrative Agreement this 30th day of December 1994.
SECURITY INCOME FUND
By: Xxxx X. Xxxxxxx
-----------------------------------
Xxxx X. Xxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
-----------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company (the
"Management Company") are parties to an Administrative Services and Transfer
Agency Agreement dated April 1, 1987, as amended (the "Administrative
Agreement"), under which the Management Company provides general administrative,
fund accounting, transfer agency and dividend disbursing services to the Fund in
return for the compensation specified in the Administrative Agreement;
WHEREAS, on February 3, 1995, the Board of Directors of the Fund authorized the
Fund to offer its common stock in a new series designated as the Global
Aggressive Bond Series, in addition to its presently offered series of common
stock of Corporate Bond Series, Limited Maturity Bond Series and U.S. Government
Series;
WHEREAS, on February 3, 1995, the Board of Directors of the Fund further
authorized the Fund to offer shares of the Global Aggressive Bond Series in two
classes, designated Class A shares and Class B shares; and
WHEREAS, on February 3, 1995, the Board of Directors approved the amendment of
the Administrative Agreement to provide that the Management Company would
provide general administrative, fund accounting, transfer agency, and dividend
disbursing services to each class of the Global Aggressive Bond Series under the
terms and conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and Management Company hereby amend
the Administrative Agreement, dated April 1, 1987, as follows, effective May 1,
1995,
1. Schedule B shall be deleted in its entirety and the attached Schedule B
inserted in lieu thereof.
2. The Administrative Agreement is hereby amended to cover the Global
Aggressive Bond Series of the Fund.
3. Paragraph 7 shall be deleted in its entirety and the following paragraph
inserted in lieu thereof:
DELEGATION OF DUTIES
The Management Company may, at its discretion, delegate, assign or
subcontract any of the duties, responsibilities and services governed by
this agreement, to its parent company, Security Benefit Group, Inc., whether
or not by formal written agreement, or to any third party, provided that
such arrangement with a third party has been approved by the Board of
Directors of the Fund. The Management Company shall, however, retain
ultimate responsibility to the Fund and shall implement such reasonable
procedures as may be necessary for assuring that any duties,
responsibilities or services so assigned, subcontracted or delegated are
performed in conformity with the terms and conditions of this agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the
Administrative Agreement this 28th day of April, 1995.
SECURITY INCOME FUND
By: Xxxx X. Xxxxxxx
-----------------------------------
Xxxx X. Xxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
-----------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY INCOME FUND ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of Security Income Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: 0.45% (based on daily net asset value)
The following charges apply only to Global Aggressive Bond Series of the
Security Income Fund:
Global Administration Fee: In addition to the above fees, Global Aggressive Bond
Series shall pay an annual fee equal to the greater of .10 percent of its
average net assets or (i) $30,000 in the year ending April 29, 1996; (ii)
$45,000 in the year ending April 29, 1997; and (iii) $60,000 thereafter. If this
Agreement shall terminate before the last day of a month, compensation for that
part of the month this Agreement is in effect shall be prorated in a manner
consistent with the calculation of the fees set forth above.
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (hereinafter referred to as the "Fund") and
Security Management Company (hereinafter referred to as "SMC") are parties to an
Administrative Services and Transfer Agency Agreement dated April 1, 1987, as
amended, (the "Administrative Agreement"), under which SMC provides general
administrative, fund accounting, transfer agency and dividend disbursing
services to the Fund in return for the compensation specified in the
Administrative Agreement;
WHEREAS, on February 2, 1996, the Board of Directors of the Fund voted to amend
the Administrative Agreement to provide for payment by the Fund for costs
associated with preparing and transmitting electronic filings to the Securities
and Exchange Commission or any other regulating authority;
NOW THEREFORE, the Fund and SMC hereby amend paragraph 3B of the Administrative
Agreement, effective February 2, 1996, by adding the following language at the
end of paragraph 3B:
11. Costs associated with the preparation and transmission of any
electronic filings to the Securities and Exchange Commission or any
other regulating authority.
IN WITNESS WHEREOF, the parties hereto have made this Amendment to the
Administrative Agreement this 2nd day of February, 1996.
SECURITY INCOME FUND
By: Xxxx X. Xxxxxxx
-----------------------------------
Xxxx X. Xxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
-----------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company (the
"Management Company") are parties to an Administrative Services and Transfer
Agency Agreement dated April 1, 1987, as amended (the "Administrative
Agreement"), under which the Management Company provides general administrative,
fund accounting, transfer agency and dividend disbursing services to the Fund in
return for the compensation specified in the Administrative Agreement;
WHEREAS, on May 3, 1996, the Board of Directors of the Fund authorized the Fund
to offer its common stock in a new series designated as the High Yield Series,
in addition to its presently offered series of common stock of Corporate Bond
Series, Limited Maturity Bond Series, U.S. Government Series, and Global
Aggressive Bond Series;
WHEREAS, on May 3, 1996, the Board of Directors of the Fund further authorized
the Fund to offer shares of the High Yield Series in two classes, designated
Class A shares and Class B shares; and
WHEREAS, on May 3, 1996, the Board of Directors approved the amendment of the
Administrative Agreement to provide that the Management Company would provide
general administrative, fund accounting, transfer agency, and dividend
disbursing services to each class of the High Yield Series under the terms and
conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and Management Company hereby amend
the Administrative Agreement, dated April 1, 1987, as follows, effective July 1,
1996,
1. Schedule B shall be deleted in its entirety and the attached Schedule B
inserted in lieu thereof.
2. The Administrative Agreement is hereby amended to cover the High Yield
Series of the Fund.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the
Administrative Agreement this 13th day of May, 1996.
SECURITY INCOME FUND
By: Xxxx X. Xxxxxxx
-----------------------------------
Xxxx X. Xxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY MANAGEMENT COMPANY
By: Xxxxxxx X. Xxxxxxxx
-----------------------------------
Xxxxxxx X. Xxxxxxxx, President
ATTEST:
Xxx X. Xxx
-----------------------------------
Xxx X. Xxx, Secretary
SECURITY INCOME FUND ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of Security Income Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: 0.09% (based on daily net asset value)
The following charges apply only to Global Aggressive Bond Series of the
Security Income Fund:
Global Administration Fee: In addition to the above fees, Global Aggressive Bond
Series shall pay an annual fee equal to (i) the greater of .10 percent of its
average net assets or $30,000 in the year beginning April 30, 1995 and ending
April 29, 1996; (ii) the greater of .10 percent of its average net assets or
$45,000 in the year beginning April 30, 1996 and ending April 29, 1997; and
(iii) the greater of .10 percent of its average net assets or $60,000
thereafter. If this Agreement shall terminate before the last day of a month,
compensation for that part of the month this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees set forth
above.
AMENDMENT TO ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company (the
"Management Company") are parties to an Administrative Services and Transfer
Agency Agreement, dated April 1, 1987, as amended (the "Administrative
Agreement"), under which the Management Company provides general administrative,
fund accounting, transfer agency and dividend disbursing services to the Fund in
return for the compensation specified in the Administrative Agreement;
WHEREAS, on October 31, 1996, the operations of the Management Company, a Kansas
corporation, will be transferred to Security Management Company, LLC ("SMC,
LLC"), a Kansas limited liability company; and
WHEREAS, SMC, LLC desires to assume all rights, duties and obligations of the
Management Company under the Administrative Agreement.
NOW THEREFORE, in consideration of the premises and mutual agreements made
herein, the parties hereto agree as follows:
1. The Administrative Agreement is hereby amended to substitute SMC, LLC for
Security Management Company, with the same effect as though SMC, LLC were
the originally named management company, effective November 1, 1996;
2. SMC, LLC agrees to assume the rights, duties and obligations of Security
Management Company pursuant to the terms of the Administrative Agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to
Administrative Services and Transfer Agency Agreement this 1st day of November,
1996.
SECURITY INCOME FUND SECURITY MANAGEMENT COMPANY, LLC
By: XXXX X. XXXXXXX By: XXXXX X. XXXXXXX
------------------------------ ------------------------------
Xxxx X. Xxxxxxx, President Xxxxx X. Xxxxxxx, President
ATTEST: ATTEST:
XXX X. XXX XXX X. XXX
----------------------------------- -----------------------------------
Xxx X. Xxx, Secretary Xxx X. Xxx, Secretary
AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company, LLC
("SMC") are parties to an Administrative Services and Transfer Agency Agreement
dated April 1, 1987, as amended (the "Administrative Agreement"), under which
the Management Company provides general administrative, fund accounting,
transfer agency and dividend disbursing services to the Fund in return for the
compensation specified in the Administrative Agreement;
WHEREAS, on February 10, 1999, the Board of Directors of the Fund authorized the
Fund to offer its common stock in a new series designated as the Capital
Preservation Series, in addition to its presently offered series of common stock
of Corporate Bond Series, Limited Maturity Bond Series, U.S. Government Series,
Global High Yield Series, High Yield Series, Emerging Markets Total Return
Series and Global Asset Allocation Series;
WHEREAS, on February 10, 1999, the Board of Directors of the Fund further
authorized the Fund to offer shares of the Capital Preservation Series in three
classes, designated Class A shares, Class B shares and Class C shares; and
WHEREAS, on February 10, 1999, the Board of Directors approved the amendment of
the Administrative Agreement to provide that SMC would provide general
administrative, fund accounting, transfer agency, and dividend disbursing
services to each class of the Capital Preservation Series under the terms and
conditions of the Administrative Agreement;
NOW, THEREFORE BE IT RESOLVED, that the Fund and SMC hereby amend the
Administrative Agreement, dated April 1, 1987, as follows, effective April 30,
1999:
1. Schedule B shall be deleted in its entirety and the attached Schedule B
inserted in lieu thereof.
2. The Administrative Agreement is hereby amended to cover the Capital
Preservation Series of the Fund.
3. The following paragraph 2(a) is added:
a) For each of the Fund's full fiscal years this Administrative Agreement
remains in force, SMC agrees that if total annual expenses of the
Capital Preservation Series of the Fund, exclusive of interest, taxes,
extraordinary expenses (such as litigation), and brokerage fees and
commissions, and Rule 12b-1 fees, but inclusive of SMC's compensation,
exceeds the amount of 1.50% (the "Expense Cap"), SMC will contribute to
such Series such funds or waive such portion of its fee, adjusted
monthly, as may be required to insure that the total annual expenses of
the Series will not exceed the Expense Cap. If this Administrative
Agreement shall be effective for only a portion of the Series' fiscal
year, then the maximum annual expenses shall be prorated for such
portion.
4. Paragraph 7 shall be deleted in its entirety and the following paragraph
inserted in lieu thereof:
DELEGATION OF DUTIES
SMC may, at is discretion, delegate, assign or subcontract any of the
duties, responsibilities and services governed by this agreement, to an
affiliated company, whether or not be formal written agreement, or to any
third party, provided that such arrangement with a third party has been
approved by the Board of Directors of the Fund. SMC shall, however, retain
ultimate responsibility to the Fund and shall implement such reasonable
procedures as may be necessary for assuring that any duties,
responsibilities or services so assigned, subcontracted or delegated are
performed in conformity with the terms and conditions of this agreement.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the
Administrative Agreement this 30th day of April, 1999.
ATTEST: SECURITY INCOME FUND
XXX X. XXX By: XXXXX X. XXXXXXX
---------------------------------- ----------------------------------
Xxx X. Xxx, Secretary Xxxxx X. Xxxxxxx, President
ATTEST: SECURITY MANAGEMENT COMPANY, LLC
XXX X. XXX By: XXXXX X. XXXXXXX
---------------------------------- ----------------------------------
Xxx X. Xxx, Secretary Xxxxx X. Xxxxxxx, President
SECURITY INCOME FUND ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of Security Income Fund:
Maintenance Fee: $8.00 per account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: 0.09% (based on daily net asset value)
The following charges apply only to Global High Yield Series of the Security
Income Fund: Global Administration Fee: In addition to the above fees, Global
High Yield Series shall pay an annual fee equal to (i) the greater of .10
percent of its average net assets or $30,000 in the year beginning April 30,
1995 and ending April 29, 1996; (ii) the greater of .10 percent of its average
net assets or $45,000 in the year beginning April 30, 1996 and ending April 29,
1997; and (iii) the greater of .10 percent of its average net assets or $60,000
thereafter. If this Agreement shall terminate before the last day of a month,
compensation for that part of the month this Agreement is in effect shall be
prorated in a manner consistent with the calculation of the fees set forth
above.
AMENDMENT TO
ADMINISTRATIVE SERVICES AND TRANSFER AGENCY AGREEMENT
WHEREAS, Security Income Fund (the "Fund") and Security Management Company, LLC
("SMC") are parties to an Administrative Services and Transfer Agency Agreement
dated April 1, 1987, as amended (the "Administrative Agreement"), under which
SMC provides general administrative, fund accounting, transfer agency and
dividend disbursing services to the Fund in return for the compensation
specified in the Administrative Agreement; and
WHEREAS, the Administrative Agreement provides that SMC is entitled to a
Maintenance Fee of $8 per shareholder account, a Transaction Fee of $1 per
transaction and a Dividend Fee of $1 per dividend paid; and
WHEREAS, qualified retirement plans ("Plans"), broker/dealers, banks, insurance
companies and others may invest in the Fund through one or more omnibus accounts
with individual shareholder records kept by a third party administrator,
broker/dealer, bank, insurance company or other entity; and
WHEREAS, an omnibus account is currently counted as a single shareholder account
for purposes of calculating SMC's fee, notwithstanding the fact that there are
multiple beneficial shareholders of the Fund; and
WHEREAS, on November 2, 2001, the Board of Directors approved an amendment to
the Administrative Agreement to provide that SMC may treat each beneficial
shareholder in an omnibus account as a separate shareholder account for purposes
of calculating the Maintenance Fee, the Transaction Fee and the Dividend Fee
provided that SMC has entered into an agreement with a Plan, third party
administrator, broker/dealer, bank, insurance company or other entity to pay
sub-administrative, sub-accounting and/or sub-transfer agency fees to such
entity for keeping individual shareholder records in connection with an
investment in the Fund;
NOW, THEREFORE BE IT RESOLVED, that the Fund and SMC hereby amend the
Administrative Agreement, dated April 1, 1987, as follows, effective November 2,
2001:
1. Schedule B shall be deleted in its entirety and the attached Schedule B
inserted in lieu thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment to the
Administrative Agreement this 2nd day of November, 2001.
ATTEST: SECURITY INCOME FUND
XXX X. XXX By: XXXXX X. XXXXXXX
-------------------------------------- -----------------------------------
Xxx X. Xxx, Secretary Xxxxx X. Xxxxxxx, President
ATTEST: SECURITY MANAGEMENT COMPANY, LLC
XXX X. XXX By: XXXXX X. XXXXXXX
-------------------------------------- -----------------------------------
Xxx X. Xxx, Secretary Xxxxx X. Xxxxxxx, President
SECURITY INCOME FUND ADMINISTRATIVE SERVICES
AND TRANSFER AGENCY AGREEMENT
SCHEDULE B
The following charges apply to all Series of Security Income Fund:
Maintenance Fee: $8.00 per shareholder account
Transaction Fee: $1.00
Dividend Fee: $1.00
Annual Administration Fee: 0.09% (based on daily net asset value)
For the purpose of calculating the Maintenance Fee, the Transaction Fee and the
Dividend Fee, SMC may count as a shareholder account, each person that holds a
beneficial interest in an omnibus account maintained on SMC's transfer agency
system by a third-party administrator, broker/dealer, bank, insurance company or
other entity; provided that SMC is paying such third-party administrator,
broker/dealer, bank, insurance company or other entity sub-administrative,
sub-accounting and/or sub-transfer agency fees for keeping individual
shareholder records in connection with an investment in the Fund.
