COHEN & STEERS LIMITED DURATION PREFERRED AND INCOME FUND, INC. [—] Common Shares (Par Value $0.001 per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2012 • Cohen & Steers LTD Duration Preferred & Income Fund, Inc. • New York
Cohen & Steers Limited Duration Preferred and Income Fund, Inc., a Maryland Corporation (the “Fund”) and the Fund’s investment manager, Cohen & Steers Capital Management, Inc., a New York corporation (the “Investment Manager”), each confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”), [NAME OF OTHER REPRESENTATIVES] (“[ABBREVIATED NAME OF EACH OTHER REPRESENTATIVE]”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, [ABBREVIATED NAME OF EACH OTHER REPRESENTATIVE] are acting as representatives (in such capacity, the “Representative(s)”), with respect to (i) the sale by the Fund and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of common shares, par value $0.001 per share, of the Fund (“Common Shares”) set forth in Schedule
INVESTMENT ADVISORY AGREEMENT COHEN & STEERS LIMITED DURATION PREFERRED AND INCOME FUND, INC. New York, New York 10017Investment Advisory Agreement • June 22nd, 2012 • Cohen & Steers LTD Duration Preferred & Income Fund, Inc. • New York
Cohen & Steers Limited Duration Preferred and Income Fund, Inc. (“We” or the “Company”) herewith confirms its agreement (the “Agreement”) with Cohen & Steers Capital Management, Inc. (“You”) as follows:
STOCK TRANSFER AGENCY AGREEMENTStock Transfer Agency Agreement • June 22nd, 2012 • Cohen & Steers LTD Duration Preferred & Income Fund, Inc. • New York
AGREEMENT, made as of , 2012, by and between COHEN & STEERS LIMITED DURATION PREFERRED AND INCOME FUND, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter referred to as the “Customer”), and COMPUTERSHARE SHAREOWNER SERVICES LLC, a New Jersey Limited Liability Company (hereinafter referred to as the “Agent”).
Cohen & Steers Limited Duration Preferred and Income Fund, Inc.Stock Purchase Agreement • June 22nd, 2012 • Cohen & Steers LTD Duration Preferred & Income Fund, Inc.
Cohen & Steers Limited Duration Preferred and Income Fund, Inc. (the “Fund”) hereby accepts your offer to purchase 4,200 shares of the Fund’s common stock, par value $.001 per share, at a price of $23.88 per share for an aggregate purchase price of $100,296. This agreement is subject to the understanding that you have no present intention of selling or redeeming the shares so acquired.
ADMINISTRATION AGREEMENT COHEN & STEERS LIMITED DURATION PREFERRED AND INCOME FUND, INC. New York, New York 10017Administration Agreement • June 22nd, 2012 • Cohen & Steers LTD Duration Preferred & Income Fund, Inc. • New York
Agreement, dated as of [ ], 2012 (the “Agreement”), between Cohen & Steers Limited Duration Preferred and Income Fund, Inc., a non-diversified, closed-end management investment company (the “Company”), and Cohen & Steers Capital Management, Inc. (the “Administrator”).
